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(2) In connection with any Transfer or Sale approved by Lender or consummated in accordance with the provisions hereof, Lender agrees that the Grantor, Transferor and Guarantor shall be released and relieved of all obligations under the Indemnity and Guaranty Agreement ( "Guaranty ") and the Hazardous Substances Indemnity Agreement ( "Indemnity ") executed and delivered by such persons or entities. Lender shall execute and deliver to such Grantor, Transferor and Guarantor a written acknowledgment that all of the Sale Conditions or Transfer Conditions, as applicable, set forth herein have been satisfied and a release to such effect at no cost to Lender; such release shall apply to all prospective obligations under the Loan Documents of such Grantor, Transferor and Guarantor and its constituents who have executed the Guaranty and the Indemnity, and Lender shall cancel and terminate the Guaranty and the Indemnity and shall destroy originals thereof. (3) obligations under the Note, this Security Agreement and the other Loan Documents from and after the date of consummation of such Sale. Lender shall execute and deliver to such Grantor a written acknowledgment that all of the Sale Conditions set forth herein have been satisfied and a release to such effect at no cost to Lender. If Borrower (or any Grantee) is a Delaware statutory trust, or similar entity, the substitution of trustees under such trust shall not be deemed to be a Sale or Transfer; provided, however, that if the trustee being removed is a Delaware resident trustee, the new Delaware resident trustee must have a net worth of at least $250,000,000, and if the trustee being removed is the trustee satisfying the SPC Member (as hereinafter defined) requirements set forth in paragraph 20(t) hereof, then the substitute trustee must also satisfy such SPC Member requirements and must have organizational documents which are substantively identical (in all material respects) to the organizational documents of the trustee being removed. If Borrower is a limited partnership, the substitution of the general partner satisfying the SPC Member requirements set forth in paragraph 20(t) hereof with a different general partner satisfying the SPC Member requirements set forth in paragraph 20(t) hereof shall not be deemed to be a Sale or Transfer provided that such substitution shall neither result in the transfer of forty -nine percent (49 %) or more of the Beneficial Ownership Interest in Borrower nor shall change the actual control of Borrower, and provided that the substitute general partner has organizational documents that are substantively identical (in all material respects) to the organizational documents of the general partner being removed. If Borrower is a limited liability company, the substitution of the member satisfying the SPC Member requirements set forth in paragraph 20(t) hereof with a different member satisfying the SPC Member requirements set forth in paragraph 20(t) hereof shall not be deemed to be a Sale or Transfer provided that such substitution shall neither result in the transfer of forty-nine percent (49 %) or more of the Beneficial Ownership Interest in Borrower nor change the actual control of Borrower, and provided that the substitute member has organizational documents that are substantively identical