Seller Security Sample Clauses

Seller Security. Within ten (10) Business Days after the satisfaction of the Tier 1 Buyers’ CP, Seller shall cause the Seller Credit Support to be provided to Buyers. The “Seller Credit Support” shall be maintained throughout the term of this Agreement and take the form of (i) a guaranty from an Affiliate of Seller with an Investment Grade Rating or (ii) a Surety Bond from a major U.S. commercial bank or surety company or the‌ U.S. branch of a foreign bank or surety company with total assets of at least t , and such bank or surety company having a long term senior debt obligations of which are rated “BBB+” or better by Standard & Poor’s (S&P) or “Baa1” or better by Moody’s (or an equivalent rating from an equivalent rating agency as may be approved by Buyers. The Seller Credit Support shall be in an aggregate amount of . Seller may change the form of Seller Credit Support from time to time so long as such credit support is reasonably acceptable to Buyers and there is no lapse in Seller Credit Support. The form of Seller Credit Support shall be substantially in the form of Exhibit E (Guaranty) or one of the two forms attached as Exhibit C (Surety Bond). If the Seller Credit Support is in the form of a surety bond, Seller will furnish the audited financial statements of the surety company for the end of every fiscal year of such surety company. If the total assets of the surety company falls below asset requirement or the general long-term senior unsecured debt obligation rating falls below BBB+ as rated by S&P Global Ratings, or Baa1 as rated by Xxxxx’x Investors Service, Inc. or a comparable rating by an entity succeeding to the functions and business of such rating agencies, then Buyer shall provide notice to Seller that it is in breach of its obligations under this Section 11.1, and Seller shall have ninety (90) days from notice to comply with this Section 11.1.
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Seller Security. Schedule 3.16 contains a true, complete and correct listing of the cash collateral, letters of credit, and guaranties (“Seller’s Security”) in effect as of the date of this Agreement securing the performance of the Ozark Gas Companies under Material Contracts and other obligations of any member of the NOARK Group or the Business.
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Seller Security. Schedule 4.16 contains a true and complete listing of the cash collateral, letters of credit, and guaranties in effect as of the date of this Agreement securing the performance of the Company under the Material Contracts and other obligations of the Company with respect to the activities currently conducted by the Company with respect to the Assets.
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Seller Security. Seller Disclosure Schedule 4.18 contains a true and complete listing of the cash collateral, letters of credit, and guaranties in effect as of the date of this Agreement securing the performance of UNEV Pipeline under the Material Contracts and other obligations of UNEV Pipeline with respect to the activities currently conducted by UNEV Pipeline with respect to the Pipeline.
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Seller Security. SELLER will implement reasonable and appropriate measures for the SELLER Network (as determined by SELLER) designed to help Customer secure Customer Content against accidental or unlawful loss, access or disclosure (the "Security Objectives") in accordance with the SELLER Security Standards. SELLER may modify the SELLER Security Standards from time to time, but will continue to provide at least the same level of security as is described in the SELLER Security Standards on the Effective Date.
Sample 1
Seller Security. The Parties agree that the Purchaser shall not be required, and the Purchaser is hereby released from its obligation, to provide a bank guarantee in accordance with § 8(2)f) in conjunction with § 5(b) of the SPA for Seller Security, irrespective of any Seller Security in relation to which the Purchaser has not provided a written confirmation that such Seller Security has been replaced by the Closing Date (if any).
Sample 1
Seller Security. In order to guarantee the fulfillment by the Seller of its Indemnification Obligations pursuant to Article 10 of this Agreement, the Residual Distribution is hereby created by the Seller as a security up to the maximum amount of Euro 1,500,00 (one million five hundred thousand) (“Seller Security”). On the Closing Date the Seller will execute with the Buyer a letter whereby the credit of the Seller vis-à-vis the Company deriving from the Residual Distribution is pledged in favour of the Buyer always up to the above maximum amount of Euro 1,500,00 (one million five hundred thousand).
Sample 1
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Seller Security. Schedule 3.14 contains a true and complete listing of the cash collateral, letters of credit, and guaranties (“Seller’s Security”) in effect as of the date of this Agreement securing the performance of the Elk City Entities under Material Contracts and other obligations of the Elk City Entities with respect to the Elk City Business.
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Related to Seller Security

  • User Security You agree to take every precaution to ensure the safety, security and integrity of your account and transactions when using Mobile Banking. You agree not to leave your Device unattended while logged into Mobile Banking and to log off immediately at the completion of each access by you. You agree not to provide your username, password or other access information to any unauthorized person. If you permit other persons to use your Device, login information, or other means to access Mobile Banking, you are responsible for any transactions they authorize and we will not be liable for any damages resulting to you. You agree not to use any personally identifiable information when creating shortcuts to your Account. We make no representation that any content or use of Mobile Banking is available for use in locations outside of the United States. Accessing Mobile Banking from locations outside of the United States is at your own risk.

  • Cyber Security Insurance for loss to the Owner due to data security and privacy breach, including costs of investigating a potential or actual breach of confidential or private information. (Indicate applicable limits of coverage or other conditions in the fill point below.) « »

  • Server Security Servers containing unencrypted PHI COUNTY discloses to 4 CONTRACTOR or CONTRACTOR creates, receives, maintains, or transmits on behalf of COUNTY 5 must have sufficient administrative, physical, and technical controls in place to protect that data, based 6 upon a risk assessment/system security review.

  • Other Security To the extent that the Obligations are now or hereafter secured by property other than the Collateral or by the guarantee, endorsement or property of any other person, firm, corporation or other entity, then the Secured Party shall have the right, in its sole discretion, to pursue, relinquish, subordinate, modify or take any other action with respect thereto, without in any way modifying or affecting any of the Secured Party’s rights and remedies hereunder.

  • Tender Security 18.1 The Tenderer shall furnish as part of its Tender, either a Tender-Securing Declaration or a Tender Security, as specified in the TDS, in original form and, in the case of a Tender Security, in the amount and currency specified in the TDS. 18.2 A Tender Securing Declaration shall use the form included in Section IV, Tendering Forms. 18.3 If a Tender Security is specified pursuant to ITT 18.1, the Tender Security shall be a demand guarantee in any of the following forms at the Tenderer option: i) cash; ii) a bank guarantee; iii) a guarantee by an insurance company registered and licensed by the Insurance Regulatory Authority listed by the Authority; or

  • E7 Security The Authority shall be responsible for maintaining the security of the Authority premises in accordance with its standard security requirements. The Contractor shall comply with all security requirements of the Authority while on the Authority premises, and shall ensure that all Staff comply with such requirements.

  • Insurer security Whilst we make every endeavour to place your insurances with insurers that are financially sound, we do not guarantee or otherwise warrant the solvency of any insurer we place your insurances with. If you have any concerns regarding any insurer chosen to meet your insurance requirements you should inform us as soon as possible and we will discuss them with you. A liability for the premium, whether in full or pro rata, may arise under policies where a participating insurer becomes insolvent.

  • Collateral Security (a) The Obligations shall be secured by (a) a perfected first-priority security interest (subject to Permitted Liens entitled to priority under Applicable Law) in all Collateral, whether now owned or hereafter acquired, pursuant to the terms of the Security Agreement to which each Borrower is a party to the extent perfected by the filing of UCC financing statements; (b) a pledge of 100% of the capital stock or other Equity Interests of such Borrowers (other than the Parent) and of the Non-Borrower Subsidiaries (other than the Foreign Subsidiaries) to the Administrative Agent on behalf of the Secured Parties pursuant to the Pledge Agreement; and (c) a pledge of the capital stock or other Equity Interests of each Foreign Subsidiary (provided that not more than 65% of the total voting power of all outstanding capital stock or other Equity Interest of any such first-tier Foreign Subsidiary of a Borrower shall be required to be so pledged and no Equity Interests of any non-first-tier Foreign Subsidiary shall be provided to be so pledged); provided that the Borrowers hereby agree, upon the request of the Administrative Agent and the Required Lenders, to deliver, as promptly as practicable, but in any event within ninety (90) days after request therefor, or such other later time, if any, to which the Administrative Agent may agree, (i) certificates of titles for all or substantially all vehicles, trucks, trailers, tractors, automobiles and any other equipment covered by certificates of title owned by a Borrower (collectively, “Motor Vehicles”) with the Administrative Agent listed as lienholder therein (subject to a limited power of attorney in favor of the Parent to dispose of titled equipment) and, if required by the Administrative Agent, the Borrowers shall retain Corporation Service Company (or other similar company satisfactory to the Administrative Agent) pursuant to agreements reasonably satisfactory to the Administrative Agent pursuant to which Corporation Service Company (or such other company) will agree to act as agent for the Secured Parties with respect to the perfection of security interests in the Motor Vehicles; and (ii) mortgages with respect to Real Property and to take such other steps and make such other deliveries as may be reasonably requested by the Administrative Agent (including, without limitation, the delivery of legal opinions, Consulting Engineer’s reports, surveys, title insurance, environmental assessment reports, flood hazard certifications, evidence of flood insurance, if required, and a certification of the name and address of each real estate recording office where a mortgage on the real estate on which any Collateral consisting of fixtures may be located would be recorded) so as to provide the Administrative Agent, for the benefit of the Secured Parties, a perfected first-priority security interest in such assets, provided that to the extent that any lease of (or operating/management agreement with respect to) Real Property prohibits assignment of such lease (or operating/management agreement) without the consent of the lessor or another party thereunder, the Borrowers shall not be required to grant a mortgage on the leasehold interest under such lease, but in such event, the Borrowers agree to diligently and in good faith use its reasonable best efforts to obtain the consent (which consent shall be in form and substance reasonably satisfactory to the Administrative Agent) of the applicable lessor or other party to such leasehold mortgage (and, upon the receipt of such consent, the Borrowers shall promptly grant such leasehold mortgage and comply with the other provisions of this Section 10.15 with respect thereto). (b) In the event any Borrower disposes of any assets or Equity Interests as permitted under, and in compliance with, Section 7.04(b) (including any amendment thereof or consent thereunder), or in the event that the Parent designates any Borrower as an Excluded Subsidiary or a Non-Borrower Subsidiary hereunder and no Default would result from such designation, and so long as such Borrower (or the Parent, in the case of designating a Borrower as an Excluded Subsidiary hereunder) shall have provided the Administrative Agent with such certifications or documents, if any, as the Administrative Agent shall reasonably request, the Administrative Agent will, at the Borrowers’ sole cost and expense, and without recourse to or warranty by the Administrative Agent, execute and deliver all such forms, releases, discharges, assignments, termination statements, and similar documents as the Borrowers may reasonably request in order to release such Person from its Obligations under the Loan Documents and to release the Liens granted to the Administrative Agent with respect to such assets, Equity Interests or Borrower, as applicable.

  • EMPLOYER SECURITY 4.1 The Union agrees that during the life of this Agreement it will not cause, encourage, participate in or support any strike, slow-down or other interruption of or interference with the normal functions of the Employer.

  • JOB SECURITY 23.01 Subject to the willingness and capacity of individual employees to accept relocation and retraining, the Employer will make every reasonable effort to ensure that any reduction in the work force will be accomplished through attrition.

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