Example ContractsClausesAuthorization to Release Collateral
Authorization to Release Collateral
Authorization to Release Collateral contract clause examples

The Secured Parties irrevocably authorize the Administrative Agent, at its option and in its discretion to release any Lien on any property granted to or held by the Administrative Agent under any Loan Document upon repayment in full and termination of all Secured Obligations (other than contingent indemnification obligations as to which no claim has been made), or subject to Section 11.1, if approved, authorized or ratified in writing by the Requisite [[Organization A:Organization]]. Upon request by the Administrative Agent at any time, the Requisite [[Organization A:Organization]] will confirm in writing the Administrative Agent’s authority to release its interest in particular types or items of property pursuant to this Section 10.13.

Release Authorization. As provided in [Section 8.03(b)(i)(B)] of the Credit Agreement, [[Organization A:Organization]] agree that the Administrative Agent is authorized, at its option and in its discretion, to release its Lien on any account receivable that is sold or disposed of in accordance with the requirements of [Section 6.10] of the Credit Agreement.

Release of Collateral. Notwithstanding any other provision of this Agreement to the contrary, upon Borrower’s request, Agent shall release its security interest in any Contract(s) and the Security Documents related thereto, including the items set forth in [clauses (a) through (e)] of the definition of “Collateral” specifically with respect to such Contract(s) (excluding any transfers in connection with a Permitted Facility, which release of security interest shall be governed by [Section 8.18], and excluding Permitted Charged Off Contracts Sales which release of security interest shall be governed by the last sentence of this [Section 4.6]), included in the Collateral so long as # Borrower obtains Agent’s prior written consent to such release, which consent shall not be unreasonably withheld, conditioned or delayed; # no Default or Event of Default exists at the time such Contract(s) is to be released; # Borrower has entered into a written contract for the sale of such Contract(s) and has delivered to Agent a fully executed copy of such written contract; # if the Borrowers have no Excess Availability after giving effect to the sale, either # Borrower pledges to Agent additional Collateral equivalent to such Contract(s) being released, or # Borrower reduces the outstanding, unpaid principal balance of the Notes through payment in an amount equal to the sale price of such Contract(s) being released in the form of cash or the wire transfer of immediately available funds; and # immediately following the pledging of additional Collateral or payment of the Notes, a Default or Event of Default does not exist under this Agreement. Upon satisfaction of all of the foregoing conditions, Agent shall release its security interest in such Contract(s) and within a reasonable period of time, return the original such Contract(s) and original Security Documents in its possession, if any, being released. Any distribution of interest or principal, or loss of the Collateral or any of the Property secured thereby, shall not release any Borrower from any of the Obligations. Notwithstanding the foregoing, upon the consummation of a Permitted Charged Off Contracts Sale by Borrowers, Agent’s Lien and security interest in the applicable Contracts and the Security Documents related thereto shall be deemed automatically released and terminated upon a Borrower’s receipt of the purchase price therefore and Agent agrees to promptly execute and deliver at Borrower’s request any and all lien release and termination statements with respect thereto as Borrowers shall reasonably request and, within a reasonable period of time, to return the original of such applicable Contracts and original Security Documents in its possession, if any.

Authorization of Collateral Agent. Assignor hereby irrevocably authorizes and empowers Collateral Agent or its agent, in Collateral Agent’s sole discretion, at any time that an Event of Default has occurred and is continuing under the Note Purchase Agreement, to # assert, either directly or on behalf of Assignor, any claims Assignor may have from time to time against Seller or Insight Mobile with respect to the Acquisition Agreement Documents, including, but not limited to, claims relating to Acquisition Agreement Document Undertakings and Acquisition Agreement Document Indemnities, # receive and collect any and all damages, awards and other monies resulting therefrom and # apply any of the amounts described in clause (ii) preceding to the payment of the Note Parties’ Obligations in accordance with the Note Purchase Agreement. Assignor hereby appoints Collateral Agent (and all officers, employees or agents designated by Collateral Agent), as its true and lawful attorney (and agent-in-fact) for the purpose of enabling Collateral Agent or its agent from and after the occurrence and during the continuance of an Event of Default, to assert and collect such claims and to apply such monies in the manner set forth herein, which appointment, being coupled with an interest, is irrevocable. Regardless of the existence of an Event of Default, Assignor hereby irrevocably assigns to Collateral Agent the immediate right to receive directly from Seller and Insight Mobile any and all payments, proceeds, monies, damages and awards arising from the Acquisition Agreement Document Undertakings and the Acquisition Agreement Document Indemnities; provided that Collateral Agent shall not enforce such assignment against Seller or Insight Mobile, as applicable, unless an Event of Default has occurred and is continuing.

Release of Cash Collateral. Bank agrees that as of the date all conditions precedent to the effectiveness of this Amendment have been met, Bank shall no longer require any cash collateral to secure Borrower’s reimbursement obligations with respect to the CLPF Letter of Credit. Bank further agrees that on or prior to the date that is thirty (30) days following such date, Bank shall release Two Million Five Hundred Thousand Dollars ($2,500,000) of cash collateral relating to the CLPF Letter of Credit, including any accrued interest (if any), currently deposited in a restricted account at Bank and such amounts shall be transferred to Borrower’s primary operating account maintained at Bank.

(n) A Subsidiary Guarantor shall automatically be released from its obligations under the Guaranty upon the consummation of any transaction or designation permitted by this Agreement as a result of which such Subsidiary Guarantor # ceases to be a Restricted Subsidiary or # becomes an Excluded Subsidiary, provided that any Subsidiary Guarantor shall only be released from its obligations under the Guaranty pursuant to this clause (B) as a result of such Subsidiary Guarantor becoming an Excluded Subsidiary of the type described in clause (iv) of the definition thereof if # at the time such Subsidiary Guarantor becomes an Excluded Subsidiary of such type, no Event of Default has occurred and is continuing and # such Subsidiary Guarantor so becomes an Excluded Subsidiary as a result of a joint venture or other strategic transaction entered into for a bona fide business purpose;

The Lenders hereby irrevocably agree that the Liens granted to the Collateral Agent by the Loan Parties on any Collateral shall be automatically be released shall be automatically released:

Collateral. As security for the payment of the Obligations and satisfaction by Borrowers of all covenants and undertakings contained in the Loan Agreement and the Loan Documents, each Borrower reconfirms the first-priority continuing Lien and security interest in all of its right, title, and interest in, to and under all of the Collateral (except with respect to subsection # of the definition of Collateral to the extent that granting occurs pursuant to another security agreement or similar document), whether presently existing or hereafter acquired or arising, in order to secure prompt payment and performance by each Borrower of all its Obligations (other than subsection # of the definition of Collateral which granting shall be governed by such other applicable security document). Nothing herein contained is intended to in any manner impair or limit the validity, priority and extent of Agent’s existing security interest in and Liens upon the Collateral.

Collateral. Any Collateral Document shall for any reason fail to create a valid and perfected first priority security interest in any Collateral (with an aggregate book value in excess of $10,000,000) purported to be covered thereby, which failure is not remedied within five (5) days after the earlier of # the date on which any Authorized Officer has actual knowledge thereof and # the receipt of written notice from any Agent or the Required Lenders.

Collateral. Co-Borrower has good title to, rights in, and the power to transfer each item of the Collateral upon which it purports to grant a Lien hereunder, free and clear of any and all Liens except Permitted Liens. Co-Borrower has no Collateral Accounts at or with any bank or financial institution other than Bank or Bank’s Affiliates except for the Collateral Accounts described in the Perfection Certificate delivered to Bank in connection herewith and which Co-Borrower has taken such actions as are necessary to give Bank a perfected security interest therein, pursuant to the terms of Section 6.8(b). The Accounts are bona fide, existing obligations of the Account Debtors.

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