Credit Support. A Credit Support Document between the Parties may apply to obligations governed by the Agreement. If the Parties have executed a Credit Support Document, such Credit Support Document shall be subject to the terms of the Agreement and is hereby incorporated by reference in the Agreement. In the event of any conflict between a Credit Support Document and the Agreement, the Agreement shall prevail, except for any provision in such Credit Support Document in respect of governing law.
Credit Support. This Agreement will not, in and of itself, adversely affect any obligations owed, whether by a Party or by any third party, under any Credit Support Document relating to a Covered Transaction.
Credit Support. There shall be an Independent Amount with respect to Counterparty for each Transaction equal to the Reference Amount for such Reference Obligation multiplied by the percentage set forth in Annex I under the caption “Independent Amount Percentage”. Notwithstanding anything in the Credit Support Annex (the “Credit Support Annex”) to the Schedule to the Master Agreement to the contrary, the following collateral terms shall apply to each Transaction to which this Confirmation relates (capitalized terms used in this Clause 9 but not otherwise defined in this Confirmation have the respective meanings given to such terms in the Credit Support Annex):
(a) With respect to each Transaction to which this Confirmation relates, a single “Independent Amount” shall be applicable to Counterparty in an amount equal to the Notional Amount with respect to such Transaction (or, in the case of any increase of the Notional Amount under any Transaction, the amount of such increase) multiplied by the percentage set forth in Clause 9(b) under the caption “Independent Amount Percentage”. Not later than one Business Day after the Obligation Trade Date with respect to any Transaction (or the date of any increase in the related Independent Amount), Counterparty as Pledgor will Transfer to Citibank as Secured Party Eligible Collateral having a Value as of the date of Transfer equal to the related Independent Amount (or increase in the related Independent Amount) determined pursuant this Clause 9(a).
(b) With respect to each Transaction to which this Confirmation relates, the “Independent Amount Percentage” applicable to such Transaction will be equal to: Condition Independent Amount Percentage
(i) Except as indicated in clauses (ii) and (iii) below, with respect to any Transaction: 25%
(ii) Except as indicated in clause (iii) below, with respect to any Transaction relating to a Specified Reference Obligation: Such percentage as Citibank shall specify on or prior to the Obligation Trade Date for such Transaction
(iii) With respect to any Transaction relating to a Reference Obligation whose Reference Entity is the subject of a Credit Event: Such percentage as Citibank shall specify from time to time in its sole discretion in a notice to Counterparty
(c) In no event shall Citibank as Secured Party be obligated to Transfer Posted Credit Support in respect of a Return Amount to Counterparty as Pledgor if (i) the Value as of any Valuation Date of all Posted Credit Support Transferred to Citi...
Credit Support. From and after the Effective Date, the Parent shall be a Credit Support Provider and the Guarantee shall be a Credit Support Document.
Credit Support. Buyer holds and is the beneficiary of an aggregate available capacity (i.e., undrawn amount) of Letter(s) of Credit delivered by Seller to Buyer pursuant to Section 24.13(a)(i) of $[●]47;
Credit Support. Buyer acknowledges that in the course of the conduct of the Business, Seller and the Selling Subsidiaries may have entered into various arrangements (a) in which guarantees (including of performance under Contracts included in the Business Assets, letters of credit or other credit arrangements, including surety and performance bonds) were issued by, or for the account of, Seller and the Selling Subsidiaries or (b) in which Seller and the Selling Subsidiaries are the primary or secondary obligors on debt instruments or financing or other contracts or agreements, in any such case to support or facilitate transactions of the Business. Such arrangements by such parties are set forth in Section 5.14 of the Seller Disclosure Letter and are hereinafter referred to as the “Credit Support Arrangements.” Seller and Buyer agree that the Credit Support Arrangements are not intended to continue after the Closing. Buyer agrees to (i) obtain replacement Credit Support Arrangements, which will be in effect at the Closing, (ii) repay, or cause the repayment of, all debt and other obligations to which such Credit Support Arrangements relate (and cause the cancellation of such Credit Support Arrangements) or (iii) arrange for itself or one of its subsidiaries to be substituted as the obligor thereon as of the Closing Date and, in each case, obtain the release of Seller and its Affiliates from any such Credit Support Arrangements. If Buyer cannot obtain the release of Seller and its Affiliates (excluding the Acquired Companies) from any such Credit Support Arrangements but the Closing still occurs, Buyer shall indemnify and hold Seller and such Affiliates harmless for any Losses incurred by Seller or such Affiliates from and after the Closing with respect to such Credit Support Arrangements.
Credit Support. This Agreement may not be used as credit support for any other financings without Lender's prior written approval.
Credit Support. If Lessor has reasonable grounds for insecurity regarding the performance of Lessee’s obligations hereunder, Lessor may require Lessee to provide credit support in the amount, form and for the term reasonably acceptable to Lessor, including but not limited to, a letter of credit, a prepayment, or a guaranty.
Credit Support. We may carry out a credit check on you at any time. If at any time we are concerned with your creditworthiness, we may require you to provide Credit Support. The amount of the Credit Support required may be up to three times the average or estimated monthly invoice amount for each Supply Address. You must provide us with Credit Support within 10 Business Days of receiving our request. Failure to provide Credit Support will constitute a breach of a material term of this Agreement.
Credit Support. (a) The Customer must promptly provide to AGL such information reasonably requested by AGL from time to time to assist in the assessment of the Customer’s creditworthiness.
(b) AGL may by Notice request the Customer to provide AGL with Security to secure the due and punctual performance of the Customer’s obligations under this Agreement if:
(i) AGL, acting reasonably, considers that the Customer’s creditworthiness is unsatisfactory, or has materially adversely changed; or
(ii) the Customer fails to pay, in accordance with the Payment Terms, the outstanding amount of any 3 bills or any 2 consecutive bills.
(c) The Customer must provide any Security requested within 7 days after AGL’s Notice under clause 4.3(b).
(d) AGL may use the Security to pay any amounts AGL reasonably believes the Customer owes to AGL under this Agreement.
(e) Where AGL uses the Security to pay any amounts the Customer owes to AGL under this Agreement, AGL may require the Customer to reinstate the Security to the original amount requested pursuant to clause 4.3(b) within 7 days.
(f) If the Customer fails to provide or reinstate Security in accordance with this clause 4.3, AGL may refuse to sell or supply electricity under this Agreement, cause the electricity supply at a Premises to be disconnected in accordance with clause 9.1(d), or terminate this Agreement in accordance with clause 8.1(b).
(g) AGL must release any remaining Security on termination or expiry of this Agreement if all amounts owing or payable by the Customer to AGL under this Agreement have been paid in full.
