Common use of Adequate Assurance Clause in Contracts

Adequate Assurance. (a) If, in the Transporter’s reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement have been fully guaranteed or otherwise secured, one or more events have occurred that in the Transporter’s reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreement, the Transporter may request in writing that the Shipper provide the Transporter with one of the following: (i) an irrevocable guarantee of the Shipper's financial performance under this agreement issued by an entity acceptable to the Transporter and in a form and substance reasonable satisfactory to the Transporter; (ii) a satisfactory irrevocable letter of credit in an amount equivalent to the Shipper's net financial obligations under this agreement, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iii) other arrangements satisfactory to the Transporter, (each, an Adequate Assurance). (b) If the Shipper does not provide the Transporter with Adequate Assurance within 14 Days of the Transporter‘s request, the Transporter may suspend the performance of any and all of their obligations under this agreement until the Shipper has provided the requested Adequate Assurance. (c) The Transporter may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the Shipper's ability to perform its financial or other obligations under this agreement is materially impaired.

Adequate Assurance. (a) If, in the Transporter’s Service Providers' reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement document have been fully guaranteed or otherwise secured, one or more events have occurred that in the Transporter’s Service Providers' reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreementdocument, the Transporter Service Providers may request in writing that the Shipper provide the Transporter Service Providers with one of the following:following (at the Service Providers’ option): (i) an irrevocable and unconditional bank guarantee; (A) in a form approved by the Service Providers; (B) issued by a financial institution approved by the Service Providers; (C) with a term expiring on a date determined by the Service Providers in their sole discretion; and (D) having a face value equivalent to the Shipper's net financial obligations under this document; (ii) cash in an amount equivalent to the Shipper's net financial obligations under this document; (iii) an irrevocable guarantee of the Shipper's financial performance under this agreement document issued by an entity acceptable to the Transporter Service Providers and in a form and substance reasonable satisfactory to the TransporterService Providers; (iiiv) a satisfactory irrevocable letter of credit in an amount equivalent to the Shipper's net financial obligations under this agreementdocument, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iiiv) other arrangements satisfactory to the Transporter, Service Providers; (each, an Adequate Assurance). (b) If the Shipper does not provide the Transporter Service Providers with Adequate Assurance within 14 7 Days of the Transporter‘s Service Providers' request, the Transporter Service Providers may suspend the performance of any and all of their obligations under this agreement document until the Shipper has provided the requested Adequate Assurance. (c) The Transporter may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the Shipper's ability to perform its financial or other obligations under this agreement is materially impaired.

Adequate Assurance. (a) If, in the Transporter’s Service Provider's reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement document have been fully guaranteed or otherwise secured, one or more events have occurred that in the Transporter’s Service Provider's reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreementdocument, the Transporter Service Provider may request in writing that the Shipper provide the Transporter Service Provider with one of the following:following (at the Service Provider’s option): an irrevocable and unconditional bank guarantee; (iA) in a form approved by the Service Provider; (B) issued by a financial institution approved by the Service Provider; (C) with a term expiring on a date determined by the Service Provider in their sole discretion; and (D) having a face value equivalent to the Shipper's net financial obligations under this document; cash in an amount equivalent to the Shipper's net financial obligations under this document; an irrevocable guarantee of the Shipper's financial performance under this agreement document issued by an entity acceptable to the Transporter Service Provider and in a form and substance reasonable reasonably satisfactory to the Transporter; (ii) Service Provider; a satisfactory irrevocable letter of credit in an amount equivalent to the Shipper's net financial obligations under this agreementdocument, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iii) or other arrangements satisfactory to the Transporter, Service Provider; (each, an Adequate Assurance). (b) If the Shipper does not provide the Transporter Service Provider with Adequate Assurance within 14 7 Days of the Transporter‘s Service Provider's request, the Transporter Service Provider may suspend the performance of any and all of their its obligations under this agreement document until the Shipper has provided the requested Adequate Assurance. (c) The Transporter Service Provider may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the Shipper's ability to perform its financial or other obligations under this agreement document is materially impaired.

Adequate Assurance. (a) If, in the TransporterService Provider’s reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the ShipperCustomer's financial standing or creditworthiness (or, if the ShipperCustomer's net financial obligations under this agreement have been fully guaranteed or otherwise secured, one or more events have occurred that in the TransporterService Provider’s reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the ShipperCustomer's ability to perform its financial or other obligations under this agreement, the Transporter Service Provider may request in writing that the Shipper Customer provide the Transporter Service Provider with one of the following: (i) an irrevocable guarantee of the ShipperCustomer's financial performance under this agreement issued by an entity acceptable to the Transporter Service Provider and in a form and substance reasonable reasonably satisfactory to the TransporterService Provider; (ii) a satisfactory irrevocable letter of credit in an amount equivalent to the ShipperCustomer's net financial obligations under this agreement, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iii) other arrangements satisfactory to the TransporterService Provider, (each, an Adequate Assurance). (b) If the Shipper Customer does not provide the Transporter Service Provider with Adequate Assurance within 14 Days of the Transporter‘s Service Provider‘s request, the Transporter Service Provider may suspend the performance of any and all of their obligations under this agreement until the Shipper Customer has provided the requested Adequate Assurance. (c) The Transporter Service Provider may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the ShipperCustomer's ability to perform its financial or other obligations under this agreement is materially impaired.

Adequate Assurance. (a) If, in the Transporter’s Service Provider's reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement document have been fully guaranteed or otherwise secured, one or more events have occurred that in the Transporter’s Service Provider's reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreementdocument, the Transporter Service Provider may request in writing that the Shipper provide the Transporter Service Provider with one of the followingfollowing (at the Service Provider’s option): (i) an irrevocable and unconditional bank guarantee: (iA) in a form approved by the Service Provider; (B) issued by a financial institution approved by the Service Provider; (C) with a term expiring on a date determined by the Service Provider in its sole discretion; and (D) having a face value equivalent to the Shipper's net financial obligations under this document; (ii) cash in an amount equivalent to the Shipper's net financial obligations under this document; (iii) an irrevocable guarantee of the Shipper's financial performance under this agreement document issued by an entity acceptable to the Transporter Service Provider and in a form and substance reasonable satisfactory to the TransporterService Provider; (iiiv) a satisfactory irrevocable letter of credit in an amount equivalent to the Shipper's net financial obligations under this agreementdocument, which letter of credit must be issued by a financial institution with a long long-term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iiiv) other arrangements satisfactory to the Transporter, Service Provider (each, an Adequate Assurance). (b) If the Shipper does not provide the Transporter Service Provider with Adequate Assurance within 14 7 Days of the Transporter‘s Service Provider's request, the Transporter Service Provider may suspend the performance of any and all of their obligations under this agreement document until the Shipper has provided the requested Adequate Assurance. (c) The Transporter Service Provider may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the Shipper's ability to perform its financial or other obligations under this agreement document is materially impaired.

Adequate Assurance. (a) If, in the Transporter’s Service Providers' reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement document have been fully guaranteed or otherwise secured, one or more events have occurred that in the Transporter’s Service Providers' reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreementdocument, the Transporter Service Providers may request in writing that the Shipper provide the Transporter Service Providers with one of the following: (ia) cash in an amount equivalent to the Shipper's net financial obligations under this document; (b) an irrevocable guarantee of the Shipper's financial performance under this agreement document issued by an entity acceptable to the Transporter Service Providers and in a form and substance reasonable satisfactory to the TransporterService Providers; (iic) a satisfactory irrevocable letter of credit in an amount equivalent to the Shipper's net financial obligations under this agreementdocument, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iiid) other arrangements satisfactory to the Transporter, Service Providers; (each, an Adequate Assurance). (b) . If the Shipper does not provide the Transporter Service Providers with Adequate Assurance within 14 Days of the Transporter‘s Service Providers' request, the Transporter Service Providers may suspend the performance of any and all of their obligations under this agreement document until the Shipper has provided the requested Adequate Assurance. (ce) The Transporter Service Providers may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the Shipper's ability to perform its financial or other obligations under this agreement document is materially impaired.

Adequate Assurance. (a) If, in the TransporterService Provider’s reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement document have been fully guaranteed or otherwise secured, one or more events have occurred that in the TransporterService Provider’s reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreementdocument, the Transporter Service Provider may request in writing that the Shipper provide the Transporter Service Provider with one of the following:following (at the Service Provider’s option): (i) an irrevocable and unconditional bank guarantee; (A) in a form approved by the Service Provider; (B) issued by a financial institution approved by the Service Provider; (C) with a term expiring on a date determined by the Service Provider in its sole discretion; and (D) having a face value equivalent to the Shipper's net financial obligations under this document; (ii) cash in an amount equivalent to the Shipper's net financial obligations under this document; (iii) an irrevocable guarantee of the Shipper's financial performance under this agreement document issued by an entity acceptable to the Transporter Service Provider and in a form and substance reasonable satisfactory to the TransporterService Provider; (iiiv) a satisfactory irrevocable letter of credit in an amount equivalent to the Shipper's net financial obligations under this agreementdocument, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iiiv) other arrangements satisfactory to the TransporterService Provider, (each, an Adequate Assurance). (b) If the Shipper does not provide the Transporter Service Provider with Adequate Assurance within 14 7 Days of the Transporter‘s Service Providers' request, the Transporter Service Provider may suspend the performance of any and all of their obligations under this agreement document until the Shipper has provided the requested Adequate Assurance. (c) The Transporter may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the Shipper's ability to perform its financial or other obligations under this agreement is materially impaired.

Adequate Assurance. (a) IfIf the Service Provider is concerned, in the Transporter’s on reasonable opiniongrounds, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement have been fully guaranteed or otherwise secured, one or more events have occurred that in the Transporter’s reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreement, the Transporter may request in writing that the Shipper does not have, or is unable to maintain, an Acceptable Credit Rating, the Shipper must at the Service Provider’s request provide the Transporter Service Provider with one Adequate Assurance. (b) For the purposes of this clause 18.3, Adequate Assurance may include (at the Service Provider’s election) the following: (i) a cash bond that is in Australian dollars for an amount equal to the Service Provider’s reasonable estimate of the Service Charges (inclusive of GST) payable by the Shipper over a period of thirty six (36) Months; or (ii) an irrevocable and unconditional guarantee in favour of the Shipper's financial performance under this agreement issued by an entity Service Provider with a third party guarantor who has and maintains a credit rating reasonably acceptable to the Transporter Service Provider, such guarantee to be for all amounts owing by the Shipper to the Service Provider from time to time under this document and in a form and substance reasonable satisfactory to the Transporter;Service Provider; or (iiiii) a performance bond in favour of the Service Provider and issued by a third party which has and maintains a credit rating reasonably acceptable to the Service Provider, such performance bond to be for an amount equal to the Service Provider’s reasonable estimate of the Service Charges (inclusive of GST) payable by the Shipper over a period of thirty six (36) Months; or (iv) a satisfactory irrevocable letter of credit or bank guarantee in an amount equivalent to the Shipper's ’s net financial obligations under this agreementdocument, which letter of credit or bank guarantee must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & PoorsPoor’s, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iiiv) a combination of the above forms of Adequate Assurance; or (vi) other arrangements satisfactory to the TransporterService Provider, (each, each an Adequate Assurance). (bc) An Adequate Assurance provided under clause 18.3(b)(i) or 18.3(b)(iii) may, with consent of the Service Provider (not to be withheld unless the Service Provider is concerned, on reasonable grounds, that the Shipper is unable to provide an acceptable replacement Adequate Assurance) be reduced to reflect the reasonable estimate of the Service Charges (inclusive of GST) payable by the Shipper in respect of its contracted MDQ at that point in time over the remainder of the term of this document: (i) after a period of three years from the Commencement Date; and (ii) on the same date in each year thereafter, and the Service Provider will return to the Shipper any Adequate Assurance previously provided under this clause 18.3(c) upon receipt of the replacement Adequate Assurance. (d) If the Shipper does not provide the Transporter Service Provider with Adequate Assurance (or additional Adequate Assurance) within 14 fourteen (14) Days of the Transporter‘s Service Provider's request, the Transporter Service Provider may suspend the performance of any and all of their its obligations under this agreement document until the Shipper has provided the requested Adequate Assurance. (ce) If the Shipper provides the Service Provider with Adequate Assurance by way of a Letter of Credit Collateral and an event constituting a Letter of Credit Default occurs and is continuing, then the Service Provider may suspend the performance of any of its obligations under this document until the Shipper has provided a replacement Letter of Credit Collateral. (f) The Transporter Shipper may hold from time-to-time replace the Adequate Assurance for as long as it with another form of Adequate Assurance, including an Adequate Assurance provided by a different entity, provided the replacement Adequate Assurance meets the requirements set out in this clause 18.3. (g) If the Shipper has a reasonable good faith belief provided Adequate Assurance, the Service Provider may, provided there has been an increase in the Shipper’s charges under this document, by written notice to Shipper request that the Shipper's ability to perform Shipper provides additional Adequate Assurance. (h) The Service Provider may draw or call upon the Adequate Assurance at any time while the Shipper is non-compliant with any of its financial or other obligations under this agreement document and the Shipper must replace and Adequate Assurance that is materially impaireddrawn or called upon. (i) If Service Provider determines that Adequate Assurance is no longer required, it will release it and return it to the Shipper.

Adequate Assurance. (a) If, in the Transporter’s reasonable Service Providers' opinion, one or more events have occurred that have caused or will cause a material adverse change in the Shipper's financial standing or creditworthiness (or, if the Shipper's net financial obligations under this agreement document have been fully guaranteed or otherwise secured, one or more events have occurred that in the Transporter’s reasonable Service Providers' opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the Shipper's ability to perform its financial or other obligations under this agreementdocument, the Transporter Service Providers may request in writing that the Shipper provide the Transporter Service Providers with one of the following:following (at the Service Providers’ option): (i) an irrevocable and unconditional bank guarantee; (A) in a form approved by the Service Providers; (B) issued by a financial institution approved by the Service Providers; (C) with a term expiring on a date determined by the Service Providers in their sole discretion; and (D) having a face value equivalent to the Shipper's net financial obligations under this document; (ii) cash in an amount equivalent to the Shipper's net financial obligations under this document; (iii) an irrevocable guarantee of the Shipper's financial performance under this agreement document issued by an entity acceptable to the Transporter Service Providers and in a form and substance reasonable satisfactory to the TransporterService Providers; (iiiv) a satisfactory irrevocable letter of credit in an amount equivalent to the Shipper's net financial obligations under this agreementdocument, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iiiv) other arrangements satisfactory to the Transporter, Service Providers; (each, an Adequate Assurance). (b) If the Shipper does not provide the Transporter Service Providers with Adequate Assurance within 14 7 Days of the Transporter‘s Service Providers' request, the Transporter Service Providers may suspend the performance of any and all of their obligations under this agreement document until the Shipper has provided the requested Adequate Assurance. (c) The Transporter Service Providers may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the Shipper's ability to perform its financial or other obligations under this agreement document is materially impaired.

Adequate Assurance. (a) If, in the TransporterService Provider’s reasonable opinion, one or more events have occurred that have caused or will cause a material adverse change in the ShipperCustomer's financial standing or creditworthiness (or, if the ShipperCustomer's net financial obligations under this agreement have been fully guaranteed or otherwise secured, one or more events have occurred that in the TransporterService Provider’s reasonable opinion have caused or will cause a material adverse change in the financial standing or creditworthiness of the guarantor or other party providing such security (each a Guarantor)) in a matter and to an extent that materially and adversely affects the ShipperCustomer's ability to perform its financial or other obligations under this agreement, the Transporter Service Provider may request in writing that the Shipper Customer provide the Transporter Service Provider with one of the following: (i) an irrevocable guarantee of the ShipperCustomer's financial performance under this agreement issued by an entity acceptable to the Transporter Service Provider and in a form and substance reasonable satisfactory to the TransporterService Provider; (ii) a satisfactory irrevocable letter of credit in an amount equivalent to the ShipperCustomer's net financial obligations under this agreement, which letter of credit must be issued by a financial institution with a long term senior unsecured debt rating of at least A- by Standard & Poors, A3 by Xxxxx'x or B from Fitch ICBA (each a Letter of Credit Collateral); or (iii) other arrangements satisfactory to the TransporterService Provider, (each, an Adequate Assurance). (b) If the Shipper Customer does not provide the Transporter Service Provider with Adequate Assurance within 14 Days of the Transporter‘s Service Provider‘s request, the Transporter Service Provider may suspend the performance of any and all of their obligations under this agreement until the Shipper Customer has provided the requested Adequate Assurance. (c) The Transporter Service Provider may hold the Adequate Assurance for as long as it has a reasonable good faith belief that the ShipperCustomer's ability to perform its financial or other obligations under this agreement is materially impaired.