DOWNGRADE OF ISSUER CASH MANAGER. 14.1 Upon the occurrence of a Ratings Downgrade in respect of the Issuer Cash Manager, the Issuer and the Issuer Cash Manager shall either:
DOWNGRADE OF ISSUER CASH MANAGER Sample Clauses
Related to DOWNGRADE OF ISSUER CASH MANAGER
Qualified Credit Card Issuer A UK Financial Institution satisfying the following criteria:
Account of Issuer The Global Agent, in acting under this Agreement and in connection with the Notes, is acting solely as agent of Issuer and does not assume any obligation or relationship of agency or trust for or with any of the Holders of the Notes. All funds held by the Global Agent or any other agent of Issuer for payment of principal of, premium, if any, or interest on the Notes shall be held for the benefit of Holders but need not be segregated from other funds except as required by law and as required in this Agreement or the Notes, and shall be applied as set forth herein and in the Debt Agreement for the Notes; provided, however, that, any funds paid by Issuer and held by the Global Agent in respect of the principal of, or premium, if any, or interest, if any, on any Notes that remain unclaimed at the end of one year after such principal, premium or interest shall have become due and payable shall be repaid to Issuer by the Global Agent; and provided, further, that the Global Agent shall not be required to repay to Issuer any monies claimed by a Holder of Notes and paid to such Holder prior to the receipt by the Global Agent of express written instructions from Issuer to repay such unclaimed monies. Upon such repayment, Global Agent’s obligations with respect to such funds shall terminate and all liability of the Global Agent with respect to such monies shall thereupon cease and the Holder of any such Note shall thereafter, as an unsecured general creditor, look only to Issuer for payment thereof.
Cash Management (a) Borrowers shall (i) establish and maintain cash management services of a type and on terms satisfactory to Agent at one or more of the banks set forth on Schedule 2.7(a) (each a "Cash Management Bank"), and shall request in writing and otherwise take such reasonable steps to ensure that all of its Account Debtors forward payment of the amounts owed by them directly to such Cash Management Bank, and (ii) deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof, all Collections (including those sent directly by Account Debtors to a Cash Management Bank) into a bank account in Agent's name (a "Cash Management Account") at one of the Cash Management Banks.
Event of Default Under Any Trust Indenture; Amendments to Any Trust Indenture; Waiver In the event that, as to any MBS, there shall be a Default Under the Trust Indenture or an Event of Default Under the Trust Indenture, the Holders of the Certificates of the related Classes may, in the event that the Trustee shall not take any such action on their behalf, give such notice and take such action as certificateholders under such Trust Indenture shall be permitted to take in respect thereof. For purposes of any Trust Indenture pursuant to which any such action shall be taken or notice given, the holders of the fractional undivided interest in the related trust fund represented by the MBS shall be considered to have approved any such action or given any such notice in an amount which is equal to such fractional undivided interest multiplied by a percentage equal to that percentage obtained by dividing the aggregate of the Certificate Balances of all such Certificates the Holders of which have taken such action or given such notice as permitted hereby by the aggregate of the related Class Balances. In the event that Xxxxxx Xxx shall desire to amend any Trust Indenture pursuant to Section 11.02 (or any similar provision) thereof, under circumstances requiring the vote of certificateholders thereunder, the Trustee may not vote the related MBS on behalf of Holders of the related Certificates except upon the direction to do so from the Holders of the Certificates of the related Classes having Certificate Balances aggregating not less than 51% of the aggregate of the related Class Balances. Similar direction shall be required in order for the Trustee to waive compliance with any provision of a Trust Indenture where the vote of certificateholders is required pursuant to Section 11.02 (or any similar provision) thereof.
Credit Card Payments If You pay for the APEX Service using a credit card (to the extent available), then: (a) You authorize Dell to periodically charge Your credit card for the APEX Service fees; (b) You will be subject to any additional terms presented to You by the third-party credit card payment processor (which will be the merchant of record for that transaction); and (c) You are responsible for keeping Your credit card information up to date. You agree that Dell may request that Your credit card payment issuer pre-authorize and hold an amount equal to the next recurring fee (or an estimate if the fee is variable) for the APEX Service in advance of its due date.
Credit Support Provider Credit Support Provider means in relation to Party A, not applicable. Credit Support Provider means in relation to Party B, not applicable.
Issuer The term "
Commitment Charge; Credit; Maturity Premium (a) The Borrower shall pay a commitment charge on the unwithdrawn amount of the Loan at the rate and on the terms specified in the Loan Agreement.
Instructions to the Trustee All orders, requests, and instructions by the Grantor to the Trustee shall be in writing, signed by or such other designees as the Grantor may designate by amendment to this agreement. The Trustee shall be fully protected in acting without inquiry in accordance with the Grantor's orders, requests, and instructions. All orders, requests, and instructions by the Agency to the Trustee shall be in writing, signed by the Agency’s Secretary or Executive Director, or designee, and the Trustee shall act and shall be fully protected in acting in accordance with such orders, requests, and instructions. The Trustee shall have the right to assume, in the absence of written notice to the contrary, that no event constituting a change or a termination of the authority of any person to act on behalf of the Grantor or the Agency hereunder has occurred. The Trustee shall have no duty to act in the absence of such orders, requests, and instructions from the Grantor and/or the Agency, except as provided for herein.
Commitment Charge; Credit (a) The Borrower shall pay a commitment charge on the unwithdrawn amount of the Loan at the rate and on the terms specified in the Loan Agreement.
