Seller Downgrade Event Sample Clauses

Seller Downgrade Event. If at any time there shall occur a Downgrade Event in respect of Seller or, if applicable, Guarantor, Seller’s Unsecured Credit Limit shall automatically be zero. Seller shall then provide Performance Assurance in an amount equal to Buyer’s Exposure. If Seller fails to provide such Performance Assurance within two (2) Business Days of receipt of written notice, then an Event of Default under Section 7.1 shall be deemed to have occurred and Buyer will be entitled to the remedies set forth in Section 7.2 of this Agreement. When a Downgrade Event no longer exists, then, upon request of Seller, Buyer shall return the excess Performance Assurance to Seller within two (2) Business Days of receipt of notice by Buyer. The Unsecured Credit Limit is provided in the table below: Credit Rating (Seller or Guarantor) Unsecured Credit Limit (the lesser of) S&P Xxxxx’x Fitch % Tangible Net Worth Guarantee Amount Fixed Amount AA- or higher Aa3 or higher AA- or higher 12% TNW Per § 1.23 $60 million A+, A A1, A2 A+, A 10% TNW Per § 1.23 $50 million X- X0 X- 0% XXX Per § 1.23 $40 million BBB+ Baa1 BBB+ 6% TNW Per § 1.23 $30 million BBB Baa2 BBB 4% TNW Per § 1.23 $20 million BBB- Baa3 BBB- 2% TNW Per § 1.23 $10 million Below BBB- or unrated Below Baa3 or unrated Below BBB- or unrated 0% TNW Per § 1.23 $0
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Seller Downgrade Event. If, at any time during the Delivery Term, there shall occur a Downgrade Event in respect of Seller’s Guarantor, then Seller shall deliver to Buyer replacement Delivery Term Security in the form of a Letter of Credit or cash in an amount equal to the applicable amount of Delivery Term Security as determined in Section 8.4(a)(iii). In the event Seller shall fail to provide Buyer with such Letter of Credit, cash or replacement Guaranty within five (5) Business Days of the Downgrade Event, Buyer may declare an Event of Default pursuant to Section 5.1(b)(vi) by providing Notice thereof to Seller.
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Related to Seller Downgrade Event

  • Downgrade Event If Downgrade Event is indicated as Applicable on the Cover Sheet, if at any time there occurs a Downgrade Event in respect of a Party, then the other Party may require Performance Assurance in an amount determined by that Party in a commercially reasonable manner. Failure to provide such Performance Assurance to the requesting Party within three Business Days of request is an Event of Default.

  • TERMINATION DUE TO CHANGE IN FUNDING ‌ 35 In the event funding from HCA, MCO, State, Federal, or other sources is withdrawn, reduced, or limited 36 in any way after the effective date of this Contract and prior to its normal completion, either party may 37 terminate this Contract subject to re-negotiations.

  • Contract Renegotiation, Suspension, or Termination Due to Change in Funding If the funds DSHS relied upon to establish this Contract or Program Agreement are withdrawn, reduced or limited, or if additional or modified conditions are placed on such funding, after the effective date of this contract but prior to the normal completion of this Contract or Program Agreement:

  • Voluntary Downgrade 9.1 If You decide to rent a Vehicle of a lesser class than the one booked You are not entitled to a refund.

  • Available Funds-Contingency-Termination a. The State is prohibited by law from making commitments beyond the term of the current State Fiscal Year. Payment to Local Agency beyond the current State Fiscal Year is contingent on the appropriation and continuing availability of Agreement Funds in any subsequent year (as provided in the Colorado Special Provisions). If federal funds or funds from any other non-State funds constitute all or some of the Agreement Funds, the State’s obligation to pay Local Agency shall be contingent upon such non-State funding continuing to be made available for payment. Payments to be made pursuant to this Agreement shall be made only from Agreement Funds, and the State’s liability for such payments shall be limited to the amount remaining of such Agreement Funds. If State, federal or other funds are not appropriated, or otherwise become unavailable to fund this Agreement, the State may, upon written notice, terminate this Agreement, in whole or in part, without incurring further liability. The State shall, however, remain obligated to pay for Services and Goods that are delivered and accepted prior to the effective date of notice of termination, and this termination shall otherwise be treated as if this Agreement were terminated in the public interest as described in §2.C.

  • Termination due to Event of Default (a) Termination due to Parties Event of Default

  • Downgrade You have no rights to use earlier versions of the software under this license and Microsoft is not obligated to supply earlier versions to you.

  • Downgrades Securities may not be purchased based on an S&P, Xxxxx’x, Fitch or another NRSRO’s rating where the applicable NRSRO has announced publicly that it is examining the relevant rating for a possible downgrade. The foregoing limitation shall not apply to securities rated A-1+ by S&P. In the event that a security held falls below the minimum guideline as detailed in this paragraph G as a result of being downgraded by an NRSRO, JPMorgan shall notify the Lender and await instructions as to whether the affected security should be sold. In the absence of a contrary instruction, JPMorgan shall take no action in respect of the affected security. In no event shall JPMorgan be liable for any consequences of a rating downgrade, including, but not limited to, retention of the affected security in the absence of a sale instruction from Lender. Lender acknowledges that any loss from a sale shall be for its account.

  • Termination with Immediate Effect 5.6 If the Secretary of State has cause to serve a notice on the Company under section 165 of the Education Xxx 0000 and a determination (from which all rights of appeal have been exhausted) has been made that the Academy shall be struck off the Register of Independent Schools, he may terminate this Agreement by notice in writing to the Company such termination to take effect on the date of the notice. Request to consider termination if the Academy is financially unsustainable

  • SUSPENSION & TERMINATION FOR DEFAULT Enterprise Services may suspend Contractor’s operations under this Master Contract immediately by written cure notice of any default. Suspension shall continue until the default is remedied to Enterprise Services’ reasonable satisfaction; Provided, however, that, if after thirty (30) days from such a suspension notice, Contractor remains in default, Enterprise Services may terminate Contractor’s rights under this Master Contract. All of Contractor’s obligations to Enterprise Services and Purchasers survive termination of Contractor’s rights under this Master Contract, until such obligations have been fulfilled.

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