Common use of Rating Agency Downgrade Clause in Contracts

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley or a replacement counterparty, or an entity xxxx xuxxxxxxxs the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's or Fitch withdraws its ratings of Morgan Stanley or a replacement counterparty, or an entity that xuxxxxxxxs the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley or a replacement counterparty, or an entity xxxx xuxxxxxxxs entxxx xxax xxxxxntees the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's or Fitch withdraws its ratings of Morgan Stanley or a replacement counterparty, or an entity that xuxxxxxxxs entxxx xxax xxxxxntees the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley or a replacement counterparty, or an entity xxxx xuxxxxxxxs the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating Rxxxxx (as defined xx xxxxned below) or Moodyany Rating AgencyMoody's or Fitch withdraws its ratings of Morgan Stanley or a replacement counterpartyStanley, or an entity that xuxxxxxxxs the obligations of Party A or a replacement counterparty, then, then within 30 days after such rating downgrade xxxxxrawal or withdrawaldowngrade, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f5(h), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley or a replacement counterparty, or an entity xxxx xuxxxxxxxs the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's or Fitch withdraws its ratings of Morgan Stanley or a replacement counterparty, or an entity that xxxx xuxxxxxxxs the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley Mxxxxx Sxxxxxx or a replacement counterparty, or an entity xxxx xuxxxxxxxs that guarantees the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's or Fitch ’s withdraws its ratings of Morgan Stanley Mxxxxx Sxxxxxx or a replacement counterparty, or an entity that xuxxxxxxxs guarantees the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's ’s obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley or a replacement counterpartycounxxxxxxtx, or xx an entity xxxx xuxxxxxxxs that guarantees the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's or Fitch withdraws its ratings of Morgan Stanley or a replacement counterpartycounxxxxxxtx, or an xx xn entity that xuxxxxxxxs guarantees the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f5(h), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley or a replacement counterparty, or an entity entitx xxxx xuxxxxxxxs xxxxxxxees the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's or Fitch withdraws its ratings of Morgan Stanley or a replacement counterparty, or an entity that xuxxxxxxxs xxxxxxxees the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley Xxxxxx Xxxxxxx or a replacement counterparty, or an entity xxxx xuxxxxxxxs that guarantees the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's ’s or Fitch withdraws its ratings of Morgan Stanley Xxxxxx Xxxxxxx or a replacement counterparty, or an entity that xuxxxxxxxs guarantees the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's ’s obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.

Rating Agency Downgrade. (i) In the event that any of the Rating Agencies downgrades Morgan Stanley or a replacement counterparty, or an entity xxxx xuxxxxxxxs the obligations of Party A or a replacement counterparty, below the Required Swap Counterparty Rating (as defined below) or Moody's or Fitch withdraws its ratings of Morgan Stanley or a replacement counterparty, or an entity that xuxxxxxxxs the obligations of Party A or a replacement counterparty, then, within 30 days after such rating downgrade or withdrawal, Party A or such replacement counterparty, as the case may be, shall, subject to the Rating Agency Condition (as defined below), at its own expense, either (1) cause another entity to replace Party A as party to this Agreement that meets or exceeds the Required Swap Counterparty Rating on terms substantially similar to this Agreement, (2) obtain a guaranty of, or a contingent agreement of another person with the Required Swap Counterparty Rating to honor Party A's obligations under this Agreement, (3) collateralize its exposure to the Trust pursuant to the ISDA Credit Support Annex attached hereto as Exhibit A, subject to the satisfaction of the Rating Agency Condition or (4) take other steps, if any, to enable the Trust to satisfy the Rating Agency Condition; provided that for purposes of this Part 5(f5(h), Party A shall be responsible for (A) posting collateral in accordance with such ISDA Credit Support Annex at its own cost and (B) any cost incurred by it in complying with its obligations.