Common use of Fair Consideration; No Avoidance for Transferred Asset Payments Clause in Contracts

Fair Consideration; No Avoidance for Transferred Asset Payments. With respect to each Transferred Asset sold hereunder, the Seller sold such Transferred Asset to the Intermediate Seller in exchange for payment, made in accordance with the provisions of this Agreement, in an amount which constitutes fair consideration and reasonably equivalent value (which may be in the form of an increase in the value of the equity interests of the Intermediate Seller owned by the Seller). Each such Conveyance referred to in the preceding sentence shall not have been made for or on account of an antecedent debt owed by the Seller to the Intermediate Seller. In addition, no such Conveyance shall have been made with the intent to hinder or delay payment to or defraud any creditor of the Seller.

Fair Consideration; No Avoidance for Transferred Asset Payments. With respect to each Transferred Asset sold hereunder, the Intermediate Seller sold such Transferred Asset to the Intermediate Seller Purchaser in exchange for payment, made in accordance with the provisions of this Agreement, in an amount which constitutes fair consideration and reasonably equivalent value (which may be in the form of an increase in the value of the equity interests of Subordinated Notes issued to the Intermediate Seller owned by the SellerPurchaser). Each such Conveyance referred to in the preceding sentence shall not have been made for or on account of an antecedent debt owed by the Intermediate Seller to the Intermediate SellerPurchaser. In addition, no such Conveyance shall have been made with the intent to hinder or delay payment to or defraud any creditor of the Intermediate Seller.