CREDIT RATING AND DUTY TO NOTIFY Sample Clauses

CREDIT RATING AND DUTY TO NOTIFY. The Supplier warrants and represents to the Authority for the benefit of the Authority that as at the Panel Commencement Date the long term credit ratings issued for the Supplier [and Panel Guarantor/ [and Call Off Guarantor]] by each of the Rating Agencies are as set out in Annex 2. The Supplier shall promptly notify (or shall procure that its auditors promptly notify) the Authority in writing if there is any downgrade in the credit rating issued by any Rating Agency for either the Supplier [or the Panel Guarantor/ [ and Call Off Guarantor]] (and in any event within five (5 )Working Days of the occurrence of the downgrade). If there is any downgrade credit rating issued by any Rating Agency for either the Supplier [or the Panel Guarantor/ [and Call Off Guarantor],] the Supplier shall ensure that the Supplier’s auditors [Panel Guarantor/ [and Call Off Guarantor]] auditors (as the case may be) thereafter provide the Authority within 10 Working Days of the end of each Contract Year and within 10 Working Days of written request by the Authority (such requests not to exceed 4 in any Contract Year) with written calculations of the quick ratio for the Supplier [or the Panel Guarantor/ [and Call Off Guarantor] as the case may be] as at the end of each Contract Year or such other date as may be requested by the Authority. For these purposes the “quick ratio” on any date means: where: A is the value at the relevant date of all cash in hand and at the bank of the Supplier [or the Panel Guarantor/ [and Call Off Guarantor] (as the case may be)]; B is the value of all marketable securities held by the Supplier [or the Panel Guarantor/ [and Call Off Guarantor] (as the case may be)] ]determined using closing prices on the Working Day preceding the relevant date; C is the value at the relevant date of all account receivables of the Supplier [Panel Guarantor/ [and Call Off Guarantor] (as the case may be)]; and D is the value at the relevant date of the current liabilities of the Supplier [or the Panel Guarantor/ [and Call Off Guarantor] (as the case may be)]. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Guarantor/ [and Call Off Guarantor] and each Key Sub-Contractor] with the Rating Agencies; and promptly notify (or shall procure that its auditors promptly notify) the Authority in writing following the occurrence of a Financial Distress Event [or Key Sub-Contractor Financial Distress Event] or any fact, circumstance or matter which could...
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CREDIT RATING AND DUTY TO NOTIFY. 3.1 The Supplier warrants and represents to the Authority that as at the Framework Commencement Date the long term credit ratings issued by the Rating Agency for the Supplier and the Framework Guarantor are as set out in Annex 1 to this Framework Schedule. 3.2 The Supplier shall and shall procure that the Framework Guarantor shall maintain a long term credit rating above the relevant Credit Rating Threshold set out in Annex 1 to this Framework Schedule. 3.3 The Supplier shall promptly notify (or shall procure that its auditors promptly notify) the Authority in writing if it ceases, or the Framework Guarantor ceases, to maintain a long term credit rating above the relevant Credit Rating Threshold (and in any event within ten (10) Working Days of ceasing to have such credit rating), whereupon the Supplier shall ensure that its auditors calculate such financial ratios as may be reasonably requested in writing by the Authority.
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CREDIT RATING AND DUTY TO NOTIFY. The Supplier warrants and represents to the Authority that as at the Framework Commencement Date the long term credit ratings issued by the Rating Agency for the Supplier and the Framework Guarantor are as set out in Annex 1 to this Framework Schedule. The Supplier shall and shall procure that the Framework Guarantor shall maintain a long term credit rating above the relevant Credit Rating Threshold set out in Annex 1 to this Framework Schedule. The Supplier shall promptly notify (or shall procure that its auditors promptly notify) the Authority in writing if it ceases, or the Framework Guarantor ceases, to maintain a long term credit rating above the relevant Credit Rating Threshold (and in any event within ten (10) Working Days of ceasing to have such credit rating), whereupon the Supplier shall ensure that its auditors calculate such financial ratios as may be reasonably requested in writing by the Authority. The Supplier shall: regularly monitor its and the Framework Guarantor’s credit ratings with the Rating Agency; and shall procure that its auditors, promptly notify the Authority in writing following the occurrence of a Financial Distress Event or any fact, circumstance or matter which could cause a Financial Distress Event (and in any event ensure that such notification is made within ten (10) Working Days (or such other period as the Authority may permit and notify to the Supplier in writing) of the date on which the Supplier first becomes aware of the Financial Distress Event or the fact, circumstance or matter which could cause a Financial Distress Event).
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CREDIT RATING AND DUTY TO NOTIFY. The Supplier warrants and represents to the Authority for the benefit of the Authority that as at the Framework Commencement Date the long term credit ratings issued for the Supplier and Framework Guarantor by each of the Rating Agencies are as set out in Annex 2.
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CREDIT RATING AND DUTY TO NOTIFY. The Supplier warrants and represents to the Authority and each Other Contracting Body that as at the Commencement Date the long term credit ratings issued by the Rating Agencies for: the Supplier by the Rating Agencies are as set out in Appendix 1 to this Schedule; and the Guarantor are as set out in the Guarantee. Not used The Supplier shall promptly notify (or shall procure that its auditors promptly notify) the Authority in writing if it ceases, or the Guarantor ceases, to have a credit rating, whereupon the Supplier shall ensure that its auditors calculate such financial ratios as may be reasonably requested by the Authority. The Supplier shall monitor its and the Guarantor’s credit ratings with the Rating Agencies regularly and shall, or shall procure that its auditors shall, promptly notify the Authority in writing following the occurrence of a Financial Distress Event or any fact, circumstance or matter which could cause a Financial Distress Event (and in any event within ten (10) Working Days (or such longer period as the Authority may permit and notify to the Supplier in writing) from the date on which the Supplier first becomes aware of the Financial Distress Event or the fact, circumstance or matter could cause a Financial Distress Event). The Supplier shall regularly monitor its Sub-contractors’ financial stability and shall, or shall procure that its auditors shall: promptly notify the Authority in writing following the occurrence of an event analogous to a Financial Distress Event or any fact, circumstance or matter which could cause an event analogous to a Financial Distress Event (and in any event within ten (10) Working Days (or such longer period as the Authority may permit and notify to the Supplier in writing) from the date on which the Supplier first becomes aware of the event analogous to the Financial Distress Event or the fact, circumstance or matter could cause an event analogous to a Financial Distress Event); and ensure that documentation and information in support of such monitoring is maintained and, upon request from the Authority, provide such documentation and information to the Authority. CONSEQUENCES OF A FINANCIAL DISTRESS EVENT In the event of: the Supplier's and/or the Guarantor’s credit ratings dropping below the Credit Rating Threshold; the Supplier and/or the Guarantor issuing a profits warning to a stock exchange or making any other public announcement about a material deterioration in its financial position or pros...
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CREDIT RATING AND DUTY TO NOTIFY. 2.1. The Consultant warrants and represents to the Client for the benefit of the Client that as at the Contract Date the long-term credit ratings issued for the Consultant by the Rating Agency. 2.2. The Consultant promptly notifies (or procures that its auditors promptly notify) the Client if there is any significant downgrade in the credit rating issued by any Rating Agency for the Consultant (and in any event within seven days from the occurrence of the downgrade). 2.3. If there is any downgrade credit rating issued by any Rating Agency for the Consultant, the Consultant ensures that the Consultant’s auditors thereafter provide the Client within 14 days of a written request by the Client with written calculations of the quick ratio for the Consultant at such date as may be requested by the Client. For these purposes the “quick ratio” on any date means: Where A. is the value at the relevant date of all cash in hand and at the bank of the Consultant B. is the value of all marketable securities held by the Consultant determined using closing prices on the working day preceding the relevant date C. is the value at the relevant date of all account receivables of the Consultant and D. is the value at the relevant date of the current liabilities of the Consultant.
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CREDIT RATING AND DUTY TO NOTIFY. 2.1 The Contractor warrants and represents to the Framework Authority and each Customer that as at the Commencement Date the long term credit ratings issued by the Rating Agencies or (where applicable) the financial ratios for the Contractor, the Guarantor and any Material Sub-contractors are as set out in Appendix 1 to this Schedule.
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CREDIT RATING AND DUTY TO NOTIFY. The Contractor warrants and represents to the Department for the benefit of the Department that as at the Commencement Date the long term credit ratings issued for the Contractor, [the Guarantor and Key Sub-contractors] by the Rating Agencies are [insert the relevant long term ratings].
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Related to CREDIT RATING AND DUTY TO NOTIFY

  • Credit Ratings Use commercially reasonable efforts to maintain at all times (a) a credit rating by each of S&P and Xxxxx’x in respect of the Term Facility and (b) a public corporate rating by S&P and a public corporate family rating by Xxxxx’x for the Borrower, in each case with no requirement to maintain any specific minimum rating.

  • Credit Rating With respect to the Competitive Supplier or Competitive Supplier’s Guarantor, its senior unsecured, unsubordinated long-term debt rating, not supported by third party credit enhancement, and if such debt is no longer rated, then the corporate or long-term issuer rating of Competitive Supplier or Competitive Supplier’s Guarantor.

  • Reference to and Effect Upon the Credit Agreement (a) The Credit Agreement and the other Loan Documents shall remain in full force and effect, as amended hereby, and are hereby ratified and confirmed. (b) The execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of Agent or any Lender under the Credit Agreement or any Loan Document, nor constitute a waiver or amendment of any provision of the Credit Agreement or any Loan Document, except as specifically set forth herein. Upon the effectiveness of this Amendment, each reference in the Credit Agreement to “this Credit Agreement,” “hereunder,” “hereof,” “herein” or words of similar import shall mean and be a reference to the Credit Agreement as amended hereby.

  • Resolution of Conflicts of Interest; Standards of Conduct and Modification of Duties (a) Unless otherwise expressly provided in this Agreement or any Group Member Agreement, whenever a potential conflict of interest exists or arises between the General Partner or any of its Affiliates, on the one hand, and the Partnership, any Group Member or any Partner, on the other, any resolution or course of action by the General Partner or its Affiliates in respect of such conflict of interest shall be permitted and deemed approved by all Partners, and shall not constitute a breach of this Agreement, of any Group Member Agreement, of any agreement contemplated herein or therein, or of any duty stated or implied by law or equity, if the resolution or course of action in respect of such conflict of interest is (i) approved by Special Approval, (ii) approved by the vote of a majority of the Common Units (excluding Common Units owned by the General Partner and its Affiliates), (iii) on terms no less favorable to the Partnership than those generally being provided to or available from unrelated third parties or (iv) fair and reasonable to the Partnership, taking into account the totality of the relationships between the parties involved (including other transactions that may be particularly favorable or advantageous to the Partnership). The General Partner shall be authorized but not required in connection with its resolution of such conflict of interest to seek Special Approval of such resolution, and the General Partner may also adopt a resolution or course of action that has not received Special Approval. If Special Approval is not sought and the Board of Directors of the General Partner determines that the resolution or course of action taken with respect to a conflict of interest satisfies either of the standards set forth in clauses (iii) or (iv) above, then it shall be presumed that, in making its decision, the Board of Directors of the General Partner acted in good faith, and in any proceeding brought by any Limited Partner or by or on behalf of such Limited Partner or any other Limited Partner or the Partnership challenging such approval, the Person bringing or prosecuting such proceeding shall have the burden of overcoming such presumption. Notwithstanding anything to the contrary in this Agreement or any duty otherwise existing at law or equity, the existence of the conflicts of interest described in the Registration Statement are hereby approved by all Partners and shall not constitute a breach of this Agreement. (b) Whenever the General Partner makes a determination or takes or declines to take any other action, or any of its Affiliates causes it to do so, in its capacity as the general partner of the Partnership as opposed to in its individual capacity, whether under this Agreement, any Group Member Agreement or any other agreement contemplated hereby or otherwise, then, unless another express standard is provided for in this Agreement, the General Partner, or such Affiliates causing it to do so, shall make such determination or take or decline to take such other action in good faith and shall not be subject to any other or different standards imposed by this Agreement, any Group Member Agreement, any other agreement contemplated hereby or under the Delaware Act or any other law, rule or regulation or at equity. In order for a determination or other action to be in “good faith” for purposes of this Agreement, the Person or Persons making such determination or taking or declining to take such other action must believe that the determination or other action is in the best interests of the Partnership, unless the context otherwise requires. (c) Whenever the General Partner makes a determination or takes or declines to take any other action, or any of its Affiliates causes it to do so, in its individual capacity as opposed to in its capacity as the general partner of the Partnership, whether under this Agreement, any Group Member Agreement or any other agreement contemplated hereby or otherwise, then the General Partner, or such Affiliates causing it to do so, are entitled to make such determination or to take or decline to take such other action free of any fiduciary duty or obligation whatsoever to the Partnership, any Limited Partner, and the General Partner, or such Affiliates causing it to do so, shall not be required to act in good faith or pursuant to any other standard imposed by this Agreement, any Group Member Agreement, any other agreement contemplated hereby or under the Delaware Act or any other law, rule or regulation or at equity. By way of illustration and not of limitation, whenever the phrase, “at the option of the General Partner,” or some variation of that phrase, is used in this Agreement, it indicates that the General Partner is acting in its individual capacity. For the avoidance of doubt, whenever the General Partner votes or transfers its Partnership Interests, or refrains from voting or transferring its Partnership Interests, it shall be acting in its individual capacity. (d) Notwithstanding anything to the contrary in this Agreement, the General Partner and its Affiliates shall have no duty or obligation, express or implied, to (i) sell or otherwise dispose of any asset of the Partnership Group other than in the ordinary course of business or (ii) permit any Group Member to use any facilities or assets of the General Partner and its Affiliates, except as may be provided in contracts entered into from time to time specifically dealing with such use. Any determination by the General Partner or any of its Affiliates to enter into such contracts shall be at its option. (e) Except as expressly set forth in this Agreement, neither the General Partner nor any other Indemnitee shall have any duties or liabilities, including fiduciary duties, to the Partnership or any Limited Partner and the provisions of this Agreement, to the extent that they restrict, eliminate or otherwise modify the duties and liabilities, including fiduciary duties, of the General Partner or any other Indemnitee otherwise existing at law or in equity, are agreed by the Partners to replace such other duties and liabilities of the General Partner or such other Indemnitee. (f) The Unitholders hereby authorize the General Partner, on behalf of the Partnership as a partner or member of a Group Member, to approve of actions by the general partner or managing member of such Group Member similar to those actions permitted to be taken by the General Partner pursuant to this Section 7.9.

  • Debt Rating The Liquidity Provider has a short-term debt ratings of “P-1” from Xxxxx’x and “F1+” from Fitch.

  • REFERENCE TO THE CREDIT AGREEMENT (a) Upon the effectiveness of this First Amendment, each reference in the Credit Agreement to "this Agreement", "hereunder", or words of like import shall mean and be a reference to the Credit Agreement, as affected and amended hereby. (b) The Credit Agreement, as amended by the amendments referred to above, shall remain in full force and effect and is hereby ratified and confirmed.

  • Express Waiver: I desire to expressly waive any claim of confidentiality as to any and all information contained within our response to the competitive procurement process (e.g. RFP, CSP, Bid, RFQ, etc.) by completing the following and submitting this sheet with our response to Education Service Center Region 8 and TIPS.

  • Certain Credit Support Events If (i) the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing, (ii) as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shall be required to provide Cash Collateral pursuant to Section 2.05 or 8.02(c), or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately (in the case of clause (iii) above) or within one (1) Business Day (in all other cases) following any request by the Administrative Agent or the L/C Issuer, provide Cash Collateral in an amount not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to clause (iv) above, after giving effect to Section 2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender).

  • Limitation of responsibility of Existing Lenders (a) Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with any Finance Document or any other document, and any representations or warranties implied by law are excluded. (b) Each New Lender confirms to the Existing Lender and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Lender in connection with any Finance Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (c) Nothing in any Finance Document obliges an Existing Lender to: (i) accept a re-transfer from a New Lender of any of the rights and obligations assigned or transferred under this Clause 24; or (ii) support any losses directly or indirectly incurred by the New Lender by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.

  • Debt Ratings Prompt notice of any change in its Debt Ratings.

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