Hedge Counterparties in the definitions of “Acceptable Hedge Counterparty” and “Hedge Counterparty” in Clause 1.1 (Definitions) of the Intercreditor Agreement, after the words “credit institution” add the words “or financial institution”.
Hedge Counterparties. A person is a Hedge Counterparty and is entitled to share in any Transaction Security and the Guarantees in respect of any Hedging Obligations only if the person is a financial institution selected by the Issuer, provided that that financial institution delivers to the Security Agent a duly completed and signed Creditor/Representative Accession Undertaking and the Security Agent executes such Creditor/Representative Accession Undertaking.
Hedge Counterparties. So long as any Lender is a Defaulting Lender, such Lender shall not be a Hedge Counterparty with respect to any Hedging Agreement entered into while such Lender was a Defaulting Lender.
Hedge Counterparties. The Hedge Counterparties may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss from any member of the Group in respect of the Hedging Liabilities other than:
Hedge Counterparties. If at any time a Hedge Counterparty ceases to be an Eligible Counterparty, the Transferor shall replace such Hedge Counterparty with an Eligible Counterparty under each Credit Default Swap or deposit cash collateral into a Credit Default Collateral Account in a manner and in an amount satisfactory to the Transferee and each Committed Lender by no later than the earlier of (i) the 30th day following the date on which such Hedge Counterparty ceases to be an Eligible Counterparty or (ii) the fifth Business Day after such date in the event that such Hedge Counterparty's short-term debt rating is withdrawn by any Rating Agency or is downgraded below A-2 by S&P or below P-2 by Xxxxx'x. Each such replacement will be made pursuant to documentation substantially in the form of Exhibit D to the Receivables Loan Agreement (or such other documentation in form and substance reasonably satisfactory to the Required Committed Lenders; provided that if the only material differences between the documentation set forth in Exhibit D to the Receivables Loan Agreement and the documentation proposed to be used for such credit default swap transaction arise out of changes to the standard form credit default swap documentation published by the International Swap and Derivatives Association, Inc. (or any successor thereto), then the Transferor may use such proposed documentation without the consent of any party other than the Administrative Agent).
Hedge Counterparties. If at any time a Hedge Counterparty ceases to be an Eligible Counterparty, the Borrower will cause the Transferor to replace such Hedge Counterparty with an Eligible Counterparty under each Credit Default Swap to which such Hedge Counterparty is a party by no later than the earlier of (i) the 30th day following the date on which such Hedge Counterparty ceases to be an Eligible Counterparty or (ii) the fifth Business Day after such date in the event that such Hedge Counterparty's short-term debt rating is withdrawn by any Rating Agency or is downgraded below A-2 by S&P or below P-2 by Xxxxx'x. Each such replacement will be made pursuant to documentation in substantially the form of Exhibit D or otherwise in form and substance reasonably satisfactory to the Required Committed Lenders.
Hedge Counterparties. (a) Subject to Clause 2.5 (Maximum holdings of Noteholders; maximum interest in certain Security granted to Hedge Counterparties) and the approval of the Ministers, a Hedge Counterparty may (in accordance with the terms of the relevant Hedging Agreement and subject to any consent required under that Hedging Agreement) transfer any of its rights and benefits and corresponding obligations in respect of the Hedging Agreements to which it is a party if any transferee has (if not already Party as a Hedge Counterparty) acceded to this Agreement as a Hedge Counterparty pursuant to Clause 18.9 (Creditor/Agent Accession Undertaking).
(b) No person shall become a Hedge Counterparty unless it accedes to this Agreement in such capacity pursuant to Clause 18.9 (Creditor/Agent Accession Undertaking) and complies with Clause 4.1 (Identity of Hedge Counterparties).
Hedge Counterparties. In acting pursuant to this Agreement and the Senior Secured Notes Indenture, the Notes Trustee is not required to have any regard to the interests of the Hedge Counterparties.
Hedge Counterparties. Prior to the Effective Time, the Company will use its reasonable best efforts to, and will use its reasonable best efforts to cause its Subsidiaries and their respective directors, officers, employees, consultants and advisors, including legal and accounting advisors, to take all actions reasonably requested by Parent in connection with making elections under, amending, obtaining waivers, and/or unwinding of or otherwise settling the Warrants and the Call Options. For the avoidance of doubt, unless otherwise required by any Call Option or Warrant, nothing in this Section 6.16(d) shall be interpreted as an independent requirement for the Company to terminate any Call Option or Warrant or make any termination payment thereunder to any Hedge Counterparty prior to the Effective Time. Without limiting the foregoing, the Company shall use its reasonable best efforts to cooperate with Parent at Parent’s reasonable request in connection with any, and at Parent’s reasonable request shall use its reasonable best efforts to initiate or continue, reasonable discussions or reasonable negotiations with the counterparties to the Call Options or the Warrants or any of their respective Affiliates or any other Person, in each case, to the extent such Affiliate or other Person expressly represents the interests of the counterparties to the Call Options or the Warrants or is empowered to make any determinations, adjustments or computations under the Call Options or the Warrants (any such counterparty, Affiliate or Person, a “Hedge Counterparty”), with respect to any determination, adjustment or computation in connection with the Call Options or the Warrants, including with respect to any cash amounts or shares of Company Common Stock that may be receivable, issuable, deliverable or payable by the Company pursuant to the Call Options or the Warrants (including upon termination thereof). The Company shall promptly provide Parent with any written notices or other documents received from any Hedge Counterparty with respect to any determination, adjustment or computation under, or in connection with any discussions or negotiations related to, the Call Options or Warrants. The Company shall not, and shall cause its Representatives not to, enter into any agreements in respect of the Call Options or the Warrants or make any elections or make any cash payments or share deliveries with respect to the Call Options or the Warrants without Parent’s prior written consent, such consent not ...
Hedge Counterparties. This letter shall not create any obligation to provide Mandatory Hedging or Additional Hedging for the Original Lenders or their Affiliates.
