Common use of Maintenance of Rating Clause in Contracts

Maintenance of Rating. At the Closing Time, the Securities shall be rated by Xxxxx’x Investors Service Inc. and by Standard & Poor’s Ratings Services, a division of XxXxxx-Xxxx Financial, Inc. as set forth in the Final Term Sheet and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organization,” as defined in Section 3(a)(62) of the 1934 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A1 by Xxxxx’x Investors Service Inc. and at least AA- by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A3 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and A- by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of the 1934 Act1933 Act Regulations, and no such organization shall have publicly announced (other than any announcement made prior to the date of this Agreement) that it has under surveillance or review for possible downgrading its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least "B-1" by Xxxxx’x Investors Moody's Investor's Service Inc. and "B" by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Underwriters a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesUnderwriters, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organizationagency,” " as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa2 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities or the financial strength or claims paying ability of the Company or any of its subsidiaries by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa2 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of the 1934 Act1933 Act Regulations, and no such organization shall have publicly announced that it has under surveillance or review for possible downgrading its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities Shares shall be rated by Xxxxx’x Investors Service Inc. and by Standard & Poor’s Ratings Services, a division of XxXxxx-Xxxx Financial, Inc. as set forth in the Final Term Sheet and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities Shares have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organization,” as defined in Section 3(a)(62) of the 1934 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities Shares or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least "A2" by Xxxxx’x Xxxxx'x Investors Service Service, Inc. and "A+" by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organizationagency,” " as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least o by Xxxxx’x Investors Moodx'x Xxxestors Service Inc. and o by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxxMcGrxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Xxc., and the Company shall have delivered to the Representatives Representative a letter dated as of the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa3 by Xxxxx’x Investors Moodx'x Xxxestor's Service Inc. and BBB+ by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxxMcGrxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing TimeTime and any relevant Date of Delivery, the Capital Securities shall be rated at least [ ] by Xxxxx’x Xxxxx'x Investors Service Service, Inc. and [ ] by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Underwriters a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Capital Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Capital Securities or any of the Company’s other 's debt or preferred securities by any “"nationally recognized statistical rating organizationagency,” " as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other 's debt or preferred securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa3 by Xxxxx’x Xxxxx'x Investors Service Inc. and BBB- by Standard & Poor’s 's Ratings Services, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least “A2” by Xxxxx’x Investors Service Service, Inc. and “A” by Standard & Poor’s Ratings ServicesGroup, a division of The XxXxxx-Xxxx FinancialCompanies, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organization,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa1 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB+ by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representatives, to the extent received by the Company, a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least “A3” by Xxxxx’x Investors Moody’s Investor’s Service Inc. and Inc., “A” by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and A+ by Fitch Ratings and the Company shall have delivered to the Representatives Representative a letter dated the as of Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, (i) there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of the 1934 Act1933 Regulations, and (ii) no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A1 by Xxxxx’x Investors Service Inc. and at least AA-by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least by Xxxxx’x Investors Moody's Investor's Service Inc. and by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative(s) a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative(s), confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa3 by Xxxxx’x Investors Service Inc. and BBB+ by Standard & Poor’s Ratings Services, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet and Inc., and, if requested, the Company shall have delivered to the Representatives Representative a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 Securities Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Aaa by Xxxxx’x Xxxxx'x Investors Service Inc. and AAA by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Underwriter a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesUnderwriter, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in in, or withdrawal of, the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” ", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Capital Securities --------------------- shall be rated at least Ba3 by Xxxxx’x Xxxxx'x Investors Service Service, Inc. and BB- by Standard & Poor’s 's Ratings Services, a division of XxXxxx-Xxxx FinancialMcGraw Hill, Inc. as set forth in the Final Term Sheet Inc., and the Company Trust shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Capital Securities have such ratings; and since between the date of this AgreementAgreement and the Closing Time, there shall not have occurred a downgrading in the rating assigned to the Capital Securities or any of the Company’s 's other debt securities by any “nationally recognized statistical rating organization,” as defined in Section 3(a)(62) of the 1934 Act, and no such organization shall have publicly announced that it has under surveillance or review review, with possible negative implications, its rating of any of the Capital Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A1 by Xxxxx’x Investors Service Inc. and at least AA-by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa2 by Xxxxx’x Investors Investor’s Service Inc. and BBB by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company Partnership Parties shall have delivered to the Representatives Representative a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s Partnership Parties’ other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 Securities Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s Partnership Parties’ other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least "Baa2" by Xxxxx’x Investors Moody's Investor's Service Inc. and "BBB" by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securitiesdebt.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa1 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB+ by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxxMxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa3 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least . by Xxxxx’x Xxxxx'x Investors Service Inc. and . by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Underwriter a letter dated the as of Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesUnderwriter, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa2 by Xxxxx’x Xxxxx'x Investors Service Inc. and BBB+ by Standard & Poor’s 's Ratings Services, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet and Inc., and, if requested, the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Aa3 by Xxxxx’x Xxxxx'x Investors Service Service, Inc. and A+ by Standard & Poor’s Ratings 's Rating Services, a division of The XxXxxx-Xxxx FinancialCompanies, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative a letter letter, dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” " as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of the 1934 Act1933 Act Regulations, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least AA3 (negative watch) by Xxxxx’x Investors Moody's Investor's Service Inc. and AA- (negative watch) by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative a letter letter, dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of the 1934 Act1933 Act Regulations, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A3 by Xxxxx’x Investors Service Inc. and BBB+ by Standard & Poor’s Ratings Services, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet and Inc., and, if requested, the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 Securities Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa3 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB- by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa by Xxxxx’x Investors Xxxxx'x Investor's Service Inc. and BBB- by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A3 by Xxxxx’x Investors Moody's Investor's Service Inc. and A- by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxxMcGrxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Xxc., and the Company shall have delivered to the Representatives Representative(s) a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative(s), confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities Securities, any of the Company's other debt securities or any of the Company’s other Guarantors' debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa3 by Xxxxx’x Investors Service Inc. and BBB+ by Standard & Poor’s Ratings Services, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet and Inc., and, if requested, the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 Securities Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, Time the Securities shall be rated at least Baa3 by Xxxxx’x Moody's Investors Service Inc. and BBB by Standard & Poor’s Ratings Services's Ratixxx Xxrvice, a division of XxXxxx-Xxxx Financial, Inc. as set forth in the Final Term Sheet and the Company shall have delivered to the Representatives Underwriters a letter letter, dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesUnderwriters, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organizationagency,” " as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review review, with possible negative implications, its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A1 by Xxxxx’x Mxxxx’x Investors Service Inc. and at least AA- by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxxMxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least “B2” by Xxxxx’x Investors Mxxxx’x Investor’s Service Inc. and “B” by Standard & Poor’s Ratings Services, a division of XxXxxxThe MxXxxx-Xxxx FinancialCompanies, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Offered Securities shall be rated at least A3 by Xxxxx’x Investors Moodx'x Xxxestors Service Inc. and A- by Standard & Poor’s 's Ratings Services, a division of XxXxxxThe McGrxx-Xxxx FinancialXxxpanies, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives you a letter dated the as of Closing Time, from each such rating agency, or other evidence satisfactory to the Representativesyou, confirming that the Offered Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating 17 assigned to the Offered Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Offered Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A3 by Xxxxx’x Investors Service Inc. and A- by Standard & Poor’s Ratings Services, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet and Inc., and, if requested, the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have SF1 1490185v.6 occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 Securities Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa1 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB+ by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxxMxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative, to the extent received by the Company, a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least [ ] by Xxxxx’x Investors Moody’s Investor’s Service Inc. and [ ] by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet and Inc., the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated by Xxxxx’x Investors Service Inc. and at least BBB- by Standard & Poor’s 's Ratings Services, a division of The XxXxxx-Xxxx FinancialCompanies, Inc. as set forth in the Final Term Sheet and the Company shall have delivered to the Representatives Initial Purchaser a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesInitial Purchaser, confirming that the Securities have such ratingsrating; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organizationagency,” " as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least “A3” by Xxxxx’x Investors Moody’s Investor’s Service Inc. and Inc., “A” by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxxMxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and A+ by Fitch Ratings and the Company shall have delivered to the Representatives Representative a letter dated the as of Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, (i) there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of the 1934 Act1933 Act Regulations, and (ii) no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities Notes shall be rated at least [ ] by Xxxxx’x Investors Moody's Investor's Service Inc. and [ ] by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxxMcGrxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Xxc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities Notes have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities Notes or any of the Company’s 's other debt securities by any “nationally recognized statistical rating organization,” "NATIONALLY RECOGNIZED STATISTICAL RATING AGENCY", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities Notes or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa2 by Xxxxx’x Investors Investor’s Service Inc. and BBB by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review for possible downgrading its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A3 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and A- by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Underwriter a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesUnderwriter, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of the 1934 Act1933 Act Regulations, and no such organization shall have publicly announced (other than any announcement made prior to the date of this Agreement) that it has under surveillance or review for possible downgrading its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa3 by Xxxxx’x Investors Mooxx'x Xxvestors Service Inc. and BBB- by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxxMcGxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Xnc., and the Company shall have delivered to the Representatives a letter dated as of the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least A2 by Xxxxx’x Investors Service Inc. and A- by Standard & Poor’s Ratings Services, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet and Inc., and, if requested, the Company shall have delivered to the Representatives a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the Representatives, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 Securities Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least Baa1 by Xxxxx’x Investors Moody’s Investor’s Service Inc. and BBB+ by Standard & Poor’s Ratings ServicesGroup, a division of XxXxxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative, confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s other debt securities by any “nationally recognized statistical rating organizationagency,” as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s other debt securities.

Maintenance of Rating. At the Closing Time, the Securities shall be rated at least ____ by Xxxxx’x Investors Moody's Investor's Service Inc. and ____ by Standard & Poor’s 's Ratings ServicesGroup, a division of XxXxxxMcGrxx-Xxxx FinancialXxxx, Inc. as set forth in the Final Term Sheet Inc., and the Company shall have delivered to the Representatives Representative(s) a letter dated the Closing Time, from each such rating agency, or other evidence satisfactory to the RepresentativesRepresentative(s), confirming that the Securities have such ratings; and since the date of this Agreement, there shall not have occurred a downgrading in the rating assigned to the Securities or any of the Company’s 's other debt securities by any “"nationally recognized statistical rating organization,” agency", as that term is defined in Section 3(a)(62by the Commission for purposes of Rule 436(g)(2) of under the 1934 1933 Act, and no such organization shall have publicly announced that it has under surveillance or review its rating of the Securities or any of the Company’s 's other debt securities.