Initial S&P Rating Event Clause Samples

Initial S&P Rating Event. In the event that the short-term, unsecured and unsubordinated debt obligations of Party A (or its successor or permitted transferee) or any Credit Support Provider from time to time in respect of Party A, if Party A or such Credit Support Provider is a bank, broker/dealer, insurance company, structured investment vehicle or derivative product company as contemplated by the S&P Criteria as defined in the Credit Support Annex (any such entity a Financial Institution), cease to be rated at least as high as “A-1” by Standard & Poor’s Rating Services, a division of The ▇▇▇▇▇▇-▇▇▇▇ Companies, Inc. (S&P) (an Initial S&P Rating Event), then:: (a) Party A will, within ten Business Days (as defined in the Confirmation in respect of the Transaction under this Agreement) of the occurrence of such Initial S&P Rating Event, provide collateral under the provisions of the Credit Support Annex; and (b) at its own discretion, and at its own cost, Party A may: (i) subject to Part 5(17) below, transfer all of its rights and obligations with respect of this Agreement to a replacement third party approved by the Master Issuer Security Trustee, whose consent shall be given if either (1) the short-term, unsecured and unsubordinated debt obligations of the entity are rated at least “A-1” by S&P, or (2) such replacement third party is agreed between Party A and S&P, provided that, in all cases, such action does not result in any requirement for deduction or withholding for or on account of any Tax; (ii) obtain a co-obligation or guarantee in respect of its rights and obligations with respect to this Agreement from a third party satisfactory to the Master Issuer Security Trustee (whose consent shall be given if the short-term, unsecured and unsubordinated debt obligations of the co-obligor or guarantor are rated at least “A-1” by S&P), provided that, in all cases, such action does not result in any requirement for deduction or withholding for or on account of any Tax; or (iii) take such other action as Party A may agree with S&P, provided that, in all cases, such action does not result in any requirement for deduction or withholding for or on account of any Tax.
Initial S&P Rating Event. In the event that the short-term, unsecured and unsubordinated debt obligations of Party A (or its successor or permitted transferee) or any Credit Support Provider from time to time in respect of Party A cease to be rated at least as high as "A-1+" by Standard & Poor's Rating Services, a division of The McGraw-Hill Companies, Inc. (S&P) (an INITIAL S&P RATING ▇▇▇▇▇), ▇▇▇n Party A will, within 30 calendar days of the occurrence of such Initial S&P Rating Event, on a reasonable efforts basis and at its own cost attempt either to: (A) both: (1) provide collateral under the provisions of the Credit Support Annex; and (2) provide to Party B and S&P legal opinions satisfactory to S&P in relation to the posting of collateral pursuant to the Credit Support Annex if required to do so by S&P at the time of such posting and obtain a monthly verification of Party B's exposure by two independent third parties that would be eligible and willing to be transferees of Party A's benefits and obligations under this Agreement (the INDEPENDENT VALUATIONS) in the event that the short-term, unsecured and unsubordinated debt obligations of Party A (or its successor or permitted transferee) or any Credit Support Provider from time to time in respect of Party A ceases to be rated at least as high as "A-2" or the long term, unsecured and unsubordinated debt obligations of Party A (or its successor or permitted transferee) or any Credit Support Provider from time to time in respect of Party A ceases to be rated at least as high as "BBB+" by S&P. Such Independent Valuations will take place on the following basis: (A) without limiting Party A's obligation to obtain Independent Valuations valuations may only be obtained from the same entity or person up to four times in any 12 month period; (B) for the purposes of collateral posting in accordance with the Credit Support Annex, Party B's exposure shall be deemed to be equal to the highest of the two Independent Valuations and shall be calculated in accordance with the Credit Support Annex; and (C) Party A shall provide S&P with the two Independent Valuations and its calculations pursuant to the Credit Support Annex for the day on which the Independent Valuations are obtained; (B) subject to Part 5(17) below, transfer all of its rights and obligations with respect of this Agreement to a replacement third party approved by the Master Issuer Security Trustee provided that either (1) such transfer would maintain the ratings of the Relevant ...
Initial S&P Rating Event. In the event that neither Party A (or its successor or permitted assignee) nor any Credit Support Provider from time to time in respect of Party A has the Initial S&P Required Rating (an "Initial S&P Rating Event"), then: (A) Party A will within the Initial Remedy Period, post collateral if required at its own cost in accordance with the terms of the Credit Support Annex; and (B) at any time, at its own discretion and its own cost, Party A may: (1) subject to Part 5(g) (Transfers) below, transfer all of its rights and obligations with respect to this Agreement to a replacement third party that has the Subsequent S&P Required Rating (provided that if the replacement third party does not have the Initial S&P Required Rating at the time such transfer occurs, such replacement third party will provide collateral under the provisions of the Credit Support Annex or obtain a guarantee of its rights and obligations with respect to this Agreement from an Eligible Guarantor that has the Initial S&P Required Rating); or (2) procure an Eligible Guarantor that has the Initial S&P Required Rating to provide a guarantee in respect of the obligations of Party A under this Agreement; or (3) take such other action (as confirmed by S&P) as will result in the rating of the Notes then outstanding following the taking of such action being maintained at, or restored to, the level it would have been at immediately prior to such S&P Rating Event.
Initial S&P Rating Event. In the event that neither Party A (or its successor or permitted transferee) nor any Credit Support Provider from time to time in respect of Party A has the Initial S&P Required Rating (an Initial S&P Rating Event), then: (a) Party A will, within the Initial Remedy Period, post collateral at its own cost and expense if required in accordance with the provisions of the Credit Support Annex; and (b) at any time, at its own discretion and at its own cost and expense, Party A may:
Initial S&P Rating Event. In the event that neither Party A nor any Credit Support Provider from time to time of Party A have the Initial S&P Required Rating (an "Initial S&P Rating Event"), then: (i) Party A shall, within the Collateral Remedy Period, post collateral in accordance with the terms of the Credit Support Annex (unless Option 4 has been elected in accordance with the S&P Substitution Provisions, in which case this sub-paragraph (i) shall not apply); or (ii) Party A may, at any time following the occurrence of such Initial S&P Rating Event, at its own discretion and at its own cost:
Initial S&P Rating Event. If an Initial S&P Rating Event has commenced and is continuing and Party A fails to post collateral as required by Part 5(e)(i)(A)(a) or Part 5(e)(i)(B)(a) above, such failure will not give rise to an Event of Default but will constitute an Additional Termination Event with respect to Party A which will be deemed to have occurred on the next Business Day (as defined in the Confirmation in respect of the Transaction under this Agreement other than the Transaction constituted by the Credit Support Annex) following the last day of the Collateral Remedy Period (unless at such time Party A has taken one of the measures described in Part 5(e)(i)(A)(b) below) with Party A as the sole Affected Party and all Transactions as Affected Transactions.