Solvency Letter definition

Solvency Letter shall have the meaning set forth in Section 7.3(d).
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Solvency Letter has the meaning set forth in Section 5.13.
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Solvency Letter has the meaning set forth in Section 6.4(a).
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Examples of Solvency Letter in a sentence

  • Subject to the foregoing, the Solvency Letter shall be in form and substance reasonably satisfactory to the Company.

  • Notwithstanding anything to the contrary in this Agreement, Parent and/or MergerCo shall pay all fees, costs and expenses of such appraisal firm in connection with the preparation and delivery of the Solvency Letter.

  • Each of the Company Board and the MergerCo Board shall have received the Solvency Letter.

  • Except with the prior written consent of the Company's Board of Directors, Parent will not consummate the Merger unless and until such Board of Directors shall have received the Solvency Letter.

  • Except with the prior written consent of the Company's Board of Directors, the Parent will not consummate the Merger unless and until such Board shall have received the Solvency Letter (the "Solvency Letter Conditions").

  • The Board of Directors of the Company shall have received the Solvency Letter referred to in Section 5.10.

  • The Solvency Letter shall have been delivered to the Special Committee and the Board of Directors of the Company prior to the acceptance of Shares pursuant to the Offer.

  • In the event that Purchaser has engaged a nationally recognized appraisal firm (the "Appraiser") to prepare such a Solvency Letter, Purchaser shall have delivered such Solvency Letter to Seller.

  • Merger Company will request the Appraiser to deliver a form of the Solvency Letter as promptly as practicable but in no event later than five Business Days prior to the Closing Date.

  • Subject to the foregoing, the Solvency Letter shall be in form and substance reasonably satisfactory to the Board of Directors of the Company.


More Definitions of Solvency Letter

Solvency Letter means a letter, in form and substance satisfactory to each Lender, attesting to the solvency of the Borrower and its Subsidiaries delivered by Valuation Research Corporation.
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Solvency Letter shall refer to the letter described in the first sentence of Section 5.10(a) or, if no such letter is obtained, the letter described in the second sentence of Section 5.10(a).
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Solvency Letter is defined in Section 3.3(e).
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Related to Solvency Letter

  • Solvency II means the Solvency II Directive and any additional measures adopted to give effect to the Solvency II Directive (for the avoidance of doubt, whether implemented by way of a regulation (including, without limitation, the Level 2 Regulations), a directive, application of relevant EIOPA guidelines or otherwise);

  • Advisory letter means a nondisciplinary letter to notify a

  • Solvency mean, with respect to any Person on any date of determination, that on such date (a) the fair value of the property of such Person is greater than the total amount of liabilities, including contingent liabilities, of such Person, (b) the present fair salable value of the assets of such Person is not less than the amount that will be required to pay the probable liability of such Person on its debts as they become absolute and matured, (c) such Person does not intend to, and does not believe that it will, incur debts or liabilities beyond such Person’s ability to pay such debts and liabilities as they mature, (d) such Person is not engaged in business or a transaction, and is not about to engage in business or a transaction, for which such Person’s property would constitute an unreasonably small capital, and (e) such Person is able to pay its debts and liabilities, contingent obligations and other commitments as they mature in the ordinary course of business. The amount of contingent liabilities at any time shall be computed as the amount that, in the light of all the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability.

  • Insolvency Opinion means that certain non-consolidation opinion letter dated the date hereof delivered by Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx LLP in connection with the Loan.

  • Additional Insolvency Opinion shall have the meaning set forth in Section 4.1.30(c) hereof.

  • Applicable Insolvency Laws means all Applicable Laws governing bankruptcy, reorganization, arrangement, adjustment of debts, relief of debtors, dissolution, insolvency, fraudulent transfers or conveyances or other similar laws (including, without limitation, 11 U.S.C. Sections 544, 547, 548 and 550 and other “avoidance” provisions of Title 11 of the United States Code, as amended or supplemented).

  • Agent's Fee Letter means the letter agreement, dated as of the date hereof (as hereafter amended from time to time) between the Borrower and the Agent respecting certain fees payable to the Agent for its own account.

  • Solvency Capital Requirement means the Solvency Capital Requirement or the group Solvency Capital Requirement (as applicable) referred to in, or any other capital requirement (other than the Minimum Capital Requirement) howsoever described in, the Relevant Rules;

  • Solvency II Directive means Directive 2009/138/EC of the European Parliament and of the Council of the European Union of 25 November 2009 on the taking-up and pursuit of the business of insurance and reinsurance (Solvency II);

  • Mandate Letter has the meaning ascribed to it in the Memorandum of Understanding between MOHLTC and the LHIN, and means a letter from the Minister to the LHIN establishing priorities in accordance with the Premier’s mandate letter to the Minister.

  • Undertaking Letter The letter in substantially the form set forth in Exhibit C of the Trust Agreement.

  • Transfer Agent Instruction Letter means the letter from the Company to the Transfer Agent which instructs the Transfer Agent to issue Underlying Shares pursuant to the Transaction Documents, in the form of Exhibit B attached hereto.

  • Disbursement Instruction Agreement means an agreement substantially in the form of Exhibit M to be executed and delivered by the Borrower pursuant to pursuant to Section 6.1(a)(xi), as the same may be amended, restated or modified from time to time with the prior written approval of the Administrative Agent.

  • Standby Letter of Credit Agreement means the Standby Letter of Credit Agreement relating to the issuance of a Standby Letter of Credit in the form from time to time in use by the L/C Issuer.

  • Perfection Certificate Supplement means a certificate supplement in the form of Exhibit L-2 or any other form approved by the Collateral Agent.

  • Investment Representation Letter As defined in Section 5.02(b).

  • Facility Letter means the facility letter and the other letters of offer or other letters which may from time to time be issued by the Bank to the Borrower in relation to the Facilities.

  • Solvency Certificate means a Solvency Certificate of the chief financial officer of Holdings substantially in the form of Exhibit G-2.

  • Funding Indemnity Letter means a funding indemnity letter, substantially in the form of Exhibit N.

  • Representation Letters means the representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS) delivered or deliverable by, or on behalf of, Parent, SpinCo and others in connection with the rendering by Tax Advisors and/or the issuance by the IRS of the Tax Opinions/Rulings.

  • Payment instrument means any personalised device(s) and/or set of procedures agreed between the payment service user and the payment service provider and used in order to initiate a payment order;

  • Mortgage Loan Borrower Related Party shall have the meaning assigned to such term in Section 13.

  • Confirmation Letter means a letter issued by any applicable Rating Agency to the effect that neither (a) the resignation of Provident as Servicer under the Servicing Agreement and appointment of Litton as successor Servicer thereunder, nor (b) the amendments exxxxxxated by this Agreement, will adversely affect the then current ratings on the Certificates then being rated.