Common use of Releases of Second Priority Lien Clause in Contracts

Releases of Second Priority Lien. (a) With respect to each Type of Common Collateral, upon any release, sale or disposition of such Common Collateral that results in the release of the First Priority Lien on such Common Collateral and that is (i) permitted pursuant to the terms of the First Priority Documents and not prohibited under the Second Priority Documents or (ii) effected pursuant to an Enforcement Action, the Second Priority Lien on such Common Collateral (but not on any proceeds of such Common Collateral not required to be paid to the First Priority Secured Parties) shall be automatically and unconditionally released. (b) With respect to each Type of Common Collateral, until the First Priority Obligations Payment Date, the Second Priority Representative shall promptly execute and deliver such release documents and instruments and shall take such further actions as the First Priority Representative shall reasonably request to evidence any release of the Second Priority Lien described in Section 4.2(a). With respect to each Type of Common Collateral, the Second Priority Representative hereby appoints the First Priority Representative and any officer or duly authorized person of the First Priority Representative, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power of attorney in the place and stead of the Second Priority Representative and in the name of the Second Priority Representative or in the First Priority Representative’s own name; provided that such power of attorney may only be exercised if the Second Priority Representative has not executed and delivered such release documents and instruments in a timely manner following a request from the First Priority Representative, and must be exercised in the First Priority Representative’s reasonable discretion, solely for the purposes of carrying out the terms of Section 4.2(a), to take any and all appropriate action and to execute and deliver any and all documents and instruments as may be necessary or desirable to accomplish the purposes of Section 4.2(a), including any financing statements, endorsements, assignments, releases or other documents or instruments of transfer (which appointment, being coupled with an interest, is irrevocable).

Releases of Second Priority Lien. (a) With respect to each Type of Common Collateral, upon Upon any release, sale or disposition of such Common Collateral permitted pursuant to the terms of the First Priority Documents that results in the release of the First Priority Lien on such any Common Collateral and that is (i) permitted including, without limitation, any sale or other disposition pursuant to any Enforcement Action or the terms exercise of any rights or remedies under the First Priority Documents and not prohibited under the Second Priority Documents or (ii) effected pursuant to an Enforcement ActionDocuments), the Second Priority Lien on such Common Collateral (but not on excluding any portion of the proceeds of such Common Collateral not required to be paid to remaining after the First Priority Secured PartiesObligations Payment Date occurs) shall be automatically and unconditionally releasedreleased with no further consent or action of any Person. (b) With respect to each Type of Common Collateral, until the First Priority Obligations Payment Date, the The Second Priority Representative shall promptly execute and deliver such release documents and instruments and shall take such further actions at the expense of the Second Priority Secured Parties as the First Priority Representative Creditors shall reasonably request to evidence any release of the any Second Priority Lien described in paragraph (a) or Section 4.2(a)5.6. With respect to each Type of Common Collateral, the The Second Priority Representative hereby appoints the First Priority Representative Creditors and any officer or duly authorized person of the First Priority RepresentativeCreditors, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power of attorney in the place and stead of the Second Priority Representative and the Second Lien Secured Parties and in the name of the Second Priority Representative and the Second Lien Secured Parties or in the First Priority Representative’s Creditors’ own name; provided that such power of attorney may only be exercised if the Second Priority Representative has not executed and delivered such release documents and instruments in a timely manner following a request , from the First Priority Representativetime to time, and must be exercised in the First Priority Representative’s reasonable Creditors’ sole discretion, solely for the purposes of carrying out the terms of this Section 4.2(a)4.2, to take any and all appropriate action and to execute and deliver any and all documents and instruments as may be necessary or desirable to accomplish the purposes of this Section 4.2(a)4.2, including including, without limitation, any financing statements, endorsements, assignments, releases releases, terminations or other documents or instruments of transfer (which appointment, being coupled with an interest, is irrevocable).