Common use of Release of Pledged Collateral Clause in Contracts

Release of Pledged Collateral. Certificates evidencing the Pledged Collateral shall be released and delivered to Pledgor as payments of principal due under the Note are made to the Secured Party. Upon the payment of any principal due under the Note to Secured Party, Pledgor shall provide written notice (a "Payment Notice") to the Collateral Agent and the Secured Party which notice shall be dated and shall state that a payment of principal has been made under the Note, set forth the amount of such payment and direct the Collateral Agent to deliver certificates to Pledgor evidencing the "Released Shares." The Released Shares shall be determined by multiplying the total number of Shares comprising the Pledged Collateral by a fraction, the numerator of which is the amount of the principal payment set forth in the Payment Notice and the denominator of which is the total amount of principal due under the Note (without giving effect to the payment set forth in the Payment Notice); provided however, in the event that the Pledged Collateral includes other securities, there shall be added to the forgoing number of shares an additional number of shares determined by multiplying the total number of such other shares comprising the Pledged Collateral by a fraction, the numerator of which is the amount of the principal payment set forth in the Payment Notice and the denominator of which is the total amount of principal due under the Note (without giving effect to the payment set forth in the Payment Notice). Unless the Collateral Agent is notified in writing by the Secured Party within three (3) days from the date of the Payment Notice that the payment of principal set forth in the Payment Notice has not been received by the Secured Party, the Collateral Agent shall promptly deliver or cause BPK to deliver certificates evidencing the Released Shares to Pledgor which shares shall no longer be Pledged Collateral. If the Collateral Agent is notified in writing by the Pledgor within three (3) days from the date of the Payment Notice that the payment of principal set forth in the Payment Notice has not been received by the Secured Party, then, and in that event, the Collateral Agent shall be permitted to submit the issues in dispute to arbitration in accordance with the provisions of Section 18 of this Agreement.

Release of Pledged Collateral. Certificates evidencing the (a) Subject to subsections (b), (c) and (d) of this Section 10.03, Pledged Collateral shall may be released from the Lien and delivered to Pledgor as payments of principal due under the Note are made to the Secured Party. Upon the payment of any principal due under the Note to Secured Party, Pledgor shall provide written notice (a "Payment Notice") to the Collateral Agent and the Secured Party which notice shall be dated and shall state that a payment of principal has been made under the Note, set forth the amount of such payment and direct the Collateral Agent to deliver certificates to Pledgor evidencing the "Released Shares." The Released Shares shall be determined by multiplying the total number of Shares comprising the Pledged Collateral by a fraction, the numerator of which is the amount of the principal payment set forth in the Payment Notice and the denominator of which is the total amount of principal due under the Note (without giving effect to the payment set forth in the Payment Notice); provided however, in the event that the Pledged Collateral includes other securities, there shall be added to the forgoing number of shares an additional number of shares determined by multiplying the total number of such other shares comprising the Pledged Collateral by a fraction, the numerator of which is the amount of the principal payment set forth in the Payment Notice and the denominator of which is the total amount of principal due under the Note (without giving effect to the payment set forth in the Payment Notice). Unless the Collateral Agent is notified in writing security interest created by the Secured Party within three (3) days Security Documents at any time or from the date of the Payment Notice that the payment of principal set forth in the Payment Notice has not been received by the Secured Party, the Collateral Agent shall promptly deliver or cause BPK time to deliver certificates evidencing the Released Shares to Pledgor which shares shall no longer be Pledged Collateral. If the Collateral Agent is notified in writing by the Pledgor within three (3) days from the date of the Payment Notice that the payment of principal set forth in the Payment Notice has not been received by the Secured Party, then, and in that event, the Collateral Agent shall be permitted to submit the issues in dispute to arbitration time in accordance with the provisions of Section 18 the Security Documents or as provided hereby. In addition, upon the request of the Company pursuant to an Officers' Certificate certifying that all conditions precedent hereunder have been met and stating whether or not such release is in connection with an Asset Disposition or a Sale of the Texas City Facilities (at the sole cost and expense of the Company) the Collateral Agent shall release (i) Pledged Collateral that is sold, conveyed or disposed of in compliance with the provisions of this AgreementIndenture; provided, that if such sale, conveyance or disposition constitutes an Asset Disposition or a Sale of the Texas City Facilities, the Company shall comply with Section 4.11 or Section 4.16, as applicable. Upon receipt of such Officers' Certificate, the Collateral Agent shall execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to evidence the release of any Pledged Collateral permitted to be released pursuant to this Indenture or the Security Documents. (b) No Pledged Collateral shall be released from the Lien and security interest created by the Security Documents pursuant to the provisions of the Security Documents unless there shall have been delivered to the Collateral Agent the certificate required by this Section 10.03. (c) No release of Pledged Collateral pursuant to the provisions of the Security Documents shall be effective as against the Holders of Notes if such release shall have been given at any time when a Default or Event of Default shall have occurred and be continuing and the maturity of the Notes shall have been accelerated (whether by declaration or otherwise) and the Trustee shall have delivered a notice of acceleration to the Collateral Agent. (d) The release of any Pledged Collateral from the terms of this Indenture and the Security Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Pledged Collateral is released pursuant to the terms of the Security Documents. To the extent applicable, the Company shall cause TIA Section 313(b), relating to reports, and TIA Section 314(d), relating to the release of property or securities from the Lien and security interest of the Security Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Security Documents, to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee and the Collateral Agent in the exercise of reasonable care.

Release of Pledged Collateral. Certificates (a) At the time provided in Section 8.02(b) of the Note Purchase Agreement, the Pledged Collateral shall automatically be released from the Lien created hereby and this Agreement and all obligations (other than those expressly stated to survive such termination) of the Collateral Agent and each Grantor hereunder shall terminate, all without delivery of any instrument or performance of any act by any party, and all rights to the Pledged Collateral shall revert to the Grantors. Each Grantor is hereby authorized to file UCC amendments at such time evidencing the termination of the Liens so released. At the request and expense of any Grantor following any such termination, the Collateral Agent shall deliver to such Grantor any Pledged Collateral of such Grantor held by the Collateral Agent hereunder and execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination. (b) If the Collateral Agent shall be directed or permitted pursuant to Section 8.02(b) of the Note Purchase Agreement to release any Lien or any Pledged Collateral, such Pledged Collateral shall be released and delivered to Pledgor as payments of principal due under from the Note are made Lien created hereby to the Secured Party. Upon the payment of any principal due under the Note to Secured Partyextent provided under, Pledgor shall provide written notice (a "Payment Notice") and subject to the Collateral Agent terms and the Secured Party which notice shall be dated and shall state that a payment of principal has been made under the Note, set forth the amount of such payment and direct the Collateral Agent to deliver certificates to Pledgor evidencing the "Released Shares." The Released Shares shall be determined by multiplying the total number of Shares comprising the Pledged Collateral by a fraction, the numerator of which is the amount of the principal payment conditions set forth in the Payment Notice and the denominator Section 8.02(b) of which is the total amount of principal due under the Note Purchase Agreement. In connection therewith, the Collateral Agent, at the request of any Grantor, shall execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release. (c) Each Grantor shall automatically and without giving effect to the payment set forth in the Payment Notice); provided however, any further action be released from its obligations hereunder in the event that the Pledged Collateral includes other securities, there Capital Stock of such Grantor shall be added sold to any Person in a transaction permitted by the forgoing number of shares an additional number of shares determined by multiplying Note Purchase Agreement. At the total number of such other shares comprising the Pledged Collateral by a fraction, the numerator of which is the amount request and expense of the principal payment set forth in the Payment Notice and the denominator of which is the total amount of principal due under the Note (without giving effect to the payment set forth in the Payment Notice). Unless the Collateral Agent is notified in writing by the Secured Party within three (3) days from the date of the Payment Notice that the payment of principal set forth in the Payment Notice has not been received by the Secured PartyParent or any other Grantor, the Collateral Agent shall promptly execute and deliver to the Parent or cause BPK such Grantor such documents as the Parent or such Grantor shall reasonably request to deliver certificates evidencing the Released Shares to Pledgor which shares shall no longer be Pledged Collateral. If the Collateral Agent is notified in writing by the Pledgor within three (3) days from the date of the Payment Notice that the payment of principal set forth in the Payment Notice has not been received by the Secured Party, then, and in that event, the Collateral Agent shall be permitted to submit the issues in dispute to arbitration in accordance with the provisions of Section 18 of this Agreementevidence such release.