Risk Retention Requirements Sample Clauses

Risk Retention Requirements. (a) On any date that any Obligations are outstanding and any Lender is subject to the EU Securitization Rules, the Equityholder represents and undertakes to the Lenders that: (A) as an originator for the purposes of the EU Securitization Rules, it holds and will retain on an on-going basis, a material net economic interest in the transaction contemplated by this Agreement, which shall not be less than 5% of the aggregate nominal value of all the Contracts (the “Retained Economic Interest”) measured at the time of origination (being the occasion of each origination or acquisition of a Contract by the Borrower); (B) the Retained Economic Interest takes the form of a first loss tranche in accordance with paragraph 1(d) of Article 6(3) of the EU Securitization Regulation, as represented by the Equityholder’s limited liability company interest in the Borrower (the “Equity Interests”); (C) it holds and will retain 100% of the Equity Interests and the Borrower shall have no other issued Equity Interests; (D) the aggregate capital contributions made by the Equityholder with respect to the Equity Interests shall represent at least 5.0% of the aggregate of the nominal value of all the Contracts measured at the time of origination as described in (A) above; (E) the Equityholder shall not, and it will procure that its Affiliates (including without limitation, the Borrower) do not, short, hedge, otherwise mitigate its credit risk or sell, transfer or otherwise surrender all or part of the rights, benefits or obligations arising from or associated with the Retained Economic Interest or the Contracts (except as permitted by the EU Securitization Rules and, with respect to the sale of any Contracts, as permitted by the Transaction Documents); and (F) immediately following the settlement of each acquisition or origination of a Contract by the Borrower, not less than 51% of all of the Collateral Obligations will be Retention Holder Originated Contracts, with such proportion of Retention Holder Originated Contracts being measured on the basis of the aggregate outstanding principal balance of the Collateral Obligations at such time. (b) Each Compliance Certificate shall contain or be accompanied by a certification from the Equityholder containing a representation that all of the conditions set forth in Section 10.23(a) above are true in all material respects and have been true in all material respects up to and on each date of the related Collection Period. The Equityholder s...
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Risk Retention Requirements. (a) On any date that any Obligations are outstanding: (i) the Equityholder will retain, for the purposes of Article 122a of European Union Directive 2006/48/EC (the “CRD”), 100% of the membership interests of the Borrower and the Borrower shall have no other issued equity interests; (ii) the membership interests of the Borrower shall represent at least 5.0% of (a) the aggregate outstanding Advances (as represented by the Notes) on such date plus (b) the aggregate capital contributions made by the Equityholder with respect to the membership interests of the Borrower through such date; and (iii) the Equityholder shall not have entered into or be otherwise exposed to any credit risk mitigation, short positions or any other xxxxxx with respect to the membership interests of the Borrower or the Contracts. As set forth in Section 10.12, the acquisition of all assets by the Borrower will be subject to the terms of the Sale Agreement. (b) Each Compliance Certificate shall contain a representation from the Equityholder that all of the conditions set forth in Section 10.23(a) are true and have been true on each date of the related Collection Period. The Equityholder shall provide to the Administrative Agent and/or any Lender that is subject to the CRD all information that any such entity requests in connection with its obligations under the CRD.
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Risk Retention Requirements. Upstart Network represents and undertakes, to the Facility Agent and each Lender that is required to comply with the Retention Requirements, that, until the Final Collection Date, it shall: (a) on an ongoing basis hold and maintain the Retained Interest in the form of a first loss tranche by directly holding the equity certificate representing the 100% beneficial ownership interest in the Borrower; (b) not sell or subject the Retained Interest to any hedge, credit risk mitigation, pledge or any short positions in a manner that would be contrary to the Retention Requirements; (c) confirm to the Servicer that it continues to comply with subsection (a) and (b) above: (i) for the purpose of the confirmation in each Monthly Report (as detailed below); (ii) in the event of a material change in the anticipated value of the Pool Balance or the risk characteristics of the Loans or any breach of the Facility Documents, as reasonably requested by the Facility Agent; and (iii) upon the occurrence of any Event of Default; (d) provide notice promptly to each such Lender in the event it has breached subsections (a) or (b) above; (e) notify such Lender of any change to the form of retention of the Retained Interest; and (f) upon the written request of the Lender, at the cost of such Lender and subject to any applicable duty of confidentiality or other legal or regulatory constraint, provide all information which such Lender would reasonably request in order for such Lender to comply with its obligations under the Retention Requirements. The Servicer shall include in each Monthly Report verification that Upstart Network has confirmed that, as of the date of such Monthly Report, it (A) continues to hold the Retained Interest as set out in subsection (a) above on the date of such Monthly Report, and (B) has not sold or subjected the Retained Interest to hedge, any credit risk mitigation, pledge or any short positions in a manner that would be contrary to the Retention Requirements.
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Risk Retention Requirements. With effect from January 1, 2015, the Collection Agent, in its capacity as an “originator” for purposes of the Securitisation Retention Requirements (in such capacity, the “Originator”), represents and undertakes that, so long as any Commercial Paper issued by a Conduit Investor remains outstanding or available to be issued:
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Risk Retention Requirements. Each of the parties hereto acknowledge and agree that neither the Agent nor any other Secured Party, makes any representation as to whether or not the transaction contemplated by this Agreement is in compliance with the Risk Retention Requirements and that neither the Agent nor any Secured Party shall have any liability in respect thereto.
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Risk Retention Requirements. 113 Section 10.24....... Taxes..................................................................................................114 Section 10.25....... ERISA................................................................................................114
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Related to Risk Retention Requirements

  • RECORD RETENTION REQUIREMENTS To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

  • GRADUATION REQUIREMENTS I understand that in order to graduate from the program and to receive a certificate of completion, diploma or degree I must successfully complete the required number of scheduled clock hours as specified in the catalog and on the Enrollment Agreement, pass all written and practical examinations with a minimum score of 80%, and complete all required clinical hours and satisfy all financial obligations to the College.

  • Information Requirements The Company covenants that, if at any time before the end of the Effectiveness Period the Company is not subject to the reporting requirements of the Exchange Act, it will cooperate with any Holder and take such further reasonable action as any Holder may reasonably request in writing (including, without limitation, making such reasonable representations as any such Holder may reasonably request), all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 and Rule 144A under the Securities Act and customarily taken in connection with sales pursuant to such exemptions. Upon the written request of any Holder, the Company shall deliver to such Holder a written statement as to whether it has complied with such filing requirements, unless such a statement has been included in the Company’s most recent report filed pursuant to Section 13 or Section 15(d) of Exchange Act. Notwithstanding the foregoing, nothing in this Section 7 shall be deemed to require the Company to register any of its securities (other than the Common Stock) under any section of the Exchange Act.

  • General Education Requirements Students who intend to transfer to SUNY Buffalo State College with an A.A. or A.S. degree, will be considered as having fulfilled general education/Intellectual Foundations as long as they complete the 30 credits and 7 of 10 areas of SUNY-GER requirements prior to the start of their studies at SUNY Buffalo State College. Students should have successfully completed the SUNY-GER Basic Communication requirement with a grade of “C” or better, the mathematics requirement, and 5 of the remaining 8 categories. The student is responsible for fulfilling the SUNY Buffalo State College Diversity requirement.

  • Notification Requirements 1. If the Family Leave is foreseeable, the employee must provide the agency/department with thirty (30) calendar days notice of his or her intent to take Family Leave. 2. If the event necessitating the Family Leave becomes known to the employee less than thirty (30) calendar days prior to the employee's need for Family Leave, the employee must provide as much notice as possible. In no case shall the employee provide notice later than five (5) calendar days after he or she learns of the need for Family Leave. 3. For foreseeable leave due to a qualifying exigency, an employee must provide notice of the need for leave as soon as practicable, regardless of how far in advance such leave is foreseeable. 4. When the Family Leave is for the purpose of the scheduled medical treatment or planned medical care of a child, parent, spouse or registered domestic partner, the employee shall, to the extent practicable, schedule treatment and/or care in a way that minimizes disruption to agency/department operations.

  • Certification Requirements The hospice program certifies and attaches hereto documentation that: (a) it is Medicare approved and meets all Medicare conditions of participation (42 CFR 418); and (b) is licensed pursuant to any applicable state or local law.

  • Information Requirement The successful bidder's shall be required to advise the Office of Management and Budget, Government Support Services of the gross amount of purchases made as a result of the contract.

  • Satisfaction Requirement If any agreement, certificate or other writing, or any action taken or to be taken, is by the terms of this Agreement required to be satisfactory to any Purchaser, to any holder of Notes or to the Required Holder(s), the determination of such satisfaction shall be made by such Purchaser, such holder or the Required Holder(s), as the case may be, in the sole and exclusive judgment (exercised in good faith) of the Person or Persons making such determination.

  • Notification Requirement Through and up to the conclusion of the Non-Competition Period, Executive shall give notice to the Company of each new business activity he plans to undertake, at least seven (7) days prior to beginning any such activity. Such notice shall state the name and address of the Person for whom such activity is undertaken and the nature of Executive’s business relationship(s) and position(s) with such Person.

  • Construction Requirements (a) All Life and Safety and applicable Building Codes will be strictly enforced (i.e., tempered glass, fire dampers, exit signs, smoke detectors, alarms, etc.). Prior coordination with the Building Manager is required. (b) Electric panel schedules must be brought up to date identifying all new circuits added. (c) All electrical outlets and lighting circuits are to be properly identified. Outlets will be labeled on back side of each cover plate. (d) All electrical and phone closets being used must have panels replaced and doors shut at the end of each day’s work. Any electrical closet that is opened with the panel exposed must have a work person present. (e) All electricians, telephone personnel, etc. will, upon completion of their respective projects, pick up and discard their trash leaving the telephone and electrical rooms clean. If this is not complied with, a clean-up will be conducted by the building janitors and the general contractor will be back-charged for this service. (f) Welding or burning with an open flame will not be done without prior approval of the Building Manager. Fire extinguishers must be on hand at all times. (g) All “anchoring” of walls or supports to the concrete are not to be done during normal working hours (7:30 AM—6:00 PM, Monday through Friday). This work must be scheduled before or after these hours during the week or on the weekend. (h) All core drilling is not to be done during normal working hours (7:30 AM—6:00 PM, Monday through Friday). This work must be scheduled before or after these hours during the week or on the weekend. (i) All HVAC work must be inspected by the Building Engineer. The following procedures will be followed by the general contractor: i) A preliminary inspection of the HVAC work in progress will be scheduled through the Building Office prior to the reinstallation of the ceiling grid. ii) A second inspection of the HVAC operation will also be scheduled through the Building Office and will take place with the attendance of the HVAC contractor’s Air Balance Engineer. This inspection will take place when the suite in question is ready to be air-balanced. [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. iii) The Building Engineer will inspect the construction on a periodic basis as well. (j) All existing thermostats, ceiling tiles, lighting fixtures and air conditioning grilles shall be saved and turned over to the Building Engineer.

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