Common use of Release of Credit Support Clause in Contracts

Release of Credit Support. Each of the parties will use its reasonable best efforts to obtain the unconditional release of (a) ▇▇▇▇▇▇▇ and its Subsidiaries (other than the ▇▇▇▇▇▇▇ Contributed Subsidiaries) from each of the guarantees, letters of credit, financial assurances, surety bonds, performance bonds or other contractual obligations (each, a “Credit Support Instrument”) to the extent relating to the Echo Business or otherwise relating to the ▇▇▇▇▇▇▇ Contributed Assets, including effecting such release through Newco’s provision of guarantees or other credit support or the substitution in all respects of Newco for ▇▇▇▇▇▇▇ or any of its Subsidiaries (other than the ▇▇▇▇▇▇▇ Contributed Subsidiaries) that is a party to any such Credit Support Instrument so that Newco or the applicable Subsidiary of Newco shall be solely responsible for the obligations of such Credit Support Instrument, and (b) Newco and the ▇▇▇▇▇▇▇ Contributed Subsidiaries from each Credit Support Instrument to the extent relating to any businesses (other than the Echo Business) conducted or operated by ▇▇▇▇▇▇▇ or any of its Subsidiaries (other than the ▇▇▇▇▇▇▇ Contributed Subsidiaries) or otherwise relating to the ▇▇▇▇▇▇▇ Excluded Assets, including effecting such release through ▇▇▇▇▇▇▇’▇ provision of guarantees or other credit support or the substitution in all respects of ▇▇▇▇▇▇▇ for Newco or any of its Subsidiaries that is a party to any such Credit Support Instrument so that ▇▇▇▇▇▇▇ or the applicable Subsidiary of ▇▇▇▇▇▇▇ shall be solely responsible for the obligations of such Credit Support Instrument; provided that, in the case of each of clauses (a) and (b) above, any such release or substitution must be effected pursuant to documentation reasonably satisfactory in form and substance to Aspen and ▇▇▇▇▇▇▇. All costs and expenses incurred in connection with the release or substitution of the Credit Support Instruments shall be borne by Aspen (or, after the Closing, Newco) in the case of clause (a) above and ▇▇▇▇▇▇▇ in the case of clause (b) above. From and after the Closing, (i) Newco shall indemnify ▇▇▇▇▇▇▇ and its applicable Subsidiaries for any and all Damages arising from or relating to the Credit Support Instruments to the extent relating to the Echo Business or otherwise relating to the ▇▇▇▇▇▇▇ Contributed Assets and (ii) ▇▇▇▇▇▇▇ shall indemnify Newco and its Subsidiaries for any and all Damages arising from or relating to the Credit Support Instruments to the extent relating to any businesses (other than the Echo Business) conducted or operated by ▇▇▇▇▇▇▇ or any of its Subsidiaries (other than the ▇▇▇▇▇▇▇ Contributed Subsidiaries) or otherwise relating to the ▇▇▇▇▇▇▇ Excluded Assets. In the event that such unconditional release is not obtained prior to the Closing, each party shall continue to use its reasonable best efforts to accomplish the foregoing release and substitution in accordance with this Section 7.11.

Release of Credit Support. Each of the parties will use its reasonable best efforts to obtain the unconditional release of (a) ▇E▇▇▇▇▇▇ and its Subsidiaries (other than the ▇E▇▇▇▇▇▇ Contributed Subsidiaries) from each of the guarantees, letters of credit, financial assurances, surety bonds, performance bonds or other contractual obligations (each, a “Credit Support Instrument”) to the extent relating to the Echo Business or otherwise relating to the ▇E▇▇▇▇▇▇ Contributed Assets, including effecting such release through Newco’s provision of guarantees or other credit support or the substitution in all respects of Newco for ▇E▇▇▇▇▇▇ or any of its Subsidiaries (other than the ▇E▇▇▇▇▇▇ Contributed Subsidiaries) that is a party to any such Credit Support Instrument so that Newco or the applicable Subsidiary of Newco shall be solely responsible for the obligations of such Credit Support Instrument, and (b) Newco and the ▇E▇▇▇▇▇▇ Contributed Subsidiaries from each Credit Support Instrument to the extent relating to any businesses (other than the Echo Business) conducted or operated by ▇E▇▇▇▇▇▇ or any of its Subsidiaries (other than the ▇E▇▇▇▇▇▇ Contributed Subsidiaries) or otherwise relating to the ▇E▇▇▇▇▇▇ Excluded Assets, including effecting such release through ▇E▇▇▇▇▇▇’▇ provision of guarantees or other credit support or the substitution in all respects of ▇E▇▇▇▇▇▇ for Newco or any of its Subsidiaries that is a party to any such Credit Support Instrument so that ▇E▇▇▇▇▇▇ or the applicable Subsidiary of ▇E▇▇▇▇▇▇ shall be solely responsible for the obligations of such Credit Support Instrument; Instrument; provided that, in the case of each of clauses (a) and (b) above, any such release or substitution must be effected pursuant to documentation reasonably satisfactory in form and substance to Aspen and ▇E▇▇▇▇▇▇. All costs and expenses incurred in connection with the release or substitution of the Credit Support Instruments shall be borne by Aspen (or, after the Closing, Newco) in the case of clause (a) above and ▇E▇▇▇▇▇▇ in the case of clause (b) above. From and after the Closing, (i) Newco shall indemnify ▇E▇▇▇▇▇▇ and its applicable Subsidiaries for any and all Damages arising from or relating to the Credit Support Instruments to the extent relating to the Echo Business or otherwise relating to the ▇▇▇▇▇▇▇ Emerson Contributed Assets and (ii) ▇E▇▇▇▇▇▇ shall indemnify Newco and its Subsidiaries for any and all Damages arising from or relating to the Credit Support Instruments to the extent relating to any businesses (other than the Echo Business) conducted or operated by ▇▇▇▇▇▇▇ Emerson or any of its Subsidiaries (other than the ▇▇▇▇▇▇▇ Emerson Contributed Subsidiaries) or otherwise relating to the ▇▇▇▇▇▇▇ Emerson Excluded Assets. In the event that such unconditional release is not obtained prior to the Closing, each party shall continue to use its reasonable best efforts to accomplish the foregoing release and substitution in accordance with this Section 7.11‎7.11.