Common use of CREDIT RATING AND DUTY TO NOTIFY Clause in Contracts

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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1, the credit rating of the Supplier, the [Panel Guarantor/ [and Call Off Guarantor]or relevant Key Sub-Contractor] (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, the Panel Guarantor/ [and Call Off Guarantor] or relevant Key Sub-Contractor (as the case may be)] at or below the applicable Credit Rating Threshold.

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 Framework Commencement Date the long term credit ratings issued for the Supplier [and Panel Guarantor/ [and Call Off Guarantor]] Framework 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]] Framework 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],] Framework Guarantor the Supplier shall ensure that the Supplier’s auditors [Panel Guarantor/ [and Call Off Guarantor]] Framework 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] Framework Guarantor as the case may be] 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] Framework 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] Framework 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] or the Framework 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] Framework Guarantor (as the case may be)]. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Guarantor/ [Supplier and Call Off Guarantor] and each Key Sub-Contractor] Framework Guarantor 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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 ten (10) Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] Event or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1142.1.1, the credit rating of the Supplier, Supplier or the [Panel Guarantor/ [and Call Off Guarantor]or relevant Key Sub-Contractor] Framework Guarantor (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, Supplier or the Panel Guarantor/ [and Call Off Guarantor] or relevant Key Sub-Contractor Framework Guarantor (as the case may be)] ) at or below the applicable Credit Rating Threshold.

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 Framework Commencement Date the long term credit ratings issued for the Supplier [and Panel Guarantor/ [and Call Off Guarantor]] 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]] 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]] 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] Guarantor as the case may be] 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] 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] 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] 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] Guarantor (as the case may be)]. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Guarantor/ [and Call Off Guarantor] Guarantor and each Key Sub-Contractor] 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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1136.1.1, the credit rating of the Supplier, the [Panel Guarantor/ [and Call Off Guarantor]or Guarantor [or relevant Key Sub-Contractor] (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, the Panel Guarantor/ [and Call Off Guarantor] or relevant Key Sub-Contractor (as the case may be)] at or below the applicable Credit Rating Threshold.

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 Framework Commencement Date the long term credit ratings issued for the Supplier [and Panel Guarantor/ [and Call Off Guarantor]] Framework 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]] Framework 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],] Framework Guarantor the Supplier shall ensure that the Supplier’s auditors [Panel Guarantor/ [and Call Off or Framework Guarantor]] ’s auditors (as the case may be) thereafter provide the Authority within 10 ten (10) Working Days of the end of each Contract Year and within 10 ten (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] Framework 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] Framework 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] Framework 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] or the Framework 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] Framework Guarantor (as the case may be)]. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Guarantor/ [Supplier and Call Off Guarantor] and each Key Sub-Contractor] Framework Guarantor 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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 ten (10) Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] Event or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1127.1.1, the credit rating of the Supplier, Supplier or the [Panel Guarantor/ [and Call Off Guarantor]or relevant Key Sub-Contractor] Framework Guarantor (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, Supplier or the Panel Guarantor/ [and Call Off Guarantor] or relevant Key Sub-Contractor Framework Guarantor (as the case may be)] ) at or below the applicable Credit Rating Threshold.

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 Framework 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)]Supplier. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Guarantor/ [and Call Off Guarantor] and each Key Sub-Contractor] Supplier 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] Event or any fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] Event (and in any event, ensure that such notification is made within 10 Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] Event or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1116.1.1, the credit rating of the Supplier, the [Panel Guarantor/ [and Call Off Guarantor]or relevant Key Sub-Contractor] (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, the Panel Guarantor/ [and Call Off Guarantor] Supplier or relevant Key Sub-Contractor (as the case may be)] ) at or below the applicable Credit Rating Threshold.

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 Framework Commencement Date the long term credit ratings issued for the Supplier [and Panel Framework 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 Framework 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 Framework Guarantor/ [and Call Off Guarantor],] the Supplier shall ensure that the Supplier’s auditors [Panel Framework 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 Framework 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 Framework 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 Framework 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 Framework 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 Framework Guarantor/ [and Call Off Guarantor] (as the case may be)]. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Framework 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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1131.1.1, the credit rating of the Supplier, the [Panel Framework Guarantor/ [and Call Off Guarantor]or relevant Key Sub-Contractor] (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, the Panel Framework Guarantor/ [and Call Off Guarantor] or relevant Key Sub-Contractor (as the case may be)] at or below the applicable Credit Rating Threshold.

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 DMP Commencement Date the long term credit ratings issued for the Supplier [and Panel Dynamic Marketplace Guarantor/ [and Call Off Contract 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 Dynamic Marketplace Guarantor/ [ and Call Off Contract 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 Dynamic Marketplace Guarantor/ [and Call Off Contract Guarantor],] the Supplier shall ensure that the Supplier’s auditors [Panel Dynamic Marketplace Guarantor/ [and Call Off Contract 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 Dynamic Marketplace Guarantor/ [and Call Off Contract 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 Dynamic Marketplace Guarantor/ [and Call Off Contract Guarantor] (as the case may be)]; B is the value of all marketable securities held by the Supplier [or the Panel Dynamic Marketplace Guarantor/ [and Call Off Contract 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 Dynamic Marketplace Guarantor/ [and Call Off Contract 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 Dynamic Marketplace Guarantor/ [and Call Off Contract Guarantor] (as the case may be)]. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Supplier [ Dynamic Marketplace Guarantor/ [and Call Off Contract 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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.13.1.1., the credit rating of the Supplier, the [Panel Dynamic Marketplace Guarantor/ [and Call Off Contract Guarantor]or relevant Key Sub-Contractor] (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, the Panel Dynamic Marketplace Guarantor/ [and Call Off Contract Guarantor] or relevant Key Sub-Contractor (as the case may be)] at or below the applicable Credit Rating Threshold.

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 Framework Commencement Date the long term credit ratings issued for the Supplier [and Panel Guarantor/ [and Call Off Guarantor]] Framework 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]] Framework 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],] Framework Guarantor the Supplier shall ensure that the Supplier’s auditors [Panel Guarantor/ [and Call Off Guarantor]] Framework 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] Framework Guarantor as the case may be] 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] Framework 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] Framework 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] or the Framework 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] Framework Guarantor (as the case may be)]. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Guarantor/ [Supplier and Call Off Guarantor] and each Key Sub-Contractor] Framework Guarantor 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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 ten (10) Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] Event or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1132.1.1, the credit rating of the Supplier, Supplier or the [Panel Guarantor/ [and Call Off Guarantor]or relevant Key Sub-Contractor] Framework Guarantor (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, Supplier or the Panel Guarantor/ [and Call Off Guarantor] or relevant Key Sub-Contractor Framework Guarantor (as the case may be)] ) at or below the applicable Credit Rating Threshold.

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 Framework 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)]Supplier. The Supplier shall: regularly monitor the credit ratings of the Supplier[, Panel Guarantor/ [and Call Off Guarantor] and each Key Sub-Contractor] Supplier 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 cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event] (and in any event, ensure that such notification is made within 10 Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Financial Distress Event] or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.1117.1.1, the credit rating of the Supplier, the [Panel Guarantor/ [and Call Off Guarantor]or relevant Key Sub-Contractor] (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, the Panel Guarantor/ [and Call Off Guarantor] Supplier or relevant Key Sub-Contractor (as the case may be)] at or below the applicable Credit Rating Threshold.

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 Effective 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 2annex ANNEX 3: . 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 )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 '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 four (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] Supplier and each Key Sub-Contractor] 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 Sub‑contractor Financial Distress Event] Event or any fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Sub‑contractor Financial Distress Event] Event (and in any event, ensure that such notification is made within 10 Working Days of the date on which the Supplier first becomes aware of the Financial Distress Event[, the Key Sub-Contractor Sub‑contractor Financial Distress Event] Event or the fact, circumstance or matter which could cause a Financial Distress Event [or a Key Sub-Contractor Sub‑contractor Financial Distress Event]). For the purposes of determining whether a Financial Distress Event has occurred pursuant to the provisions of paragraph 13.1.13.1.1, the credit rating of the Supplier, the [Panel Guarantor/ [and Call Off Guarantor]or Supplier or relevant Key Sub-Contractor] Sub‑contractor (as the case may be) shall be deemed to have dropped below the applicable Credit Rating Threshold if any of the Rating Agencies have rated the Supplier[, the Panel Guarantor/ [and Call Off Guarantor] Supplier or relevant Key Sub-Contractor Sub‑contractor (as the case may be)] ) at or below the applicable Credit Rating Level. Consequences of a financial distress event In the event of: the credit rating of the Supplier or any Key Sub‑contractor dropping below the applicable Credit Rating Threshold.; the Supplier or any Key Sub‑contractor issuing a profits warning to a stock exchange or making any other public announcement, in each case about a material deterioration in its financial position or prospects; there being a public investigation into improper financial accounting and reporting, suspected fraud or any other impropriety of the Supplier or any Key Sub‑contractor; the Supplier or any Key Sub‑contractor committing a material breach of covenant to its lenders; a Key Sub contractor notifying the Authority that the Supplier has not satisfied any material sums properly due under a specified invoice and not subject to a genuine dispute; or any of the following: commencement of any litigation against the Supplier or any Key Sub‑contractor with respect to financial indebtedness greater than (Redacted) or obligations under a service contract with a total contract value greater than (Redacted); non‑payment by the Supplier or any Key Sub‑contractor of any financial indebtedness; any financial indebtedness of the Supplier or any Key Sub‑contractor becoming due as a result of an event of default; or the cancellation or suspension of any financial indebtedness in respect of the Supplier or any Key Sub‑contractor, in each case which the Authority reasonably believes (or would be likely reasonably to believe) could directly impact on the continued performance and delivery of the Services in accordance with this Agreement;