Common use of Release of Material Subsidiary Guarantors or Other Subsidiary Guarantors Clause in Contracts

Release of Material Subsidiary Guarantors or Other Subsidiary Guarantors. Subject to the last sentence of Section 7.12(a), on or at any time after the Investment Grade Rating Date, upon the Agent’s receipt of a certificate from the chief financial officer, chief accounting officer or treasurer of the Parent certifying that no Default or Event of Default exists, the Agent shall release all Guarantors that are Material Subsidiaries or Other Subsidiary Guarantors (in each case, other than Subsidiary Obligors) from the Guaranty pursuant to a Guarantor Release Letter. Prior to the Investment Grade Rating Date, provided no Default or Event of Default shall then exist or be caused thereby, the Borrower may request in writing that the Agent release, and upon receipt of such request the Agent shall release, a Material Subsidiary Guarantor or Other Subsidiary Guarantor from the Guaranty pursuant to a Guarantor Release Letter, provided that (i) such Guarantor has ceased to be, or simultaneously with its release from the Guaranty will cease to be a Material Subsidiary or Other Subsidiary Guarantor; (ii) the Borrower has delivered to the Agent a certificate, in form and substance reasonably satisfactory to the Agent, executed by a duly authorized officer of the Parent, in its capacity as general partner of the Borrower, certifying (A) as to the satisfaction of the conditions in the immediately preceding clause (i) and including such other information in reasonable detail as the Agent may reasonably require to evidence such satisfaction, and (B) that no Default or Event of Default shall exist either before or after giving effect to the requested release, and (iii) the Borrower has provided to the Agent such other items, documents or certificates reasonably requested by the Agent, in each case in form and substance reasonably satisfactory to the Agent.