Common use of Solvency; Fraudulent Conveyance Clause in Contracts

Solvency; Fraudulent Conveyance. Each Seller and the Guarantor is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no Seller or Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Seller or Guarantor intends to incur, nor believes that it has incurred, debts beyond its ability to pay such debts as they mature. No Seller or the Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller or Guarantor or any of their assets. The amount of consideration being received by related Seller upon the sale of the Purchased Assets to Buyer constitutes reasonably equivalent value and fair consideration for such Purchased Assets. Sellers are not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their creditors. Guarantor is not transferring any Purchased Assets with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each of Seller and the Guarantor is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no neither Seller or nor Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Neither Seller or nor Guarantor intends to incur, nor believes that it has incurred, debts beyond its ability to pay such debts as they mature. No Neither Seller or the nor Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller or Guarantor or any of their assets. The amount of consideration being received by related Seller upon the sale of the Purchased Assets Loans to Buyer constitutes reasonably equivalent value and fair consideration for such Purchased AssetsLoans. Sellers are not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their creditors. Guarantor Seller is not transferring any Purchased Assets Loans with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each Seller and the Guarantor is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no Seller or neither the Sellers nor the Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Seller or Neither the Sellers nor the Guarantor intends to incur, nor believes that it has incurred, debts beyond its ability to pay such debts as they mature. No Seller or Neither the Sellers nor the Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller or the Guarantor or any of their assets. The amount of consideration being received by the related Seller upon the sale of the Purchased Assets to the Buyer constitutes reasonably equivalent value and fair consideration for such Purchased Assets. The Sellers are not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their creditors. The Guarantor is not transferring any Purchased Assets with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each of Seller and the Guarantor is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no neither Seller or nor Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Neither Seller or nor Guarantor intends to incur, nor believes that it has incurred, debts beyond its ability to pay such debts as they mature. No Neither Seller or the nor Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller or Guarantor or any of their assets. The amount of consideration being received by related Seller upon the sale of the Purchased Assets Loans to Buyer Buyers constitutes reasonably equivalent value and fair consideration for such Purchased AssetsLoans. Sellers are Seller is not transferring any Purchased Assets Loans with any intent to hinder, delay or defraud any of their its creditors. The amount of consideration being received by Guarantor upon the sale of the Purchased Loans to Seller, respectively, constitutes reasonably equivalent value and fair consideration for such Purchased Loans. Guarantor is not transferring any Purchased Assets Loans with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each Seller of Seller, Origen and the Guarantor Xxxxxxx is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no neither Xxxxxxx, Origen nor Seller or Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Seller or Guarantor intends does not intend to incur, nor believes or believe that it it, Origen or Xxxxxxx has incurred, debts beyond its ability to pay such debts as they mature. No Neither Xxxxxxx, Origen nor Seller or the Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller Seller, Origen or Guarantor Xxxxxxx or any of their assets. The amount of consideration being received by related the Seller upon the sale of the Purchased Assets Securities to Buyer and thereafter upon the sale of any Purchased Securities by the Seller to the Buyer constitutes reasonably equivalent value and fair consideration for such Purchased AssetsSecurities. Sellers are not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their creditors. Guarantor Seller is not transferring any Purchased Assets Securities with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each Seller and the Guarantor is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no neither a Seller or nor the Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Neither a Seller or nor the Guarantor intends to incur, nor believes that it has incurred, debts beyond its ability to pay such debts as they mature. No Neither a Seller or nor the Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any a Seller or the Guarantor or any of their assets. The amount of consideration being received by related a Seller upon the sale of the Purchased Assets Securities to Buyer the Buyers constitutes reasonably equivalent value and fair consideration for such Purchased AssetsSecurities. Sellers are Each Seller is not transferring any Purchased Assets Securities with any intent to hinder, delay or defraud any of their its creditors. The Guarantor is not transferring any Purchased Assets Securities with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each Seller and the Guarantor is are solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no . Neither Seller or nor Guarantor will not be left with an unreasonably small amount of capital with which to engage in its business. No Neither Seller or nor Guarantor intends to incur, nor believes does it believe that it has incurred, debts beyond its ability to pay such debts as they mature. No Neither Seller or the nor Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller or Guarantor or any of their its assets. The amount of consideration being received by related Seller upon the sale of the Purchased Assets Loans to Buyer constitutes reasonably equivalent value and fair consideration for such Purchased AssetsLoans. Sellers are not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their creditors. Guarantor Seller is not transferring any Purchased Assets Loans with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each Seller and the Guarantor is solvent and will not be rendered insolvent by the any Transaction and, after giving effect to such Transaction, no Seller or nor Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Seller or nor Guarantor intends to incur, nor believes that it has incurred, debts beyond its ability to pay such debts as they mature. No Seller or the nor Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any such Seller or Guarantor or any of their assets. The amount of consideration being received by related Seller Sellers upon the sale of the Purchased Assets to Buyer constitutes reasonably equivalent value and fair consideration for such Purchased Assets. Sellers are not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their creditors. Guarantor No Seller is not transferring any Purchased Assets with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each of Seller and the Guarantor Originator is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no neither Seller or Guarantor nor Originator will be left with an unreasonably small amount of capital with which to engage in its business. No Neither Seller or Guarantor nor Originator intends to incur, nor believes that it has incurred, debts beyond its ability to pay such debts as they mature. No Neither Seller or the Guarantor nor Originator is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller or Guarantor Originator or any of their assets. The amount of consideration being received by related Seller upon the sale of the Purchased Assets to Buyer constitutes reasonably equivalent value and fair consideration for such Purchased Assets. Sellers are Seller is not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their its creditors. Guarantor The amount of consideration being received by Originator upon the sale and/or contribution of the Purchased Assets to Seller constitutes fair consideration for such Purchased Assets. Originator is not transferring any Purchased Assets with any intent to hinder, delay or defraud any of its creditors.

Solvency; Fraudulent Conveyance. Each Seller of Seller, Origen and the Guarantor is solvent and will not be rendered insolvent by the Transaction and, after giving effect to such Transaction, no neither Guarantor, Origen nor Seller or Guarantor will be left with an unreasonably small amount of capital with which to engage in its business. No Seller or Guarantor intends does not intend to incur, nor believes or believe that it it, Origen or Guarantor has incurred, debts beyond its ability to pay such debts as they mature. No Neither Guarantor, Origen nor Seller or the Guarantor is contemplating the commencement of insolvency, bankruptcy, liquidation or consolidation proceedings or the appointment of a receiver, liquidator, conservator, trustee or similar official in respect of any Seller Seller, Origen or Guarantor or any of their assets. The amount of consideration being received by related the Seller upon the sale of the Purchased Assets Securities to Buyer and thereafter upon the sale of any Purchased Securities by the Seller to the Buyer constitutes reasonably equivalent value and fair consideration for such Purchased AssetsSecurities. Sellers are not transferring any Purchased Assets with any intent to hinder, delay or defraud any of their creditors. Guarantor Seller is not transferring any Purchased Assets Securities with any intent to hinder, delay or defraud any of its creditors.