Rating Agency Approval definition

Rating Agency Approval means prior written confirmation from S&P and Moody's that such action will not cause them to downgrade or withdraw its then-current ratings of any outstanding Certificates.
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Rating Agency Approval shall have the meaning given in Part 5(f)(iv) above.
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Rating Agency Approval means, with respect to any specified action or determination, receipt of written confirmation from the Rating Agencies that such specified action or determination will not have an adverse effect on, or result in a reduction of, its then current ratings of the Notes.
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Examples of Rating Agency Approval in a sentence

  • In addition to the requirements of Section 9, this Agreement will not be amended unless Party B shall have received Rating Agency Approval.

  • Purchaser shall not, without the prior written consent of Equitable, assign this Agreement or its rights hereunder, in whole or in part, to any other person or entity; provided, however, that Purchaser may designate a nominee to take title to the Malls at Closing so long as such nominee is controlled by or under common control with Purchaser and Rating Agency Approval has been obtained with respect to such nominee.

  • Subject to the provisions of subsection 3.3.1, the parties shall have received the Rating Agency Approval.

  • Equitable shall pay all costs necessary to obtain the Rating Agency Approval (exclusive of Purchaser's attorneys' fees, which shall be paid by Purchaser).

  • Subject to the provisions of subsection 3.3.1, the parties shall have received the Rating Agency Approval, to the extent failure to obtain the same would result in any material liability to Equitable.

  • If the Master Servicer has received notice that a Lead Master Servicer or a Subsequent Master Servicer no longer has Rating Agency Approval, then the Master Servicer shall not be required to abide by any determination of nonrecoverability by such Lead Master Servicer or Subsequent Master Servicer.

  • If the Master Servicer has received notice that a Subsequent Master Servicer no longer has Rating Agency Approval, then the Master Servicer shall not be required to abide by any determination of nonrecoverability by such Subsequent Master Servicer.

  • In the event that the Rating Agency Approval is not obtained prior to the Closing, the Seller shall cause Ganis to dividend or otherwise transfer all of the common stock of DRAFCO to G Finance Holding Corp.

  • If the Trustee or the Master Servicer has received notice from Fitch and Moody's that the Master Servicer no xxxxxx has Rating Agency Approval, then such party shall promptly notify the other, the Special Servicer and the applicable Lead Master Servicer or Subsequent Master Servicer of the same.

  • Rating Agency Approval shall mean prior written confirmation from S&P and Moody's that such amendment will not cause them to downgrade or withdraw its then-current ratings of any outstanding Offered Certificates.


More Definitions of Rating Agency Approval

Rating Agency Approval. - shall mean the approval, pursuant to Section 19.1 of the Mortgage, by each of the Rating Agencies of the conveyance of the Malls to Purchaser subject to, and the assumption by Purchaser of, the Existing Financing.
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Rating Agency Approval means, (1) with respect to Moody's, that a master servicer is xxxxxx as master servicer in a commercial mortgage loan securitization that was rated by Moody's within the twelve month perxxx xxxor to the date of determination, and Moody's has not downgraded or withdxxxx xxe then-current rating on any class of commercial mortgage securities or placed any class of commercial mortgage securities on watch citing the continuation of such master servicer as master servicer of such commercial mortgage securities as the cause for such downgrade, withdrawal or watch, or (2) with respect to Fitch, that a master servicer is approved by Fitch.
Sample 1
Rating Agency Approval means the approval, pursuant to Section 19.1 of the Mortgage, by each of the Rating Agencies of the conveyance of the Malls to Purchaser subject to, and the assumption by Purchaser of, the Existing Financing. "Recording Office" - shall mean, with respect to each Mall, the appropriate office or offices in the state in which the Mall is located for the recording or filing of the documents to be delivered at Closing which are to be recorded or filed therein. "Rents" - shall mean all fixed, minimum, additional, percentage, overage and escalation rents, common area and/or mall maintenance charges, advertising and promotional charges, insurance charges, rubbish removal charges, sprinkler charges, shoppers aid charges, water charges, utility charges, HVAC charges and other amounts payable under the Leases or the Operating Agreements.
Sample 1
Rating Agency Approval means the approval, pursuant to Section 19.1 of the Mortgage, by each of the Rating Agencies of the conveyance of the Malls to Purchaser subject to, and the assumption by Purchaser of, the Existing Financing. "Recording Office" - shall mean, with respect to each Mall, the appropriate office or offices in the state in which the Mall is located for the recording or filing of the documents to be delivered at Closing which are to be recorded or filed therein. "Rents" - shall mean all fixed, minimum, additional, percentage, overage and escalation rents, common area and/or mall mainte nxxxx charges, advertising and promotional charges, insurance charges, rubbish removal charges, sprinkler charges, shoppers aid charges, water charges, utility charges, HVAC charges and other amounts payable under the Leases or the Operating Agreements. 08 "Required Consents" shall have the meaning specified in subsection 8.3.3. "Rushmore Mall" - shall mean, with respect to the premises described in Exhibit A-9 hereto, collectively, the Land, the Appurtenances, the Improvements, the Personal Property, the Leases, the Operating Agreements, the Other Agreements and the Intangible Personal Property. "Southern Hills Mall" - shall mean, with respect to the premises described in Exhibit A-10 hereto, collectively, the Land, the Appurtenances, the Improvements, the Personal Property, the Leases, the Operating Agreements, the Other Agreements and the Intangible Personal Property. "SouthPark Mall" - shall mean, with respect to the premises described in Exhibit A-11 hereto, collectively, the Land, the Appurtenances, the Improvements, the Personal Property, the Leases, the Operating Agreements, the Other Agreements and the Intangible Personal Property. "Southridge Mall" - shall mean, with respect to the premises described in Exhibit A-12 hereto, collectively, the Land (or, in the case of this portion of the Land which is leased by Equitable under a Ground Lease, Equitable's leasehold interest therein), the Appurtenances, the Improvements, the Personal Property, the Leases, the Operating Agreements, the Other Agreements and the Intangible Personal Property. "Substantial Casualty" - shall mean a Casualty with respect to which the cost to repair or restore the affected Improvements substantially to their condition prior to such Casualty exceeds $2,000,000. "Substantial Taking" - shall mean a Taking which shall have a material adverse effect on the value of the Malls taken as a whole. "Taking" sha...
Sample 1
Rating Agency Approval means written confirmation from Fitch Ratings and Standard & Poor’s and oral confirmation from Mxxxx’x Investor Service, each in a form reasonably satisfactory to the Purchaser, to the effect that the consummation of the transactions contemplated by this Agreement will not result in any reduction, withdrawal or qualification of the ratings currently assigned to the Notes (as such term is defined in the Transfer and Servicing Agreements), or, in the event of any reduction, withdrawal or qualification of such ratings, that the ratings assigned to the Notes as of the date of this Agreement will be restored by the Rating Agencies without requiring the Purchaser to agree to any Unauthorized Terms.
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Rating Agency Approval means, (1) with respect to S&P, that a master servicer is listed on S&P's Select Servicer List as a U.S. Commercial Mortgage Master Servicer, or (2) with respect to Fitch, that a master servicer is approved by Fitch.
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Related to Rating Agency Approval

  • Rating Agency Confirmation means, with respect to any Securitization, a confirmation in writing (which may be in electronic form) by each of the applicable Rating Agencies for such Securitization that the occurrence of the event with respect to which such Rating Agency Confirmation is sought shall not result in a downgrade, qualification or withdrawal of the applicable rating or ratings ascribed by such Rating Agency to any of the securities issued pursuant to such Securitization that are then outstanding. If no such securities are outstanding with respect to any Securitization, any action that would otherwise require a Rating Agency Confirmation shall instead require the consent of the Controlling Note Holder, which consent shall not be unreasonably withheld or delayed. For the purposes of this Agreement, if any Rating Agency shall waive, decline or refuse to review or otherwise engage any request for Rating Agency Confirmation hereunder, such waiver, declination, or refusal shall be deemed to eliminate, for such request only, the condition that a Rating Agency Confirmation by such Rating Agency (only) be obtained for purposes of this Agreement, and any requirement hereunder to obtain a Rating Agency Confirmation from any Rating Agency may be satisfied or deemed in the same manner that a Rating Agency Confirmation requirement may be satisfied or deemed satisfied under the Lead Securitization Servicing Agreement. For purposes of clarity, any such waiver, declination or refusal to review or otherwise engage in any request for a Rating Agency Confirmation hereunder shall not be deemed a waiver, declination or refusal to review or otherwise engage in any subsequent request for a Rating Agency Confirmation hereunder and the condition for Rating Agency Confirmation pursuant to this Agreement for any subsequent request shall apply regardless of any previous waiver, declination or refusal to review or otherwise engage in such prior request.

  • Rating Agency Condition means, with respect to any action, that each Rating Agency shall have been given 10 days’ (or such shorter period as shall be acceptable to each Rating Agency) prior notice thereof and that each Rating Agency shall not have notified the Issuer or the Indenture Trustee in writing that such action will result in a reduction, withdrawal or down-grade of the then-current rating of each class of Notes.

  • Rating Agency or Rating Agencies S&P, Xxxxx’x and Fitch or their successors. If such agencies or their successors are no longer in existence, “Rating Agencies” shall be such nationally recognized statistical rating agencies, or other comparable Persons, designated by the Depositor, notice of which designation shall be given to the Trustee and the Servicer.

  • Rating Agency Event means that any nationally recognized statistical rating organization within the meaning of Section 3(a)(62) of the Exchange Act that then publishes a rating for the Company (a “rating agency”) amends, clarifies or changes the criteria it uses to assign equity credit to securities such as the Notes, which amendment, clarification or change results in:

  • Rating Agency Declination As defined in the definition of “Rating Agency Confirmation” in this Agreement.

  • Rating Agency means only those rating agencies that are engaged from time to time to rate the securities issued in connection with the Securitizations of the Notes.

  • Rating Confirmation means evidence that no Senior Bond rating in effect from a Rating Agency will be withdrawn or reduced solely as a result of an action to be taken under the Indenture.

  • Rating Agency Communication means, with respect to any action and any Securitization, any written communication intended for a Rating Agency, which shall be delivered at least ten (10) Business Days prior to completing such action, in electronic document format suitable for website posting to the 17g-5 information provider under the applicable Securitization Servicing Agreement.

  • Rating Agency Guidelines means the Fitch Guidelines and any Other Rating Agency Guidelines as they exist from time to time.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • Rating Agencies means DBRS, Fitch, KBRA, Xxxxx’x, Morningstar and S&P and their respective successors in interest or, if any of such entities shall for any reason no longer perform the functions of a securities rating agency, any other nationally recognized statistical rating agency reasonably designated by any Note Holder to rate the securities issued in connection with the Securitization of the related Note; provided, however, that, at any time during which the Mortgage Loan is an asset of one or more Securitizations, “Rating Agencies” or “Rating Agency” shall mean only those rating agencies that are engaged from time to time to rate the securities issued in connection with the Securitizations of the Notes.

  • Credit Rating Agency means a nationally recognized credit rating agency that evaluates the financial condition of issuers of debt instruments and then assigns a rating that reflects its assessment of the issuer’s ability to make debt payments.

  • Substitute Rating Agency means a “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) under the Securities Exchange Act of 1934, as amended, selected by the Company (as certified by a resolution of the Company’s board of directors) as a replacement agency for Moody’s or S&P, or both, as the case may be.

  • Required Special Servicer Rating means with respect to a special servicer (i) in the case of Fitch, a rating of “CSS3”, (ii) in the case of S&P, such special servicer is on S&P’s Select Servicer List as a U.S. Commercial Mortgage Special Servicer, (iii) in the case of Xxxxx’x, such special servicer is acting as special servicer for one or more loans included in a commercial mortgage loan securitization that was rated by Xxxxx’x within the twelve (12) month period prior to the date of determination, and Xxxxx’x has not downgraded or withdrawn the then-current rating on any class of commercial mortgage securities or placed any class of commercial mortgage securities on watch citing the continuation of such special servicer as special servicer of such commercial mortgage loans, (iv) in the case of Morningstar, such special servicer has a ranking by Morningstar equal to or higher than “MOR CS3” as a special servicer, provided that if Morningstar has not issued a ranking with respect to such special servicer, such special servicer is acting as special servicer in a commercial mortgage loan securitization that was rated by a Rating Agency within the twelve (12) month period prior to the date of determination, and Morningstar has not downgraded or withdrawn the then-current rating on any class of commercial mortgage securities or placed any class of commercial mortgage securities on watch citing the continuation of such special servicer as special servicer of such commercial mortgage securities, (v) in the case of KBRA, KBRA has not cited servicing concerns of such special servicer as the sole or material factor in any qualification, downgrade or withdrawal of the ratings (or placement on “watch status” in contemplation of a ratings downgrade or withdrawal) of securities in a transaction serviced by such special servicer prior to the time of determination, and (vi) in the case of DBRS, such special servicer is acting as special servicer in a commercial mortgage loan securitization that was rated by DBRS within the twelve (12) month period prior to the date of determination and DBRS has not downgraded or withdrawn the then-current rating on any class of commercial mortgage securities or placed any class of commercial mortgage securities on watch citing the continuation of such special servicer as special servicer of such commercial mortgage securities as a material reason for such downgrade or withdrawal.

  • Other Rating Agency Guidelines means the guidelines provided by each Other Rating Agency, as may be amended from time to time, in connection with the Other Rating Agency’s rating of the VMTP Shares.

  • Rating means the operating limits as specified by the component manufacturer.

  • Note Rating Agency means, with respect to any Outstanding Series, Class or Tranche of Notes, each statistical note rating agency selected by the Issuer to rate such Notes.

  • Specified Rating Agencies means each of Moody’s, S&P and DBRS as long as, in each case, it has not ceased to rate the Notes or failed to make a rating of the Notes publicly available for reasons outside of the Issuer’s control; provided that if one or more of Moody’s, S&P or DBRS ceases to rate the Notes or fails to make a rating of the Notes publicly available for reasons outside of the Issuer’s control, the Issuer may select any other “designated rating organization” within the meaning of National Instrument 41-101 of the Canadian Securities Administrators as a replacement agency for such one or more of them, as the case may be.

  • Ratings Confirmation means, with respect to any action proposed to be taken, a written confirmation from each of the Rating Agencies that such action would not result in (i) a reduction of the rating for any Class of Certificates below the then current rating for such Class of Certificates or (ii) a withdrawal or suspension of the rating of any Class of Certificates.

  • Other Rating Agency means each NRSRO, if any, other than Fitch then providing a rating for the MRP Shares pursuant to the request of the Company.

  • Moody’s means Xxxxx’x Investors Service, Inc. and any successor thereto.

  • Rating Date means the date which is 90 days prior to the earlier of (i) a Change of Control and (ii) the first public notice of the occurrence of a Change of Control or of the intention by the Company to effect a Change of Control.