THE GUARANTEES MADE HEREUNDER (I) SHALL TERMINATE ON THE TERMINATION DATE AND (II) SHALL CONTINUE TO BE EFFECTIVE OR BE REINSTATED, AS THE CASE MAY BE, IF AT ANY TIME PAYMENT, OR ANY PART THEREOF, OF ANY OBLIGATION IS RESCINDED OR MUST OTHERWISE BE RESTORED BY ANY LENDER OR ANY GUARANTOR UPON THE BANKRUPTCY OR REORGANIZATION OF THE BORROWER, ANY GUARANTOR OR OTHERWISE. NOTWITHSTANDING THE FOREGOING, THE GUARANTEES MADE HEREUNDER SHALL TERMINATE AS TO ANY INDIVIDUAL GUARANTOR (I) IF SUCH GUARANTOR IS NOT A WHOLLY-OWNED DOMESTIC SUBSIDIARY THAT IS A MATERIAL SUBSIDIARY AND HAS PREVIOUSLY EXECUTED THIS AGREEMENT AS REQUIRED PURSUANT TO SECTION 7.1(L) OF THE CREDIT AGREEMENT, BUT THE BORROWER HAS SUBSEQUENTLY PROVIDED THE ADMINISTRATIVE AGENT NOTICE THAT (Y) THE AGGREGATE PRINCIPAL AMOUNT OF INDEBTEDNESS OF ALL SUBSIDIARIES OUTSTANDING PURSUANT TO SECTION 7.1(J)(I) OF THE CREDIT AGREEMENT AND SECTION 7.1(L) OF THE CREDIT AGREEMENT IS EQUAL TO OR LESS THAN THE SUBSIDIARY DEBT BASKET AMOUNT AND (Z) NO DEFAULT OR EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, (II) IF AT ANY TIME A GUARANTOR CEASES TO BE A WHOLLY-OWNED DOMESTIC SUBSIDIARY THAT IS A MATERIAL SUBSIDIARY AND NO EVENT OF DEFAULT EXISTS, PROMPTLY FOLLOWING WRITTEN NOTICE BY THE BORROWER TO THE ADMINISTRATIVE AGENT THAT SUCH SUBSIDIARY IS NO LONGER A MATERIAL SUBSIDIARY, OR (III) IF ALL OF THE CAPITAL STOCK OF A GUARANTOR IS SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF PURSUANT TO A TRANSACTION PERMITTED BY THE CREDIT AGREEMENT. IN CONNECTION WITH THE FOREGOING, SO LONG AS NO EVENT OF DEFAULT EXISTS, THE ADMINISTRATIVE AGENT SHALL EXECUTE AND DELIVER TO SUCH GUARANTOR OR GUARANTOR’S DESIGNEE, AT SUCH GUARANTOR’S EXPENSE, ANY DOCUMENTS OR INSTRUMENTS, WITHOUT REPRESENTATION OR RECOURSE, WHICH SUCH GUARANTOR SHALL REASONABLY REQUEST FROM TIME TO TIME TO EVIDENCE SUCH TERMINATION AND RELEASE.