Replacement Credit Support Sample Clauses

Replacement Credit Support. 17.3.1 If, at any time after 1 March 2024, the Guarantor is not an Acceptable Guarantor, the User shall within ten (10) Business Days: (a) if another Affiliate of the User is an Acceptable Guarantor, cause a replacement guarantee (the “Replacement Guarantee”) in substantially the form set out in Schedule 6 (Form of Parent Company Guarantee) and reasonably acceptable to the Operator, to be issued by such Acceptable Guarantor in favour of the Operator and, upon the Replacement Guarantee becoming effective, the original Parent Company Guarantee (or existing Replacement Guarantee) shall terminate; or (b) if no Affiliate of the User is an Acceptable Guarantor, issue or cause to be issued in favour of the Operator a Letter of Credit (the “Additional LC”) in substantially the form set out in Schedule 5 (Form of Letter of Credit) and in an amount of six million Euros (€6,000,000) from an Acceptable Financial Institution, and the existing Parent Company Guarantee (or existing Replacement Guarantee) shall remain in full force and effect. 17.3.2 If, at any time after 1 March 2024, the issuer of any Base LC or Additional LC is not an Acceptable Financial Institution, the User shall within ten (10) Business Days, issue or cause to be issued in favour of the Operator a Letter of Credit (the “Replacement LC”) in substantially the form set out in Schedule 5 (Form of Letter of Credit) and in the full amount required pursuant to Clause 17.2.1 from an Acceptable Financial Institution, and upon the Replacement LC becoming effective, the Operator shall return the original Base LC to the User for cancellation. 17.3.3 If, at any time after 1 March 2024, the issuer of any Replacement LC is not an Acceptable Financial Institution, the User shall within ten (10) Business Days, issue or cause to be issued in favour of the Operator a further Replacement LC in substantially the form set out in Schedule 5 (Form of Letter of Credit) and in the full amount required pursuant to Clause 17.2.1 from an Acceptable Financial Institution, and upon such Replacement LC becoming effective, the Operator shall return the original Replacement LC to the User for cancellation. 17.3.4 Any Parent Company Guarantee, Replacement Guarantee, Base LC, Additional LC and Replacement LC shall remain in full force and effect from the time of issue until the expiry of the Term of this Agreement, save as otherwise provided under this Clause 17.3 or under the terms of the Parent Company Guarantee.
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Replacement Credit Support. If the Seller Guarantor ceases to be an Acceptable Guarantor, then Seller shall be required to either (i) provide a replacement Seller Guaranty from a different Acceptable Guarantor, or (ii) replace the Seller Guaranty provided by the unqualified Seller Guarantor with a Seller Letter of Credit meeting the criteria set forth in this Article 16, in each case, no later than ten (10) Business Days after such the Guarantor ceases to be an Acceptable Guarantor. 45
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Replacement Credit Support. With respect to the Credit Support Arrangement identified on Schedule 4.1(h), on or prior to the Closing Date the Buyer shall have executed and delivered to the relevant beneficiary a replacement Credit Support Arrangement in substantially the same form as the credit support to be replaced, provided that the beneficiary is willing to accept such credit support from the Buyer, or in such other form as acceptable to the beneficiary and the Buyer.
Sample 1
Replacement Credit Support. If, at any time, the issuer of the Seller Credit Support, Transmission Credit Support as required in Article 5 or, if required, any T&D Credit Support, fails to possess the minimum applicable requirements as Acceptable Credit Support (“Replacement Downgrade Event”), the Party causing such Credit Support to be issued shall deliver Replacement Credit Support in a form that meets the definition of Acceptable Credit Support and in the amount required pursuant to Sections 6.1.1, 6.2.1, 6.2.2, 6.2.3 or 6.3 (“Replacement Credit Support”) within five (5) Business Days of notice of such Replacement Downgrade Event. The other Party shall return the original Credit Support to the Party causing the Replacement Credit Support to be issued within five (5) Business Days after receipt of the Replacement Credit Support.
Sample 1
Replacement Credit Support. (a) No later than thirty (30) days after the Closing Date, Buyer shall, and shall cause its Affiliates to, use commercially reasonable efforts to replace all Parent Support Obligations, with all required letters of credit, guarantees, bonds, surety contracts and other credit support arrangements (and any related reimbursement obligation) to support the payment and performance obligations related to the Projects under the applicable Contracts or Permits, in each case in accordance with the terms of such Contracts or Permits and in forms substantially similar to the Parent Support Obligations (or otherwise acceptable to the counterparties thereto), such that Seller or the Affiliate of Seller providing (or causing to be provided) such Parent Support Obligations shall be fully released with respect thereto. (b) If any Parent Support Obligation remains outstanding and shall not have been returned to Seller or terminated, cancelled, or released by the beneficiary thereof by the Closing Date, (i) Buyer shall not, and shall not permit the Acquired Companies to, amend, modify or waive the underlying contractual terms of the Contract for which such Parent Support Obligation relates in a manner that increases the amount or extends the term of such Parent Support Obligation; and (ii) to the extent Seller or any of its Affiliates (other than the Acquired Companies) have performance obligations under any such Parent Support Obligation, Seller or the relevant Affiliate (other than the Acquired Company) shall be permitted to terminate such Parent Support Obligation; provided, that such termination does not result in termination of or a material change to the Contract to which such Parent Support Obligation applies, except in connection with the end of any primary or renewal term of any such Contract or Parent Support Obligation. (c) Without limiting Seller’s rights and remedies in respect of a breach of Section 5.6(a), if any Parent Support Obligation remains outstanding and shall not have been returned to Seller or terminated, cancelled, or released by the beneficiary thereof after the thirtieth (30th) day following the Closing Date, Buyer shall pay to Seller, in addition to the indemnification and reimbursement obligations of Buyer under Section 5.6(e), a monthly credit support fee at the rate specified in the footnote on Section 3.10(d) of the Seller Disclosure Schedule, until the date on which each respective Parent Support Obligation is returned to Seller or its Affi...
Sample 1
Replacement Credit Support. Buyer shall tender replacement credit support instruments (the Replacement Credit Support) at the Closing that fully satisfy the obligations of Sellers, or of any Affiliate of Sellers in support thereof, to provide the Seller Credit Support. Buyer shall take all action necessary during the Pre-Closing Period to ensure that such Replacement Credit Support will be available at Closing, including delivering drafts of letters of credits and guarantees and providing credit and other necessary information to Sellers and the intended beneficiary of such Replacement Credit Support, as soon as reasonably possible after the Agreement Date.
Sample 1
Replacement Credit Support. On the Closing Date, CECG shall provide to SET: (i) a Letter of Credit satisfying the conditions of Section 2.02 that will be available to reimburse SET for any draws under any Third Party Credit Support and as credit support for the payment obligations specified in Section 3.02; and (ii) any additional credit support required pursuant to the A&R ISDAs.
Sample 1
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Replacement Credit Support. Buyer shall use its reasonable best efforts to cause Seller and its Affiliates (other than the Acquired Companies) to be removed or released, effective as of the Closing, in respect of all obligations of Seller and such Affiliates under each of the guarantees, indemnities, surety bonds, letters of credit and letters of comfort obtained by Seller and such Affiliates for the benefit of the Acquired Companies that are set forth on Section 6.16 of the Disclosure Schedule and to achieve such removal or release, shall agree to substitute itself (or a controlled Affiliate) in the place of such Seller or its Affiliate. Sellers and their Affiliates shall take all actions reasonably requested by Buyer in connection with any such removal or release. Buyer agrees to indemnify and hold harmless Seller and its Affiliates from and against any Losses actually incurred by Seller and its Affiliates from after the Closing under or pursuant to any such guarantee, indemnity, surety bond, letter of credit or letter of comfort.
Sample 1

Related to Replacement Credit Support

  • 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 Obligations (i) Delivery Amount, Return Amount and Credit Support Amount.

  • Certain Credit Support Events If (i) the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing, (ii) as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shall be required to provide Cash Collateral pursuant to Section 2.05 or 8.02(c), or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately (in the case of clause (iii) above) or within one (1) Business Day (in all other cases) following any request by the Administrative Agent or the L/C Issuer, provide Cash Collateral in an amount not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to clause (iv) above, after giving effect to Section 2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender).

  • Replacement Provider In the event the Agreement (or any portion thereof) is terminated in accordance with this Article II, the Sellers shall be responsible for engaging one or more qualified replacement providers of the Services of the Serviced Appointments that are subject to such termination (each, a “Replacement Provider”), which may be any Seller, any other member of the Seller Group or any third party acceptable to the Sellers. Upon request by the Sellers, the Purchasers shall provide the Sellers with reasonable assistance in marketing the Services subject to such termination to potential third party Replacement Providers, including by providing any information reasonably requested by the Sellers; provided, that any potential third party Replacement Provider shall have executed a customary confidentiality agreement before any confidential information of the Purchasers is disclosed by the Sellers to such potential third party Replacement Provider.

  • Credit Support Provider Credit Support Provider means in relation to Party A: (1) Party A in its capacity as a party to the Credit Support Document and (2) the guarantor under any Eligible Guarantee, and in relation to Party B, Party B in its capacity as a party to the Credit Support Document.

  • Child Support Obligation Under Section 231.006(d) of the Texas Family Code regarding child support, Contractor certifies that the individual or business entity named in this Contract and any related Solicitation Response is not ineligible to receive the specified payment and acknowledges that the Contract may be terminated and payment may be withheld if this certification is inaccurate. If the certification is shown to be false, Contractor may be liable for additional costs and damages set out in 231.006(f).

  • Credit Enhancement 55 SECTION 12.

  • Credit Support Default (1) Failure by the party or any Credit Support Provider of such party to comply with or perform any agreement or obligation to be complied with or performed by it in accordance with any Credit Support Document if such failure is continuing after any applicable grace period has elapsed; (2) the expiration or termination of such Credit Support Document or the failing or ceasing of such Credit Support Document to be in full force and effect for the purpose of this Agreement (in either case other than in accordance with its terms) prior to the satisfaction of all obligations of such party under each Transaction to which such Credit Support Document relates without the written consent of the other party; or (3) the party or such Credit Support Provider disaffirms, disclaims, repudiates or rejects, in whole or in part, or challenges the validity of, such Credit Support Document;

  • Delinquent Child Support Obligations A child support obligor who is more than 30 days delinquent in paying child support and a business entity in which the obligor is a sole proprietor, partner, shareholder, or owner with an ownership interest of at least 25 percent is not eligible to receive payments from state funds under an agreement to provide property, materials, or services until all arrearages have been paid or the obligor is in compliance with a written repayment agreement or court order as to any existing delinquency. The Texas Family Code requires the following statement: “Under Section 231.006, Texas Family Code, the vendor or applicant certifies that the individual or business entity named in this contract, bid, or application is not ineligible to receive the specified grant, loan, or payment and acknowledges that this contract may be terminated and payment may be withheld if this certification is inaccurate.”

  • Replacement of a Lender In the event any Lender (i) gives notice under Section 4.4 [LIBOR Rate Unascertainable, Etc.], (ii) requests compensation under Section 5.8 [Increased Costs], or requires the Borrower to pay any Indemnified Taxes or additional amount to any Lender or any Official Body for the account of any Lender pursuant to Section 5.9 [Taxes], (iii) is a Defaulting Lender, (iv) becomes subject to the control of an Official Body (other than normal and customary supervision), or (v) is a Non-Consenting Lender referred to in Section 11.1 [Modifications, Amendments or Waivers], then in any such event the Borrower may, at its sole expense, upon notice to such Lender and the Administrative Agent, require such Lender to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in, and consents required by, Section 11.8 [Successors and Assigns]), all of its interests, rights (other than existing rights to payments pursuant to Sections 5.8 [Increased Costs] or 5.9 [Taxes]) and obligations under this Agreement and the related Loan Documents to an assignee that shall assume such obligations (which assignee may be another Lender, if a Lender accepts such assignment), provided that: (i) the Borrower shall have paid to the Administrative Agent the assignment fee specified in Section 11.8 [Successors and Assigns]; (ii) such Lender shall have received payment of an amount equal to the outstanding principal of its Loans and Participation Advances, accrued interest thereon, accrued fees and all other amounts payable to it hereunder and under the other Loan Documents (including any amounts under Section 5.10 [Indemnity]) from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrower (in the case of all other amounts); (iii) in the case of any such assignment resulting from a claim for compensation under Section 5.8.1 [Increased Costs Generally] or payments required to be made pursuant to Section 5.9 [Taxes], such assignment will result in a reduction in such compensation or payments thereafter; and (iv) such assignment does not conflict with applicable Law. A Lender shall not be required to make any such assignment or delegation if, prior thereto, as a result of a waiver by such Lender or otherwise, the circumstances entitling the Borrower to require such assignment and delegation cease to apply.

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