Solvency; Ability to Perform Agreement. Buyer is solvent, now has, or at the Closing Date will have, available funds necessary to pay the Purchase Price without the need to obtain additional financing, and there is no occurrence, event or condition with respect to it that would prevent it from performing this Agreement in all material respects. Buyer will not become insolvent as a result of consummating the transaction contemplated by this Agreement.
Solvency; Ability to Perform Agreement. Purchaser will have available funds on the Closing Date necessary to pay the Purchase Price and to pay all related transaction expenses payable by Purchaser. Purchaser will not become insolvent as a result of consummating the transactions contemplated by this Agreement.
Solvency; Ability to Perform Agreement. Buyer is solvent, now has available funds necessary to pay the Purchase Price without the need to obtain additional financing, and to its knowledge, there is no occurrence, event or condition with respect to it that would prevent it from performing this Agreement in all material respects. Buyer will not become insolvent as a result of consummating the Transactions. No solvency proceeding of any character, including bankruptcy, receivership, reorganization, composition or arrangement with creditors (including any assignment for the benefit of creditors), voluntary or involuntary, affecting the business of Buyer (other than as a creditor) is pending or is currently being contemplated by Buyer or is being threatened against Buyer by any other Person. Buyer has not made any assignment for the benefit of creditors or taken any action in contemplation of, or which would constitute the basis for, the institution of any such insolvency proceedings.
Solvency; Ability to Perform Agreement. Parent is now solvent and has immediately available funds sufficient to consummate the transactions contemplated by this Agreement, including the payment of all fees and expenses payable by Parent in connection with the transactions contemplated by this Agreement. Parent will not become insolvent as a result of consummating the transactions contemplated by this Agreement.
Solvency; Ability to Perform Agreement. Subject to the Seller’s and Company Entities’ compliance in all material respects with Section 5.22, the Purchaser will have available funds on the Closing Date necessary to pay the Purchase Price and to pay all related transaction expenses payable by the Purchaser. The Purchaser will not become insolvent as a result of consummating the transactions contemplated by this Agreement. Attached hereto as Exhibit A are true and correct copies of commitment letters from the lenders set forth on Schedule 4.6 (the “Debt Commitment Letters” and the financing contemplated thereby, the “Debt Financing”) and commitment letters relating to the funds to be raised through the purchase and sale of equity securities of the Purchaser or its Affiliates (the “Equity Commitment Letters”, and together with the Debt Commitment Letters, the “Commitment Letters” and the financing contemplated by the Equity Commitment Letters, together with the Debt Financing solely to the extent necessary for Purchaser to fund the Purchase Price and to pay all related transaction expenses payable by the Purchaser, the “Purchaser Financing”), each of which Commitment Letter is in full force and effect. For the avoidance of doubt, the Purchaser shall be under no obligation hereunder to provide Seller or the Company with any fee letters associated with the Debt Financing.
Solvency; Ability to Perform Agreement. The Purchaser is solvent, has immediately available funds sufficient to consummate the transactions contemplated by this Agreement, including payment of all fees and expenses payable by Purchaser in connection with the transactions contemplated by this Agreement.
