The Derivative Agreements Sample Clauses

The Derivative Agreements. Upon the Supplemental Interest Trustee obtaining actual knowledge that a Counterparty's Threshold (as defined in the applicable ISDA Master Agreement) has been reduced to zero, the Supplemental Interest Trustee shall (i) demand delivery of the Delivery Amount (as defined in the applicable ISDA Master Agreement) from the applicable Counterparty on each Valuation Date (as defined in the applicable ISDA Master Agreement), if applicable, (ii) deliver to the applicable Counterparty the Return Amount (as defined in the applicable ISDA Master Agreement) on each Valuation Date, if applicable, as well as Distributions and the Interest Amount (each as defined in the applicable ISDA Master Agreement), to the extent required under the applicable ISDA Master Agreement and (iii) take such other action required under the applicable ISDA Master Agreement. If a Delivery Amount is demanded under an ISDA Master Agreement, the Supplemental Interest Trustee shall open and maintain a segregated account meeting the requirements set forth in the applicable ISDA Master Agreement to hold cash and other eligible investments pledged under such ISDA Master Agreement. Any cash or other Eligible Collateral (as defined in the applicable ISDA Master Agreement) pledged under the applicable ISDA Master Agreement shall not be part of the Distribution Account or any Derivative Account unless remitted to such accounts by the Supplemental Interest Trustee. If Eligible Collateral with a Value (as defined in the applicable ISDA Master Agreement) equal to the Delivery Amount is not delivered to the Supplemental Interest Trustee by the applicable Counterparty, the Supplemental Interest Trustee shall notify such Counterparty and Countrywide of such failure. Upon the Supplemental Interest Trustee obtaining actual knowledge of an Event of Default or Termination Event (each as defined in the applicable ISDA Master Agreement) for which the Supplemental Interest Trustee has the right to designate an Early Termination Date (as defined in such ISDA Master Agreement), the Supplemental Interest Trustee shall act at the written direction of Countrywide as to whether to designate an Early Termination Date; provided, however, that, following such Event of Default or Termination Event and before designating an Early Termination Date, the Trustee or the Supplemental Interest Trustee shall provide written notice to each Rating Agency. Following the designation of an Early Termination Date, (i) the Supplemental Int...
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Related to The Derivative Agreements

  • Derivative Contracts (a) The Trustee shall, at the direction of the Master Servicer, on behalf of the Trust Fund, enter into Derivative Contracts, solely for the benefit of the Class SB Certificates. Any such Derivative Contract shall constitute a fully prepaid agreement. The Master Servicer shall determine, in its sole discretion, whether any Derivative Contract conforms to the requirements of Section 4.11(b) and (c). Any acquisition of a Derivative Contract shall be accompanied by an appropriate amendment to this Agreement, including an Opinion of Counsel, as provided in Section 11.01, and either (i) an Opinion of Counsel to the effect that the existence of the Derivative Contract will not adversely affect the availability of the exemptive relief afforded under ERISA by U.S. Department of Labor Prohibited Transaction Exemption 94-29, as most recently amended, 67 Fed. Reg. 54487 (August 22, 2002), or Prohibited Transaction Class Exemption 95-60, 60 Fed. Reg. 35925 (July 12, 1995), to the Holders of the Class A Certificates or the Class M Certificates, respectively, as of the date the Derivative Contract is entered into by the Trustee or (ii) the consent of each Holder of a Class A Certificate or a Class M Certificate to the acquisition of such Derivative Contract. All collections, proceeds and other amounts in respect of the Derivative Contracts payable by the Derivative Counterparty shall be distributed to the Class SB Certificates on the Distribution Date following receipt thereof by the Trustee. In no event shall such an instrument constitute a part of any REMIC created hereunder. In addition, in the event any such instrument is deposited, the Trust Fund shall be deemed to be divided into two separate and discrete sub-Trusts. The assets of one such sub-Trust shall consist of all the assets of the Trust other than such instrument and the assets of the other sub-Trust shall consist solely of such instrument.

  • Collective Agreements There are no collective agreements affecting your terms and conditions of employment.

  • Operative Agreements The Capital Securities shall be fully and unconditionally guaranteed on a subordinated basis by the Company with respect to distributions and amounts payable upon liquidation, redemption or repayment (the "Guarantee") pursuant and subject to the Guarantee Agreement (the "Guarantee Agreement"), to be dated as of the Closing Date and executed and delivered by the Company and U.S. Bank National Association ("U.S. Bank"), as trustee (the "Guarantee Trustee"), for the benefit from time to time of the holders of the Capital Securities. The entire proceeds from the sale by the Trust to the holders of the Capital Securities shall be combined with the entire proceeds from the sale by the Trust to the Company of its common securities (the "Common Securities"), and shall be used by the Trust to purchase $15,464,000.00 in principal amount of the Floating Rate Junior Subordinated Deferrable Interest Debentures (the "Debentures") of the Company. The Capital Securities and the Common Securities for the Trust shall be issued pursuant to an Amended and Restated Declaration of Trust among U.S. Bank, as institutional trustee (the "Institutional Trustee"), the Administrators named therein, and the Company, to be dated as of the Closing Date and in substantially the form heretofore delivered to the Placement Agents (the "Trust Agreement"). The Debentures shall be issued pursuant to an Indenture (the "Indenture"), to be dated as of the Closing Date, between the Company and U.S. Bank, as indenture trustee (the "Indenture Trustee"). The documents identified in this Section 1.2 and in Section 1.1 are referred to herein as the "Operative Documents."

  • Related Party Agreements 34 7.5 Cooperation................................................... 34 7.6 Conduct of Business Pending Closing........................... 35 7.7

  • Collective Agreement ARTICLE 1 -

  • Financing Agreements The School shall comply with Ch. 37D, HRS, relating to financing agreements. “Financing agreement” means any lease purchase agreement, installment sale agreement, loan agreement, line of credit or other agreement of the department or, with the approval of the director, and any agency, to finance the improvement, use or acquisition of real or personal property that is or will be owned or operated by one or more agencies of the State, the department or any agency, or to refinance previously executed financing agreements including certificates of participation relating thereto. The School shall not act as a guarantor of any such financing agreement.

  • Collateral Matters; Swap Agreements The benefit of the Security Instruments and of the provisions of this Agreement relating to any collateral securing the Indebtedness shall also extend to and be available to those Lenders or their Affiliates which are counterparties to any Swap Agreement with the Borrower or any of its Subsidiaries on a pro rata basis in respect of any obligations of the Borrower or any of its Subsidiaries which arise under any such Swap Agreement while such Person or its Affiliate is a Lender, but only while such Person or its Affiliate is a Lender, including any Swap Agreements between such Persons in existence prior to the date hereof. No Lender or any Affiliate of a Lender shall have any voting rights under any Loan Document as a result of the existence of obligations owed to it under any such Swap Agreements.

  • Lower Tier Agreements The Performer shall include this Article, suitably modified to identify the Parties, in all subcontracts or lower tier agreements, regardless of tier, for experimental, developmental, or research work.

  • Derivative Transactions Enter into any Derivative Transaction.

  • Assigned Agreements Each Grantor shall at its expense, with respect to all Assigned Agreements, comply with the covenants contained in clause (m) of Section 7.1.1 and Section 7.2.10 of the Credit Agreement. Without the prior consent of the Administrative Agent, no Grantor shall waive, settle, release or discharge any Person with respect to any of its obligations under any Assigned Agreement (other than upon due completion of such obligations by such Person).

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