Buyer’s Security. Buyer shall implement reasonable and appropriate measures designed to secure access to:
(i) any device associated with Buyer and utilized in connection with Buyer’s purchase of Tokens;
(ii) private keys to Buyer’s wallet or account; and
(iii) any other username, passwords or other login or identifying credentials. In the event that Buyer is no longer in possession of Buyer’s private keys or any device associated with Buyer’s account or is not able to provide Buyer’s login or identifying credentials, Buyer acknowledges and understands that it may lose all of its Tokens or access to its account. In such event, Company shall be under no obligation to recover any Tokens and Buyer acknowledges, understands and agrees that all purchases of Tokens are non-refundable and Buyer shall not receive money or other compensation for any Tokens purchased.
Buyer’s Security. Buyer will implement reasonable and appropriate measures designed to secure access to: (i) any device associated with Buyer and utilized in connection with Buyer’s purchase of EOS Tokens; (ii) private keys to Buyer’s wallet or account; and (iii) any other username, passwords or other login or identifying credentials. In the event that Xxxxx is no longer in possession of Xxxxx’s private keys or any device associated with Buyer’s account or is not able to provide Buyer’s login or identifying credentials, Buyer may lose all of Buyer’s EOS Tokens and/or access to Buyer’s account. Company is under no obligation to recover any EOS Tokens and Buyer acknowledges, understands and agrees that all purchases of EOS Tokens are non-refundable and Buyer will not receive money or other compensation for any EOS Tokens purchased.
Buyer’s Security. (a) Buyer shall provide on the Effective Date, and maintain thereafter throughout the remainder of the Term, security for compliance with its payment obligations under this Agreement, which shall consist of (1) a cash deposit in the amount of $30,000,000, which deposit shall earn interest at the Interest Rate, (2) a corporate guaranty (the "Buyer's Guaranty") in the form attached hereto as Exhibit F, from CMS Energy Corporation, or its Affiliate or successor ("Buyer's Guarantor") whose unsecured, senior long-term debt obligations (not supported by third-party credit enhancements) are rated Baa3 or better by Xxxxx'x Investment Services, Inc. (or its successor), or BBB- or better by Standard & Poor's Rating Group (or its successor) in the amount of $30,000,000, or (3) a Letter or Letters of Credit in the amount of $30,000,000.
(b) A default specified in Section 7.1(a) may not be cured by drawing, or permitting a draw on, the cash deposit, Buyer's Guaranty or Letter of Credit, unless the cash deposit, Buyer's Guaranty or Letter of Credit is immediately replenished up to the required amount of the cash deposit, Buyer's Guaranty or Letter of Credit under Section 7.3(a).
(c) If at any time there shall occur a Downgrade Event with respect to Buyer's Guarantor or if the rating of the Letter of Credit issuing bank falls below the minimum acceptable level as set forth in the definition of Letter of Credit, then Seller may require Buyer to replace the Buyer's Guaranty or Letter of Credit with a Letter of Credit acceptable to the beneficiary in the amount of $30,000,000, and shall be subject to all terms and conditions of this Agreement applicable to a
Buyer’s Security. At least thirty (30) days prior to the first day of the Pre- Commercial Operations Period, Buyer shall provide and maintain security in favor of Seller, at Buyer’s expense, to secure Payment (the “Buyer Security”). Buyer Security may either be in the form of a Security Agreement or the Letter of Credit.
(a) If Buyer elects to provide a Security Agreement, Seller shall provide Seller with a first priority lien and security interest in the Buyer Collateral as provided by the Security Agreement. Buyer shall notify Seller promptly upon gaining knowledge (i) of any event causing loss or significant change in circumstances causing material reduction in the value of the Buyer Collateral and the amount of such loss or reduction, or (ii) that the fair market value of the Buyer Collateral in an arm’s length sale to a third party is reasonably likely to be less than Five Million Dollars ($5,000,000.00). If the Buyer Security is in the form of a security interest in Buyer Collateral and Seller has a reasonable belief that the value of the Buyer Collateral is less than Five Million Dollars ($5,000,000.00), Buyer shall provide, after notice from Seller and within no later than ten (10) days of such notice, reasonable assurances of the value of the Buyer Collateral. If Xxxxxx, acting reasonably, is not satisfied with the assurances of value provided by Xxxxx, Seller may engage a third party, neutral, appraiser to conduct an appraisal of the Buyer Collateral and Buyer shall cooperate in connection therewith. If such appraisal confirms that the value of the Buyer Collateral is equal to or greater than Five Million Dollars ($5,000,000.00), Seller shall be solely responsible for the costs of the appraisal conducted by such third party. If the appraisal finds that the Buyer Collateral has a value less than Five Million Dollars ($5,000,000.00), Buyer shall be solely responsible for the cost of the appraisal, Buyer shall pay or reimburse Seller within ten (10) days of request for the cost of the appraisal and Buyer shall modify and/or enhance the Buyer Security to provide a value of at least Five Million Dollars ($5,000,000.00) and provide Seller evidence thereof within ten (10) days thereof.
(b) If Buyer elects not to provide a Security Agreement, then:
(i) it shall provide a Letter of Credit to Seller in the Letter of Credit Amount.
(ii) The issuer of the Letter of Credit shall have and maintain a credit rating equivalent to BBB- (or better) from Standard & Poors and Baa3 (or...
Buyer’s Security. Buyer will implement reasonable and appropriate measures designed to secure access to: (i) any device associated with Buyer and utilized in connection with Buyer’s purchase of DML Tokens; (ii) private keys to Buyer’s wallet or account; and (iii) any other username, passwords or other login or identifying credentials. In the event that Buyer is no longer in possession of Buyer’s private keys or any device associated with Buyer’s account or is not able to provide Buyer’s login or identifying credentials, Buyer may lose all of Buyer’s DML Tokens and/or access to Buyer’s account. Company is under no obligation to recover any DML Tokens and Buyer acknowledges, understands and agrees that all purchases of DML Tokens are non-refundable and Buyer will not receive money or other compensation for any DML Tokens purchased.
Buyer’s Security. Buyer will implement reasonable and appropriate measures designed to secure access to: (i) any device associated with Buyer and utilized in connection with Buyer’s purchase of PROOF Tokens; (ii) private keys to Buyer’s wallet or token account; and (iii) any other username, passwords or other login or identifying credentials. In the event that Buyer is no longer in possession of Buyer’s private keys or any device associated with Buyer’s account or is not able to provide Buyer’s login or identifying credentials, Buyer may lose all of Buyer’s PROOF Tokens and/or access to Buyer’s account. PROOFTECH LIMITED is under no obligation to recover any PROOF Tokens and Buyer acknowledges, understands and agrees that all purchases of PROOF Tokens are non-refundable and Buyer will not receive money or other compensation for any PROOF Tokens purchased.
Buyer’s Security. If at any time during the Term, Buyer’s credit rating (corporate or long-term senior unsecured debt) is below BBB- by Standard & Poor’s or Baa3 by Xxxxx’x, Buyer shall provide to Seller, within five (5) Business Days of any such determination, Buyer’s Security in the Required Security Amount and shall maintain such Security at the Required Security Amount until the end of the Term, so long as Buyer’s credit rating is below BBB- by Standard & Poor’s or Baa3 by Xxxxx’x. If and when Buyer’s credit rating is equal to or above BBB- by Standard & Poor’s and Baa3 by Xxxxx’x, Buyer shall not be required to post Buyer’s Security and Seller shall promptly release any Buyer’s Security held by Seller to Buyer.
Buyer’s Security. Buyer will implement reasonable and appropriate measures desig- xxx to secure access to: (i) any device associated with Buyer and utilized in connec- tion with Buyer’s purchase of UNTD Coins; (ii) private keys to Buyer’s wallet or ac- count; and (iii) any other username, passwords or other login or identifying creden- tials. In the event that Xxxxx is no longer in possession of Xxxxx’s private keys or any device associated with Xxxxx’s account or is not able to provide Buyer’s login or identifying credentials, Buyer may lose all of Buyer’s UNTD Coins and/or access to Buyer’s account. Company is under no obligation to recover any UNTD Coins and Buyer acknowledges, understands and agrees that all purchases of UNTD Coins are non-refundable and Buyer will not receive money or other compensation for any UNTD Coins purchased.
Buyer’s Security. Buyer will implement reasonable and appropriate measures designed to secure access to: (i) any device associated with Buyer and utilized in connection with Buyer’s purchase of AST Tokens; (ii) private keys to Buyer’s wallet or account; and (iii) any other username, passwords or other login or identifying credentials. In the event that Buyer is no longer in possession of Buyer’s private keys or any device associated with Buyer’s account or is not able to provide Buyer’s login or identifying credentials, Buyer may lose all of Buyer’s AST Tokens and/or access to Buyer’s account. Company is under no obligation to recover any AST Tokens and Buyer acknowledges, understands and agrees that all purchases of AST Tokens are non-refundable and Buyer will not receive money or other compensation for any AST Tokens purchased.
Buyer’s Security. Buyer will implement reasonable and appropriate measures designed to secure access to: (i) any device associated with Buyer and utilized in connection with Buyer’s purchase of ABCS Tokens; (ii) private keys to Buyer’s wallet or account; and
