Hedge Counterparty. Any entity that (a) on the date of entering into any Hedge Transaction (i) is an interest rate swap dealer and (ii) unless otherwise agreed to by the Deal Agent, has a long-term unsecured debt rating of not less than “A” by S&P and not less than “A2” by Moody’s (“Long-term Rating Requirement”) and a short-term unsecured debt rating of not less than “A-1” by S&P and not less than “P-1” by Moody’s (“Short-term Rating Requirement”), and (b) in a Hedging Agreement (i) consents to the assignment of the Borrower’s rights under the Hedging Agreement to the Collateral Agent pursuant to Section 2.2(a) (except in the case of an interest rate cap where such consent is not required) and (ii) agrees that in the event that Moody’s or S&P reduces its long-term unsecured debt rating below the Long-term Rating Requirement, or reduces its short-term unsecured debt rating below the Short-term Rating Requirement, it shall transfer its rights and obligations under each Hedging Agreement to another entity that meets the requirements of clauses (I)(a) and (I)(b) hereof and has entered into a Hedging Agreement with the Borrower on or prior to the date of such transfer (except in the case of an interest rate cap where such transfer is not required), or (II) in respect of a Hedge Transaction entered into during the period commencing on April 30, 2021 and concluding on the Commitment Termination Date, any entity that (a) on the date of entering into any Hedge Transaction (i) is a bank signatory to the Credit Agreement (other than Israel Discount Bank of New York or an Affiliate) and (ii) unless otherwise agreed to by the Deal Agent, has not experienced a withdrawal or downgrade of its short- or long-term unsecured debt rating since April 30, 2021, and (b) in a Hedging Agreement (i) consents to the assignment of the Borrower’s rights under the Hedging Agreement to the Collateral Agent pursuant to Section 2.2(a) (except in the case of an interest rate cap where such consent is not required) and (ii) agrees that in the event that it experiences a withdrawal or reduction of its long-term unsecured debt rating such that it no longer has a minimum rating of “BBB-,” it shall transfer its rights and obligations under each Hedging Agreement to another entity that meets the requirements of clauses (I)(a) and (I)(b) or clauses (II)(a) and (II)(b) hereof and has entered into a Hedging Agreement with the Borrower on or prior to the date of such transfer (except in the case of an interest rate ca...
Hedge Counterparty. Bear Stearns Financial Products Inc., xxx its successors and assigns or any party to any replacement, substitute, collateral or other arrangement in lieu thereof.
Hedge Counterparty. 16.4.1 Each Hedge Counterparty shall on request by any Secured Debt Agent or the Security Agent from time to time notify the Secured Debt Agent and the Security Agent of the Notional Amount (as defined in the relevant Hedging Agreement) of each Hedging Agreement to which it is a party and the residual maturity of each such Hedging Agreement.
16.4.2 If any Hedge Counterparty does not promptly on request notify the Secured Debt Agent and the Security Agent of any matter pursuant to Clause 16.4.1 above, the Secured Debt Agent and the Security Agent may assume that the Notional Amount (as defined in the relevant Hedging Agreement) of each relevant Hedging Agreement is that set out in that Hedging Agreement and may calculate the residual maturity of each relevant Hedging Agreement by reference to that Hedging Agreement.
Hedge Counterparty. (a) Each Hedge Counterparty shall on request by any Secured Debt Agent or the Security Agent from time to time notify the Secured Debt Agents and the Security Agent of the Notional Amount (as defined in the relevant Hedging Agreement) of each Hedging Agreement to which it is a party and the residual maturity of each such Hedging Agreement.
(b) If any Hedge Counterparty does not promptly on request notify the Secured Debt Agents and the Security Agent of any matter pursuant to paragraph (a) above, the Secured Debt Agents and the Security Agent may assume that the Notional Amount (as defined in the relevant Hedging Agreement) of each relevant Hedging Agreement is that set out in that Hedging Agreement and may calculate the residual maturity of each relevant Hedging Agreement by reference to that Hedging Agreement.
Hedge Counterparty. (a) Subject to paragraph (b) below, each Hedge Counterparty shall on request from either Creditor Representative or the Security Agent from time to time notify each Creditor Representative and the Security Agent of the Notional Amount (as defined in the relevant Hedging Agreement) of each Hedging Agreement to which it is a party and the residual maturity of each such Hedging Agreement.
(b) Nothing in paragraph (a) above shall require a Hedge Counterparty to disclose to another Hedge Counterparty the Notional Amount (as defined in the relevant Hedging Agreement) of each Hedging Agreement to which it is a party and the residual maturity of each such Hedging Agreement.
(c) If any Hedge Counterparty does not promptly on request notify each of the Creditor Representatives and the Security Agent of any matter pursuant to paragraph (a) above, the Creditor Representatives and the Security Agent may assume that the Notional Amount (as defined in the relevant Hedging Agreement) of each relevant Hedging Agreement is that set out in that Hedging Agreement and may calculate the residual maturity of each relevant Hedging Agreement by reference to that Hedging Agreement.
Hedge Counterparty. Any counterparty to the Borrower under an Interest Rate Protection Agreement or a Swap Contract that is the Administrative Agent or any of the Lenders (or any Affiliate of the Administrative Agent or a Lender).
Hedge Counterparty. Any entity which (i) on the date of entering into any Hedge Transaction is (a) either a Lender or an Affiliate of a Lender and, in any case, whose debt ratings meet each of the Long-Term Rating Requirement and the Short-Term Rating Requirement or (b) an entity (x) that has been approved in writing by the Agent (subject to the right of the Lenders to submit a Formal Objection within three (3) Business Days after the information regarding such proposed hedge counterparty has been posted to the Data Site by the Borrower Representative), and (y) whose debt ratings meet each of the Long-Term Rating Requirement and the Short-Term Rating Requirement, and (ii) in a Hedging Agreement consents to the collateral assignment of the related Borrower’s rights under the Hedging Agreement to the Agent pursuant to Section 6.19.
Hedge Counterparty. Bear Xxxxxxx Financial Products Inc., a Delaware corporation, its successors and assigns.
Hedge Counterparty. Notwithstanding any term or provision of this Indenture, if an Hedge Counterparty is in default under the related Hedge Agreement, then such Hedge Counterparty shall not have any right to give or withhold any consent, direction, notice, request, permission or approval under this Indenture or to receive any notice, report or other document under this Indenture or to exercise any other right, power or remedy under this Indenture; provided, however, that, notwithstanding this Section 1315, no amendment of this Indenture shall change the rights of the Hedge Counterparty pursuant to Section 1001, 1002 or Section 1006 hereof without the prior written consent of such Hedge Counterparty .
Hedge Counterparty. Hedge Counterparty executes this Joinder and Amendment in its capacity as hedge counterparty and for the limited purpose of recognizing Joinder Party as a party under the Master Agreement, as amended, as more specifically provided in this Joinder and Amendment. JPMORGAN CHASE BANK, N.A., not in its individual capacity but solely as Hedge Counterparty By: /s/ Xxxxx X. Alto Name: Xxxxx X. Alto Title: Vice President
