Common use of Rating Event Implications Clause in Contracts

Rating Event Implications. Each of the following provisions in this Part 5(e)(vi) is without prejudice to the consequences of Party A (x) breaching any provision of this Agreement other than the subparagraph of Part 5(e) or the paragraph of the Credit Support Annex to which each such provision refers or (y) failing to post collateral under, or take any action required under, the Credit Support Annex in each case in accordance with the requirements of any rating agency other than the rating agency to which each such provision refers. (A) Rating Trigger (Collateral). It shall constitute an Additional Termination Event, in respect of which Party A shall be the sole Affected Party, if Party A fails to comply with or perform any of its obligations in accordance with the Credit Support Annex and the Collateral Trigger Requirements apply and at least 30 Local Business Days have elapsed since the last time the Collateral Trigger Requirements did not apply, and such failure shall not be or give rise to an Event of Default. (B) Rating Trigger (Transfer). It shall constitute an Additional Termination Event in respect of which Party A shall be the sole Affected Party if (A) the Transfer Trigger Requirements apply and 30 or more Local Business Days have elapsed since the last time the Transfer Trigger Requirements did not apply and (B) at least one Moody's Eligible Replacement has made a Firm Offer that would, assuming the occurrence of an Early Termination Date, qualify as a Market Quotation (on the basis that paragraphs (i) and (iii) of Part 5(n) (Calculations) below apply) and which remains capable of becoming legally binding upon acceptance and (C) if relevant, Party A has not obtained a rating agency confirmation from Moody’s on each occasion as may be relevant in respect thereof or the terms of any such rating agency confirmation from Moody's are subsequently breached.

Rating Event Implications. Each of the following provisions in this Part 5(e)(vi5 sub-paragraph (f)(iv) is without prejudice to the consequences of Party A (xa) breaching any provision of this Agreement other than the subparagraph of Part 5(e) 5(f), or the paragraph of the Credit Support Annex Annex, to which each such provision refers or (yb) failing to post collateral under, or take any action required under, the Credit Support Annex Annex, in each case case, in accordance with the requirements of any rating agency other than the rating agency to which each such provision refers. (A) Rating Trigger (Collateral). It shall constitute Notwithstanding any other provision of this Agreement, an Additional Termination Event, in Event of Default will occur with respect of which to Party A shall be if, on any Valuation Date, the sole Affected Party, if Party A fails to comply with or perform any of its obligations in accordance with the Credit Support Annex and the Collateral Second Rating Trigger Requirements apply and at least 30 Local Business Days have elapsed since the last time the Collateral Second Rating Trigger Requirements did not apply, and Party A fails to post sufficient collateral to satisfy its obligations under the Credit Support Annex and such failure is not remedied on or before the third Local Business Day after notice of such failure is given to Party X. (A) If an Initial Fitch Rating Event occurs and Party A does not take any of the measures described in Part 5(f)(ii) above (and regardless of whether reasonable efforts have been used to implement any of those measures), such failure shall not be or give rise to an Event of Default. (B) Rating Trigger (Transfer). It Default but shall constitute an Additional Termination Event in respect which shall be deemed to have occurred on the next Local Business Day after the thirtieth calendar day following the occurrence of which the Initial Fitch Rating Event with Party A shall be as the sole Affected Party if (A) the Transfer Trigger Requirements apply and 30 or more Local Business Days have elapsed since the last time the Transfer Trigger Requirements did not apply and all Transactions as Affected Transactions. (B) at least one Moody's Eligible Replacement has made a Firm Offer that wouldIf, assuming following the occurrence of an Early Termination Date, qualify as a Market Quotation (on the basis that paragraphs (i) and (iii) of Part 5(n) (Calculations) below apply) and which remains capable of becoming legally binding upon acceptance and (C) if relevantSubsequent Fitch Rating Event, Party A has provided collateral under the Credit Support Annex pursuant to subparagraph (ii)(A) of this Part 5(f) above and fails to continue to post collateral pending compliance with subparagraph (iii)(A) of this Part 5(f) above, or fails promptly to appoint an independent verification agent, such failure will not obtained a rating agency confirmation from Moody’s be or give rise to an Event of Default but will constitute an Additional Termination Event with respect to Party A and will be deemed to have occurred on each occasion as may be relevant in respect thereof or the terms later of the next Local Business Day after the tenth calendar day following the occurrence of such Subsequent Fitch Rating Event and the next Business Day after the fourteenth calendar day following the occurrence of any such rating agency confirmation from Moody's are subsequently breachedprior Initial Fitch Rating Event with Party A as the sole Affected Party and all Transactions as Affected Transactions. Further, it will constitute an Additional Termination Event if, even if Party A continues to post collateral as required by subparagraph (iii)(B) of this Part 5(f) above, and notwithstanding Section 5(a)(ii), Party A does not take the measures described in subparagraph (iii)(A) of this Part 5(f) above (and regardless of whether best endeavours have been used to implement any of those measures). Such Additional Termination Event will be deemed to have occurred on the next Business Day after the thirtieth calendar day following the occurrence of the Subsequent Fitch Rating Event with Party A as the sole Affected Party and all Transactions as Affected Transactions.

Rating Event Implications. Each of the following provisions in this Part 5(e)(vi5 sub-paragraph (f)(iv) is without prejudice to the consequences of Party A (xa) breaching any provision of this Agreement other than the subparagraph of Part 5(e) 5(f), or the paragraph of the Credit Support Annex Annex, to which each such provision refers or (yb) failing to post collateral under, or take any action required under, the Credit Support Annex Annex, in each case case, in accordance with the requirements of any rating agency other than the rating agency to which each such provision refers. (A) Rating Trigger (Collateral). It shall constitute Notwithstanding any other provision of this Agreement, an Additional Termination Event, in Event of Default will occur with respect of which to Party A shall be if, on any Valuation Date, the sole Affected Party, if Party A fails to comply with or perform any of its obligations in accordance with the Credit Support Annex and the Collateral Second Rating Trigger Requirements apply and at least 30 Local Business Days have elapsed since the last time the Collateral Second Rating Trigger Requirements did not apply, and Party A fails to post sufficient collateral to satisfy its obligations under the Credit Support Annex and such failure is not remedied on or before the third Local Business Day after notice of such failure is given to Party X. (A) If an Initial Fitch Rating Event occurs and Party A does not take any of the measures described in Part 5(f)(ii) above (and regardless of whether reasonable efforts have been used to implement any of those measures), such failure shall not be or give rise to an Event of Default. (B) Rating Trigger (Transfer). It Default but shall constitute an Additional Termination Event in respect of which shall be deemed to have occurred on the next Local Business Day after (i) where Party A shall be fails to post collateral as required by sub-paragraph (ii)(A) of this Part 5 (f), the fourteenth calendar day following the Initial Fitch Rating Event; or (ii) in any other case, the thirtieth calendar day following the occurrence of the Initial Fitch Rating Event with Party A as the sole Affected Party if (A) the Transfer Trigger Requirements apply and 30 or more Local Business Days have elapsed since the last time the Transfer Trigger Requirements did not apply and all Transactions as Affected Transactions. (B) at least one Moody's Eligible Replacement has made a Firm Offer that wouldIf, assuming following the occurrence of an Early Termination Date, qualify as a Market Quotation (on the basis that paragraphs (i) and (iii) of Part 5(n) (Calculations) below apply) and which remains capable of becoming legally binding upon acceptance and (C) if relevantSubsequent Fitch Rating Event, Party A has provided collateral under the Credit Support Annex pursuant to subparagraph (ii)(A) of this Part 5(f) above and fails to continue to post collateral pending compliance with subparagraph (iii)(A) of this Part 5(f) above, or fails promptly to appoint an independent verification agent, such failure will not obtained a rating agency confirmation from Moody’s be or give rise to an Event of Default but will constitute an Additional Termination Event with respect to Party A and will be deemed to have occurred on each occasion as may be relevant in respect thereof or the terms later of the next Local Business Day after the tenth calendar day following the occurrence of such Subsequent Fitch Rating Event and the next Business Day after the fourteenth calendar day following the occurrence of any such rating agency confirmation from Moody's are subsequently breachedprior Initial Fitch Rating Event with Party A as the sole Affected Party and all Transactions as Affected Transactions. Further, it will constitute an Additional Termination Event if, even if Party A continues to post collateral as required by subparagraph (iii)(B) of this Part 5(f) above, and notwithstanding Section 5(a)(ii), Party A does not take the measures described in subparagraph (iii)(A) of this Part 5(f) above (and regardless of whether best endeavours have been used to implement any of those measures). Such Additional Termination Event will be deemed to have occurred on the next Business Day after the thirtieth calendar day following the occurrence of the Subsequent Fitch Rating Event with Party A as the sole Affected Party and all Transactions as Affected Transactions.

Rating Event Implications. Each of the following provisions in this Part 5(e)(vi) is without prejudice to the consequences of Party A (x) breaching any provision of this Agreement other than the subparagraph of Part 5(e) or the paragraph of the Credit Support Annex to which each such provision refers or (y) failing to post collateral under, or take any action required under, the Credit Support Annex in each case in accordance with the requirements of any rating agency other than the rating agency to which each such provision refers. (A) Rating Trigger (Collateral). It shall constitute an Additional Termination Event, in respect of which Party A shall be the sole Affected Party, if Party A fails to comply with or perform any of its obligations in accordance with the Credit Support Annex and the Collateral Trigger Requirements apply and at least 30 Local Business Days have elapsed since the last time the Collateral Trigger Requirements did not apply, and such failure shall not be or give rise to an Event of Default. (B) Rating Trigger (Transfer). It shall constitute an Additional Termination Event in respect of which Party A shall be the sole Affected Party if (A) the Transfer Trigger Requirements apply and 30 or more Local Business Days have elapsed since the last time the Transfer Trigger Requirements did not apply and (B) at least one Moody's Eligible Replacement has made a Firm Offer that would, assuming the occurrence of an Early Termination Date, qualify as a Market Quotation (on the basis that paragraphs (i) and (iii) of Part 5(n) (Calculations) below apply) and which remains capable of becoming legally binding upon acceptance and (C) if relevant, Party A has not obtained a rating agency confirmation from Moody’s on each occasion as may be relevant in respect thereof or the terms of any such rating agency confirmation from Moody's are subsequently breached. (A) If an Initial Fitch Rating Event occurs and Party A does not take any of the measures described in Part 5(e)(iii) above (and regardless of whether reasonable efforts have been used to implement any of those measures), such failure shall not be or give rise to an Event of Default but shall constitute an Additional Termination Event with respect to Party A which shall be deemed to have occurred on the next Local Business Day after the thirtieth calendar day following the Initial Fitch Rating Event, with Party A as the sole Affected Party and all Transactions as Affected Transactions. (B) If, following a Subsequent Fitch Rating Event, Party A has provided collateral under the Credit Support Annex pursuant to Part 5(e)(iii)(A) above and fails to continue to post collateral pending compliance with Part 5(e)(iv)(A) above, such failure will not be or give rise to an Event of Default but will constitute an Additional Termination Event with respect to Party A and will be deemed to have occurred on the later of the next Local Business Day after the fourteenth calendar day following such Subsequent Fitch Rating Event and the next Business Day after the thirtieth calendar day following any prior Initial Fitch Rating Event with Party A as the sole Affected Party and all Transactions as Affected Transactions. Further, it will constitute an Additional Termination Event with respect of Party A, even if Party A continues to post collateral as required by Part 5(e)(iv)(B) above, and notwithstanding Section 5(a)(ii), Party A does not take the measures described in Part 5(e)(iv)(A) above (and regardless of whether reasonable endeavours have been used to implement any of those measures). Such Additional Termination Event will be deemed to have occurred on the next Business Day after the thirtieth calendar day following the Subsequent Fitch Rating Event with Party A as the sole Affected Party and all Transactions as Affected Transactions.