Ring-Fence definition
Examples of Ring-Fence in a sentence
This Master Agreement and the other Program Documents represent the entire agreement of each Citigroup Ring-Fence Entity and the U.S. Federal Parties with respect to the subject matter hereof and thereof, and there are no promises, undertakings, representations or warranties by the U.S. Federal Parties relative to the subject matter hereof not expressly set forth or referred to herein or in the other Program Documents.
Comply with all obligations and limitations on the Citigroup Ring-Fence Entities contained in the Governance and Asset Management Guidelines.
None of the Citigroup Ring-Fence Entities is required to be registered as an “investment company” under the Investment Company Act of 1940, as amended.
Comply with all obligations and limitations on the Citigroup Ring-Fence Entities contained in the Executive Compensation Guidelines.
Each of the Citigroup Ring-Fence Entities shall have executed the Security and Guaranty Agreement and any other Security Documents FRBNY may require, and FRBNY shall have an exclusive, first priority perfected security interest in each Covered Asset in existence as of the FRBNY Funding Date (subject only to Permitted Liens).
The provisions of the Security Documents are effective to create in favor of FRBNY a legal, valid and enforceable first priority Lien (subject to no other Liens except Permitted Liens) on all right, title and interest of the Citigroup Ring-Fence Entities in the Covered Assets described therein.
Each Program Document to which any Citigroup Ring-Fence Entity is, or will become, a party has been duly executed and delivered on behalf of such entity.
Subject to the terms and conditions hereof and the Governance and Asset Management Guidelines, in the event that the Citigroup Ring-Fence Entities incur a Covered Loss in any Calendar Quarter during the Loss Coverage Period, Treasury agrees to advance to Citigroup in Dollars (each such advance, a “Treasury Advance”) on the related Quarterly Advance Date an amount equal to such Covered Loss; provided, that in no event shall any Treasury Advance exceed the Treasury Available Amount.
No litigation, investigation or proceeding of, or before, any arbitrator or Governmental Authority is pending or, to the knowledge of Citigroup, threatened by or against any Citigroup Ring-Fence Entity or against any of such Citigroup Ring-Fence Entity’s properties, assets or revenues, except as could not reasonably be expected to have a Material Adverse Effect.
For any Calendar Quarter, a “Citigroup Quarterly Net Loss” shall be equal to the amount (if any) by which (a) all Losses incurred by the Citigroup Ring-Fence Entities on all Covered Assets in such Calendar Quarter exceed (b) the sum of all Recoveries and Gains realized by the Citigroup Ring-Fence Entities on all Covered Assets in such Calendar Quarter.