Common use of Security Required Clause in Contracts

Security Required. (a) To the extent any cession is made hereunder on a coinsurance basis, the Reinsurer shall secure its obligations with respect to the Coinsured Liabilities by, at its option, either (i) posting a “clean”, irrevocable, unconditional and evergreen letter of credit issued by a bank acceptable to the Ceding Company in its sole discretion that meets the requirements of Applicable Law and would permit the Ceding Company full credit as admitted reinsurance of the Coinsured Liabilities (a “Letter of Credit”), (ii) establishing and funding a reinsurance trust account (the “Reinsurance Trust Account”) for the benefit of the Ceding Company, which Reinsurance Trust Account shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender) and/or investments of the types permitted by Article 3.10, § (d), or Article 5.75-1, § (d) of the Texas Insurance Code and permitted by investment guidelines mutually agreed between the Ceding Company and the Reinsurer, provided, that such investments are issued by an institution that is not the parent, Subsidiary or other Affiliate of either the Ceding Company or the Reinsurer (“Authorized Investments”), deposited pursuant to a trust agreement in form and substance, and with a third party trustee, in each case satisfactory to the Ceding Company in its sole discretion that, at all times, meets the requirements of any Applicable Law, and that would permit the Ceding Company full credit as admitted reinsurance of the Coinsured Liabilities, or (iii) a combination of both a Letter of Credit and Reinsurance Trust Account. Assets deposited into the Reinsurance Trust Account shall be valued according to their current Fair Market Value. (b) The Reinsurer shall maintain the face amount of the Letter of Credit plus the Fair Market Value of Reinsurance Trust Account Authorized Investments (“Collateral Value”) at an amount no less than the then-applicable Required Balance. The Required Balance shall be adjusted as of the end of each Accounting Period. “Required Balance” means, with respect to any Accounting Period, an amount equal to the Coinsured Liabilities as of the end of the most recent Accounting Period plus, to the extent required, any additional amount necessary to provide the Ceding Company full credit for reinsurance for the Coinsured Liabilities under Applicable Law.

Security Required. (a) To the extent any cession is made hereunder on A. PRINCIPAL shall furnish to COUNTY a coinsurance basissecurity bond, the Reinsurer shall secure its obligations with respect to the Coinsured Liabilities by, at its option, either (i) posting a “clean”, irrevocable, unconditional and evergreen letter of credit issued by a bank acceptable corporate surety authorized to do business in the Ceding Company State of California and in its sole discretion that meets the requirements of Applicable Law and would permit the Ceding Company full credit as admitted reinsurance of the Coinsured Liabilities (a “Letter of Credit”), (ii) establishing and funding a reinsurance trust account (the “Reinsurance Trust Account”) for the benefit of the Ceding Company, which Reinsurance Trust Account shall consist only of cash (United States legal tender), certificates of deposit (issued form approved by a United States bank and payable in United States legal tender) and/or investments of the types permitted by Article 3.10, § (d), or Article 5.75-1, § (d) of the Texas Insurance Code and permitted by investment guidelines mutually agreed between the Ceding Company and the Reinsurer, provided, that such investments are issued by an institution that is not the parent, Subsidiary or other Affiliate of either the Ceding Company or the Reinsurer (“Authorized Investments”), deposited pursuant to a trust agreement in form and substance, and with a third party trusteeCOUNTY, in each case satisfactory to the Ceding Company in its sole discretion that, at all times, meets the requirements of any Applicable Law, and that would permit the Ceding Company full credit as admitted reinsurance of the Coinsured Liabilities, or (iii) a combination of both a Letter of Credit and Reinsurance Trust Account. Assets deposited into the Reinsurance Trust Account shall be valued according to their current Fair Market Value. (b) The Reinsurer shall maintain the face amount of the Letter of Credit plus the Fair Market Value of Reinsurance Trust Account Authorized Investments (“Collateral Value”) at an amount no less than the then-applicable Required Balance. The Required Balance shall be adjusted as of the end of each Accounting Period. “Required Balance” means, with respect to any Accounting Period, an amount equal to the Coinsured Liabilities as 100% of the end total estimated cost of the most recent Accounting Period plusImprovements to secure PRINCIPAL’s faithful performance of the work. The amount of the security bond shall be the sum of $ . B. In lieu of such bond, PRINCIPAL may furnish another security, in a form satisfactory to the extent requiredCOUNTY Executive or designee, any additional amount pledging that funds necessary to provide construct the Ceding Company full credit Improvements are available and guaranteed for reinsurance payment on demand. C. Where PRINCIPAL furnishes to COUNTY the security described in section 7(B) above, PRINCIPAL may request the COUNTY Executive or his designee to inspect the work as it progresses. If COUNTY finds the work to be in accordance with COUNTY requirements and standards, COUNTY may accept the work as it progresses, and a partial refund of any cash deposit, if applicable, shall be provided to PRINCIPAL in a sum in the same ratio to the total deposit as the work accepted bears to the total work necessary to complete construction of the Improvements. No refunds in excess of 90% of the total amount of the deposit shall be made until the Improvements have been completed and accepted by COUNTY. The COUNTY Executive’s or designee’s determination as to the amount of work done and the amount of refund to be paid, if any, shall be final and conclusive. D. Where PRINCIPAL furnishes the security bond described in section 7(A) above, such bond may be released as the work progresses and is accepted in the same manner and under the same conditions as the cash deposit may be refunded. E. Procurement and delivery of the security described above shall be a condition precedent to COUNTY’s acceptance of the Improvements. F. In the event that it becomes necessary for COUNTY to enforce the Coinsured Liabilities under Applicable Lawobligations secured by the security furnished by PRINCIPAL, COUNTY shall be entitled to recover its costs and reasonable expenses and fees, including reasonable attorneys’ fees, as provided in Government Code section 66499.4.

Security Required. (a) To As general and continuing collateral security for the extent any cession is made hereunder on a coinsurance basisdue payment of all present and future debts, liabilities and obligations of the Reinsurer shall secure its obligations with respect Credit Parties to the Coinsured Liabilities bySecurity Beneficiaries, at its option, either there shall be provided (iand the Borrower and the Guarantors agree to provide or cause to be provided) posting a “clean”, irrevocable, unconditional and evergreen letter of credit issued the following security (together with all other security granted by a bank acceptable to the Ceding Company any Credit Party in its sole discretion that meets the requirements of Applicable Law and would permit the Ceding Company full credit as admitted reinsurance favour of the Coinsured Liabilities (a “Letter of Credit”), (ii) establishing and funding a reinsurance trust account (the “Reinsurance Trust Account”) Collateral Agent for the benefit of any of the Ceding CompanySecurity Beneficiaries in their capacities as such, the "SECURITY"), which Reinsurance Trust Account shall consist be in form and substance satisfactory to the Lenders: (a) the Collateral Agency and Intercreditor Agreement; (b) a general security agreement from the Borrower in favour of the Collateral Agent constituting a first-priority Lien (subject only to Permitted Liens) on all of cash the present and future property of the Borrower; (United States legal tender)c) a securities pledge agreement from the Borrower in favour of the Collateral Agent constituting a first-priority Lien (subject only to Permitted Liens) on all of the present and future shares in the capital of its Subsidiaries (if any) acknowledged by such Subsidiaries, together with such resolutions and consents as the Agent may determine are legally required or advisable and the security certificates of deposit (duly issued by a United States bank and payable each of such Subsidiaries evidencing such pledge of securities duly endorsed in United States legal tender) and/or investments of the types permitted by Article 3.10, § (d), or Article 5.75-1, § blank for transfer; (d) an assignment of all Material Contracts from the Borrower and each Guarantor in favour of the Texas Insurance Code Collateral Agent with such consents or acknowledgements as the Lenders may require; (e) unlimited guarantees and permitted postponements of claims from each Guarantor guaranteeing to the Agent the due payment and performance of all Indebtedness and to the Collateral Agent the due payment and performance of all present and future debts, liabilities and obligations of the Borrower under any Secured Hedging Arrangement; (f) a general security agreement from each Guarantor in favour of the Collateral Agent constituting a first-priority Lien (subject only to Permitted Liens) on all of the present and future property of such Guarantor; (g) a securities pledge agreement from each Guarantor in favour of the Collateral Agent constituting a first-priority Lien (subject only to Permitted Liens) on all of the present and future shares in the capital of its Subsidiaries, acknowledged by investment guidelines mutually agreed between such Subsidiaries, together with such resolutions and consents as the Ceding Company Agent may determine are legally required or advisable and the Reinsurer, provided, that such investments are security certificates duly issued by an institution that is not each of such Subsidiaries evidencing such pledge of securities duly endorsed in blank for transfer; (h) charge/mortgages of land in favour of the parent, Subsidiary or other Affiliate of either the Ceding Company or the Reinsurer Collateral Agent constituting a first-priority Lien (“Authorized Investments”), deposited pursuant subject only to a trust agreement in form and substance, and with a third party trusteePermitted Liens) over all real property owned by any Credit Parties from time to time, in each case in such principal amount as the Collateral Agent may reasonably require; (i) an assignment of insurance proceeds in favour of the Collateral Agent with respect to all property insurance from time to time held by the Credit Parties, with all such policies of insurance to name the Collateral Agent as loss payee as its interests may appear and to contain a standard mortgage clause in form and content satisfactory to the Ceding Company in its sole discretion thatAgent, at all times, meets the requirements as required pursuant to Subsection 8.01(f); (j) unlimited guarantees and postponements of any Applicable Law, and that would permit the Ceding Company full credit as admitted reinsurance claims from each Subsidiary of the Coinsured LiabilitiesBorrower or the Parent Guarantor guaranteeing to the Agent the due payment and performance of all Indebtedness and to the Collateral Agent the due payment and performance of all present and future debts, or liabilities and obligations of the Borrower under any Secured Hedging Arrangement; (iiik) a combination general security agreement from each Subsidiary of both the Borrower or the Parent Guarantor in favour of the Collateral Agent constituting a Letter first-priority Lien (subject only to Permitted Liens) on all of Credit the present and Reinsurance Trust Account. Assets deposited into the Reinsurance Trust Account shall be valued according to their current Fair Market Value.future property of such Subsidiary; and (bl) The Reinsurer shall maintain such hypothecs and other security documents as may be necessary for the face amount purpose of creating and preserving in the Province of Quebec and in any other relevant jurisdiction the Liens constituted by any of the Letter of Credit plus the Fair Market Value of Reinsurance Trust Account Authorized Investments (“Collateral Value”) at an amount no less than the then-applicable Required Balance. The Required Balance shall be adjusted as of the end of each Accounting Period. “Required Balance” means, with respect to any Accounting Period, an amount equal to the Coinsured Liabilities as of the end of the most recent Accounting Period plus, to the extent required, any additional amount necessary to provide the Ceding Company full credit for reinsurance for the Coinsured Liabilities under Applicable Lawforegoing.