S&P Condition definition

S&P Condition is defined in the Indenture.
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S&P Condition means, with respect to any action, that S&P shall have notified the Issuer that such action will not result in a reduction or withdrawal of S&P’s then current rating, if any, of any Notes that are Outstanding with respect to which it is a Rating Agency.
Sample 1
S&P Condition means, with respect to any action, that S&P shall have notified the Issuer that such action will not result in a reduction or withdrawal of S&P's then current rating, if any, of any Notes that are Outstanding with respect to which it is a Rating Agency.
Sample 1

Examples of S&P Condition in a sentence

  • No amendment, modification, termination or waiver of any provision of this Agreement, or any consent to any departure by any party hereto therefrom, shall in any event be effective unless the same shall be in writing and signed by each of the parties hereto and the S&P Condition shall have been satisfied.

  • None of the undertakings, agreements, warranties, covenants and representations of Master Servicer contained in this Agreement and no breach or default by Master Servicer hereunder, shall be deemed to have been suspended or waived by Owner unless such waiver or suspension is by an instrument in writing signed by an officer or other duly authorized signatory of Owner and directed to Master Servicer specifying such suspension or waiver and the S&P Condition shall have been satisfied.

  • Except as provided below and in Sections 2.8 or 4.1 of this Agreement, a Seller may not assign, transfer, hypothecate or otherwise convey its rights, benefits, obligations or duties hereunder without having obtained the prior express written consent of Buyer and having met the S&P Condition.

  • Except as set forth in Section 2.1, or Article VI, Master Servicer may not assign, transfer, hypothecate or otherwise convey any of its rights or obligations hereunder or interests herein without the express prior written consent of Owner and satisfaction of the S&P Condition.

  • The S&P Condition shall be satisfied in the case of any amendment, modification or alteration of this Agreement.

  • Except as otherwise provided in the first sentence of this Section, this Agreement shall not be assignable by any party, except as otherwise provided in this Agreement (in which case, the assigning party agrees to provide notice to S&P and the S&P Condition shall have been satisfied), but shall bind the successors in interest of the Issuer and the Custodian.

  • The parties hereto agree to provide notice to S&P and to satisfy the S&P Condition of any material amendment, modification or waiver.

  • Except as provided below and in Sections 2.8 or 4.1 of this Agreement, Seller may not assign, transfer, hypothecate or otherwise convey its rights, benefits, obligations or duties hereunder without having obtained the prior express written consent of Buyer and having satisfied the S&P Condition.

  • Except as provided below and in Sections 2.8 or 4.1 of this Agreement, Seller may not assign, transfer, hypothecate or otherwise convey its rights, benefits, Receivables Purchase and Contribution Agreement obligations or duties hereunder without having obtained the prior express written consent of Buyer and having satisfied the S&P Condition.


More Definitions of S&P Condition

S&P Condition means, with respect to any action, that Standard & Poor’s, a division of the McGraw Hill Companies, Inc., for so long as S&P shall, at the request of the Transferor, rate any outstanding series or class of securities issued by the Transferor or a securitization trust for which the Transferor acts as depositor, shall have notified Transferor, Servicer and Trustee that such action will not result in a reduction or withdrawal of the rating, if any, of any such outstanding series or class of securities rated by S&P.
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Related to S&P Condition

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Rating Condition has the meaning specified in Section 2.06(c)(ii).

  • Acute condition means a disease, illness or injury that is likely to respond quickly to treatment which aims to return the person to his or her state of health immediately before suffering the disease/ illness/ injury which leads to full recovery.

  • Step Down Conditions As of any Distribution Date on which any decrease in any Senior Prepayment Percentage may apply, (i) the outstanding Principal Balance of all Mortgage Loans 60 days or more Delinquent (including Mortgage Loans in REO and foreclosure), averaged over the preceding six month period, as a percentage of the aggregate of the Class Certificate Principal Balances of the Classes of Subordinate Certificates on such Distribution Date, does not equal or exceed 50% and (ii) cumulative Realized Losses with respect to all of the Mortgage Loans do not exceed: · for any Distribution Date on or after the seventh anniversary until the eighth anniversary of the first Distribution Date, 30% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the eighth anniversary until the ninth anniversary of the first Distribution Date, 35% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the ninth anniversary until the tenth anniversary of the first Distribution Date, 40% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the tenth anniversary until the eleventh anniversary of the first Distribution Date, 45% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, and · for any Distribution Date on or after the eleventh anniversary of the first Distribution Date, 50% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date.

  • Minimum Condition has the meaning set forth in Annex I.

  • Unsafe condition as used in this clause means the actual or potential exposure of contractor or Government employees to a hazardous material as defined in Federal Standard No. 313, and any revisions thereto during the term of this contract, or any other material or working condition designated by the Contracting Officer's Technical Representative (COTR) as potentially hazardous and requiring safety controls.

  • Extension Minimum Condition means a condition to consummating any Extension that a minimum amount (to be determined and specified in the relevant Extension Request, in the Borrower’s sole discretion) of any or all applicable Classes be submitted for Extension.

  • Condition Satisfaction Date shall have the meaning set forth in Section 7.2.

  • Release Condition means the following:

  • Qualifying condition means a condition described in Section 26-61a-104.

  • Eligibility Conditions means the eligibility conditions specified in the Act and the Rules including all the eligibility conditions listed in Clause [5] of the Tender Document.

  • Change in condition means a change in physical condition of the employee as well as any change

  • Payment Condition at any time of determination with respect to any Specified Transaction, that the following conditions are all satisfied: (x) (1) 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) and (2) the Specified Availability on the date of such Specified Transaction (divided by Availability as of such time of determination and expressed as a percentage), in each case exceed the applicable Availability Percentage (as defined below) and, (y) unless the Fixed Charge Condition (as defined below) is satisfied (to the extent applicable), the Parent Borrower shall be in Pro Forma Compliance with a minimum Consolidated Fixed Charge Coverage Ratio of at least 1.00:1.00 and (z) if reasonably requested by the Administrative Agent, the Borrower Representative shall have delivered to the Administrative Agent (i) a copy of calculations required by preceding clause (y) in reasonable detail and (ii) a calculation of Specified Unrestricted Cash. As used herein, the following terms shall have the following meanings: (i) “Availability Percentage”: shall mean (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 12.5%; (b) in respect of (A) any investment or acquisition permitted pursuant to clause (u) of the definition of “Permitted Investments” or (B) clause (c)(i) of the definition of “Permitted Acquisitions,” 10.0%; (c) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 12.5%; (d) in respect of any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b), 10.0%; and (e) in respect of any Asset Sale that would otherwise have to comply with Subsection 8.5, 10.0%.; and (ii) “Fixed Charge Condition” shall mean 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) exceeds: (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 17.5%; (b) in respect of any acquisition permitted pursuant to clause (c)(i) of the definition of “Permitted Acquisitions”, 15.0%; (c) in respect of any investment permitted pursuant to clause (u) of the definition of “Permitted Investments”, 15.0%; (d) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 15.0%; and (e) in respect of (A) any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b) or (B) any Asset Sale that would otherwise have to comply with Subsection 8.5, 15.0%.

  • Delivery Condition has the meaning set forth in Section 2.1.

  • LC Conditions has the meaning given to such term in Section 2.9.

  • Specified Condition means, with respect to a party, any event specified as such for that party in Paragraph 13.

  • Special Condition means a condition of a Transporter's Licence or Shipper's Licence other than a Standard Condition;

  • Release Conditions mean the following conditions: (i) Company has received the Executive’s executed Release and (ii) any rescission period applicable to the Executive’s executed Release has expired.

  • Minimum Tender Condition shall have the meaning provided in Section 2.15(b).

  • Liquidity Condition means an event of immediate termination or suspension as specified in a Liquidity Facility, upon the occurrence of which the Standby Purchaser is not obligated to purchase Multi-Modal Bonds, and, accordingly, such Bonds are not subject to tender for purchase.

  • Offer Conditions has the meaning set forth in Section 1.01(b).

  • Failed Remarketing Condition means a Failed Remarketing Condition-Purchased VRDP Shares or a Failed Remarketing Condition-Unpurchased VRDP Shares.

  • Extension Conditions Defined in Section 3.06(a).

  • Business Condition means the current business, financial condition, results of operations and assets of a corporate entity.

  • Terminal condition means an incurable condition caused by injury, disease, or illness that according to reasonable medical judgment will produce death within six months, even with available life-sustaining treatment provided in accordance with the prevailing standard of medical care.

  • Early Termination Conditions means the types of conditions listed in Schedule A.