S&P Rating Agency Condition definition

S&P Rating Agency Condition. With respect to any event or any action taken or to be taken by or on behalf of the Issuer, a condition that is satisfied if S&P provides written confirmation (which may take the form of a press release or other written communication which may be in electronic form or posted on S&P’s website) that, with respect to its then-current rating of any Class of Secured Notes rated by S&P, no immediate withdrawal or reduction will occur as a result of such event or action; provided that the S&P Rating Agency Condition shall be deemed to be satisfied if (i) no Class of Secured Notes then outstanding is then rated by S&P (including due to the withdrawal by S&P of its rating on such Notes) or (ii) S&P makes a public announcement or informs the Issuer, the Collateral Manager or the Trustee in writing that (A) it believes that satisfaction of the S&P Rating Agency Condition is not required with respect to such event or action, (B) its practice is not to give such confirmations or (C) it will not review such event or action for purposes of evaluating whether to confirm the then-current ratings (or Initial Ratings) of the Secured Notes rated by S&P.
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Examples of S&P Rating Agency Condition in a sentence

  • For the avoidance of doubt, no written communication given by S&P under this Section 6.18 shall be deemed to satisfy the S&P Rating Agency Condition unless such communication is provided by S&P specifically in satisfaction of the S&P Rating Agency Condition.

  • The Co-Issuers agree to notify the Collateral Manager and the Rating Agency promptly if they become aware of the breach of any of the representations and warranties contained in this Section 7.19 and shall not, without satisfaction of the S&P Rating Agency Condition, waive any of the representations and warranties in this Section 7.19 or any breach thereof.

  • The Co-Issuers may amend, or permit the amendment of, their Memorandum and Articles of Association (in the case of the Issuer) and certificate of formation and operating agreement (in the case of the Co-Issuer) only if such amendment would satisfy the S&P Rating Agency Condition.

  • For the avoidance of doubt, no written communication given by S&Pany Rating Agency under this Section 6.18 shall be deemed to satisfy the S&P Rating Agency Condition or the DBRS Rating Condition, as applicable, unless such communication is provided by S&Psuch Rating Agency specifically in satisfaction of the S&P Rating Agency Condition or the DBRS Rating Condition, as applicable.

  • Unless only additional Subordinated Notes are being issued, an Officer’s certificate of the Issuer to the effect that attached thereto is a true and correct copies of the letter signed by S&P, confirming that the S&P Rating Agency Condition has been satisfied with respect to the additional issuance.

  • Prior to June 1, annually, Forest Service shall notify Purchaser in writing if (a) Purchaser is to perform commensurate share of road maintenance as provided in Special Provision C5.31# or (b) make deposits in lieu of performed maintenance at a rate per unit of measure (by product if applicable) per mile to be established each year or (c) combination thereof.

  • The Co-Issuers may amend, or permit the amendment of, its Memorandum and Articles of Association or declaration of trust (in the case of the Issuer) and certificate of formation and limited liability company operating agreement (in the case of the Co-Issuer) only if such amendment would satisfy the S&P Rating Agency Condition.

  • Unless only additional Subordinated Notes are being issued, an Officer’s certificate of the Issuer to the effect that attached thereto is a true and correct copy of the letter signed by S&P, confirming that the S&P Rating Agency Condition has been satisfied with respect to the additional issuance.

  • The Issuer Entities may amend, or permit the amendment of, their Memorandum and Articles of Association (in the case of the Issuer and the Issuer Subsidiaries) and certificate of formation and operating agreement (in the case of the Co-Issuer) only if such amendment would satisfy the S&P Rating Agency Condition.

  • Unless only additional Subordinated Notes are being issued, an Officer’s certificate of the Issuer to the effect that attached thereto is a true and correct copiescopy of the letter signed by S&P, confirming that the S&P Rating Agency Condition has been satisfied with respect to the additional issuance.

Related to S&P Rating Agency Condition

  • Rating Agency Condition means, with respect to any action, that each Rating Agency shall have been given 10 days’ (or such shorter period as shall be acceptable to each Rating Agency) prior notice thereof and that each Rating Agency shall not have notified the Issuer or the Indenture Trustee in writing that such action will result in a reduction, withdrawal or down-grade of the then-current rating of each class of Notes.

  • Rating Agency Confirmation means, with respect to any Securitization, a confirmation in writing (which may be in electronic form) by each of the applicable Rating Agencies for such Securitization that the occurrence of the event with respect to which such Rating Agency Confirmation is sought shall not result in a downgrade, qualification or withdrawal of the applicable rating or ratings ascribed by such Rating Agency to any of the securities issued pursuant to such Securitization that are then outstanding. If no such securities are outstanding with respect to any Securitization, any action that would otherwise require a Rating Agency Confirmation shall instead require the consent of the Controlling Note Holder, which consent shall not be unreasonably withheld or delayed. For the purposes of this Agreement, if any Rating Agency shall waive, decline or refuse to review or otherwise engage any request for Rating Agency Confirmation hereunder, such waiver, declination, or refusal shall be deemed to eliminate, for such request only, the condition that a Rating Agency Confirmation by such Rating Agency (only) be obtained for purposes of this Agreement, and any requirement hereunder to obtain a Rating Agency Confirmation from any Rating Agency may be satisfied or deemed in the same manner that a Rating Agency Confirmation requirement may be satisfied or deemed satisfied under the Lead Securitization Servicing Agreement. For purposes of clarity, any such waiver, declination or refusal to review or otherwise engage in any request for a Rating Agency Confirmation hereunder shall not be deemed a waiver, declination or refusal to review or otherwise engage in any subsequent request for a Rating Agency Confirmation hereunder and the condition for Rating Agency Confirmation pursuant to this Agreement for any subsequent request shall apply regardless of any previous waiver, declination or refusal to review or otherwise engage in such prior request.

  • Companion Loan Rating Agency Confirmation With respect to any matter involving the servicing and administration of a Serviced Companion Loan or any related REO Property as to which any Serviced Companion Loan Securities exist, confirmation in writing (which may be in electronic form) by each applicable Companion Loan Rating Agency that a proposed action, failure to act or other event so specified will not, in and of itself, result in the downgrade, withdrawal or qualification of the then-current rating assigned to any class of such Serviced Companion Loan Securities (if then rated by the Companion Loan Rating Agency); provided that upon receipt of a written waiver or other acknowledgment from the Companion Loan Rating Agency indicating its decision not to review or declining to review the matter for which the Companion Loan Rating Agency Confirmation is sought (such written notice, a “Companion Loan Rating Agency Declination”), or as otherwise provided in Section 3.30 of this Agreement, the requirement for the Companion Loan Rating Agency Confirmation from the applicable Companion Loan Rating Agency with respect to such matter shall not apply.

  • Rating Condition has the meaning specified in Section 2.06(c)(ii).

  • Rating Agency Event means that any nationally recognized statistical rating organization within the meaning of Section 3(a)(62) under the Exchange Act that then publishes a rating for us (a “rating agency”) amends, clarifies or changes the criteria it uses to assign equity credit to securities such as the notes, which amendment, clarification or change results in: