Common use of Collateral Threshold Amount for Seller Clause in Contracts

Collateral Threshold Amount for Seller. The unsecured credit available to Seller, if any, (“Seller’s Collateral Threshold Amount”) shall be determined in accordance with the following subsections (i), (ii), (iii), (iv) or (v), if applicable, provided that if both (i) and (ii) are applicable, then Seller’s Collateral Threshold Amount shall be determined in accordance with the subsection (i) or (ii) that results in the greater Seller’s Collateral Threshold Amount and further provided that the matrix below, as applied to Seller’s Guarantor, applies only if PG&E is not doing any other business with Seller’s Guarantor or its Affiliates (other than Seller); and if there is existing business with Seller’s Guarantor or its Affiliates (other than Seller), then Buyer has the unilateral right to reevaluate and adjust the amounts in the matrix. (i) If on the relevant Date of Determination all of Seller’s Credit Ratings are at or above BBB- and Baa3, then Seller’s Collateral Threshold Amount shall be the amount set forth below under the heading “Seller’s Collateral Threshold” opposite the lower of Seller’s Credit Ratings on the relevant Date of Determination or, if Seller has only one Credit Rating on the relevant Date of Determination, the amount corresponding with that Credit Rating. (ii) If as of the relevant Date of Determination Seller has caused ________ (“Seller’s Guarantor”) to post a Seller’s Guaranty in an amount not to exceed $______ million for the benefit of Buyer, all of Seller’s Guarantor’s Credit Ratings are at or above BBB- and Baa3 and the Seller’s Guaranty is in full force and effect and enforceable against Seller’s Guarantor for the specified amount, then the Seller’s Collateral Threshold Amount shall be the lesser of the amount of the Seller’s Guaranty and the amount set forth below under the heading “Seller’s Collateral Threshold” opposite the lower Credit Rating for Seller’s Guarantor on the relevant Date of Determination, or, if Seller’s Guarantor has only one Credit Rating, the lesser of the amount of the Seller’s Guaranty and the amount set forth below under the heading “Seller’s Collateral Threshold” opposite the Credit Rating for Seller’s Guarantor on the relevant Date of Determination. (iii) If on the relevant Date of Determination neither the Seller nor Seller’s Guarantor has any Credit Rating or if the conditions of neither subsection 8.2(a)(i) nor 8.2(a)(ii) are satisfied, then the Seller’s Collateral Threshold Amount shall be zero. (iv) If after the relevant Date of Determination an Adverse Credit Event occurs with respect to Seller or Seller’s Guarantor then the Seller’s Collateral Threshold Amount shall be zero; provided that if, following an Adverse Credit Event affecting Seller or Seller’s Guarantor, the conditions of either subsection 8.2(a)(i) or 8.2(a)(ii) are subsequently satisfied, the Seller’s Collateral Threshold Amount shall automatically increase from zero to the applicable Seller’s Collateral Threshold Amount. (v) If on or after any Date of Determination, an Event of Default with respect to the Seller has occurred and is continuing, then the Seller’s Collateral Threshold Amount shall be zero; provided, however, in the event the Buyer, as the Non-Defaulting Party, exercises its rights under Section 5.2 to collect damages in lieu of declaring an Early Termination Date, or waives its right to declare an Early Termination Date and to demand remedies under Section 5.2, as provided in Section 5.4, then three Business Days following the date on which such damages are paid by Seller to Buyer, or such waiver is deemed to occur and upon request of Seller, the Seller’s Collateral Threshold shall increase from zero to the Seller’s Collateral Threshold Amount as determined pursuant to subsection 8.2(a)(i) or (ii), as applicable. Seller’s Collateral Threshold Amount (in Millions of $s) Credit Ratings S&P Credit Ratings Xxxxx’x AAA Aaa AA- to AA+ Aa3 to Aa1 A+ A1 A A2 A- A3 BBB+ Baa1 BBB Baa2 BBB- Baa3 Below BBB- Below Baa3