Sensus Closing Date definition

Sensus Closing Date means the date, if any, on which the Sensus Acquisition is consummated.
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Sensus Closing Date means the date, if any, on which the Sensus Acquisition is consummated. "Solvent" means as to the Guarantor that as of the date of determination both (a) (i) the sum of the Guarantor's debt (including contingent liabilities) does not exceed all of its property, at a fair valuation; (ii) the Guarantor is able to pay the probable liabilities on the Guarantor's then existing debts as they become absolute and matured; and (iii) the Guarantor has not incurred, does not believe (and has no reason to believe) that it will incur, debts beyond its ability to pay such debts as they become due; and (b) the Guarantor is "solvent" within the meaning given that term and similar terms under applicable US laws relating to fraudulent transfers and conveyances. For purposes of this definition, the amount of any contingent liability at any time shall be computed as the amount that, in light of all of the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability (discounted to present value at rates believed to be reasonable by the Guarantor acting in good faith). "Spread" means the fixed spread to the Relevant Interbank Rate (being either plus or minus) determined by the Bank including the Margin and notified to a Borrower in the relevant Disbursement Offer or Interest Revision/Conversion Proposal. "Subsidiary" means all entities which are consolidated with the Guarantor in accordance with generally accepted accounting principles and practices in effect from time to time in the United States of America (US GAAP). "Technical Description" has the meaning given to it in Recital (1). "Tranche" means each disbursement made or to be made under this Contract. “Up-front Fee” has the meaning given to that term in Article 1.08. “Up-front Fee Letter” means the letter between Borrower 1 and the Bank dated on or about the date of this Contract setting out the amount of the Up-front Fee payable under Article 1.08. "US" means the United States of America. "USD" means United States Dollars, being the lawful currency of the United States of America. "Withdrawal Liability" means liability to a Multiemployer Plan as a result of a complete or partial withdrawal from such Multiemployer Plan, as such terms are defined in Part I of Subtitle E of Title IV of ERISA.
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Examples of Sensus Closing Date in a sentence

  • Each Borrower and the Guarantor shall ensure that the Leverage Ratio shall at all times be less than 3.50:1.00; provided that, for the period, if any, beginning with the Sensus Closing Date and ending on (and including) the last day of the fourth full fiscal quarter ended after the Sensus Closing Date, each of the Borrower and the Guarantor will not permit the Leverage Ratio at any time to exceed 4.00:1.00.

Related to Sensus Closing Date

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Second Closing Date means the date of the Second Closing.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • IPO Closing Date means the closing date of the IPO.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Additional Closing Date has the meaning set forth in Section 3.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Anticipated Closing Date shall have the meaning set forth in Section 1.6(a).

  • Loan Closing Date means the date upon which the Loan is made to the Company.

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.

  • Closing Date has the meaning set forth in Section 2.2.

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Financial Closing Date means the date of the closing of the initial agreements for any Financing of the Facility and of an initial disbursement of funds under such agreements.