Common use of Fraudulent Conveyance Clause in Contracts

Fraudulent Conveyance. The Borrower (1) has not entered into the Loans (as defined on Exhibit C) or any Loan Document with the actual intent to hinder, delay, or defraud any creditor; and (2) received reasonably equivalent value in exchange for its obligations under the Loan Documents. Giving effect to the Loans contemplated by the Loan Documents, the fair saleable value of the Borrower's assets exceed and will, immediately following the execution and delivery of the Loan Documents, exceed the Borrower's total liabilities, including, without limitation, subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder). The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not and, immediately following the execution and delivery of the Loan Documents will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower (1i) has not entered into the Loans (as defined on Exhibit C) transactions contemplated by this Agreement or any other Loan Document with the actual intent to hinder, delay, or defraud any creditor; , and (2ii) has received reasonably equivalent value in exchange for its obligations under the Note, this Agreement and the other Loan Documents. Giving effect to the Loans transactions contemplated by the Loan Documents, the fair saleable salable value of the Borrower's assets exceed exceeds, and will, immediately following the execution and delivery of the Loan DocumentsDocuments and the advance of the Loan proceeds thereunder, exceed the exceed, Borrower's total probable liabilities, including, without limitation, the maximum amount of its subordinated, unliquidated, disputed or and/or contingent liabilities (if permitted hereunder)liabilities. The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not not, and, immediately following the execution and delivery of the Loan Documents and the advance of the Loan proceeds thereunder, will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts and liabilities as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower (1a) has not entered into the Loans (as defined on Exhibit C) transactions contemplated by this Agreement or any other Loan Document with the actual intent to hinder, delay, or defraud any creditor; creditor and (2b) has received reasonably equivalent value in exchange for its obligations under the Note, this Agreement and the other Loan Documents. Giving effect to the Loans transactions contemplated by the Loan Documents, the fair saleable salable value of the Borrower's assets exceed exceeds, and will, immediately following the execution and delivery of the Loan Documents, exceed the Borrower's total liabilities, including, without limitation, subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder). The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not and, will immediately following the execution and delivery of the Loan Documents and the advance of the proceeds thereof, exceed, Borrower's total probable liabilities, including, without limitation, the maximum amount of its subordinated, unliquidated, disputed or contingent liabilities. Borrower's assets do not, and immediately following the execution and delivery of the Loan Documents and the advance of the proceeds thereof, will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts and liabilities as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower Grantor represents and warrants as follows: (1i) it has not entered into this Mortgage or the Loans (as defined on Exhibit C) other Loan Documents or any Loan Document the transactions contemplated hereby or thereby with the actual intent to hinder, delay, or defraud any creditor; , and (2ii) it has received reasonably equivalent value in exchange for its obligations under this Mortgage and the other Loan Documents. Giving effect to the Loans contemplated by the Loan Documents, the fair saleable value of the Borrower's assets exceed and will, immediately following the execution and delivery of the Loan Documents, exceed the Borrower's total liabilities, including, without limitation, subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder). The fair saleable value of the Borrower's assets of Grantor is and will, immediately following the execution and delivery of this Mortgage and the other Loan Documents, be greater than the BorrowerGrantor's probable liabilities, including the maximum amount of its the contingent liabilities of Grantor or its their debts as such debts become absolute and matured (if permitted hereunder)matured. The Borrower's assets of Grantor do not and, immediately following follow- ing the execution and delivery of this Mortgage and the other Loan Documents will not, constitute unreasonably small capital to carry out its the business of Grantor as conducted or as proposed to be conducted. The Borrower Grantor does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the BorrowerGrantor).

Fraudulent Conveyance. The Borrower (1a) has not entered into the Loans (as defined on Exhibit C) transactions contemplated by this agreement or any other Loan Document with the actual intent to hinder, delay, or defraud any creditor; creditor and (2b) received reasonably equivalent value in exchange for its obligations under the Note, this Agreement and the other Loan Documents. Giving effect to the Loans transactions contemplated by the Loan Documents, the fair saleable salable value of the Borrower's assets exceed exceeds, and will, immediately following the execution and delivery of the Loan Documents, exceed the Borrower's total liabilities, including, without limitation, subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder). The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not and, will immediately following the execution and delivery of the Loan Documents and the advance of the proceeds thereof, exceed, Borrower's total probable liabilities, including, without limitation, the maximum amount of its subordinated, unliquidated, disputed or contingent liabilities. Borrower's assets do not, and immediately following the execution and delivery of the Loan Documents and the advance of the proceeds thereof, will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts and liabilities as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower represents and warrants as follows: (1i) it has not entered into this Mortgage or the Loans (as defined on Exhibit C) other Loan Documents or any Loan Document the transactions contemplated hereby or thereby with the actual intent to hinder, delay, or defraud any creditor; , and (2ii) it has received reasonably equivalent value in exchange for its obligations under this Mortgage and the other Loan Documents. Giving effect to the Loans transactions contemplated by this Mortgage and the other Loan Documents, the fair saleable value of the Borrower's assets exceed of Borrower exceeds and will, immediately following the execution and delivery of this Mortgage and the other Loan Documents, exceed the total liabilities of Borrower's total liabilities, including, without limitation, subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder)liabilities. The fair saleable value assets of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets Borrower do not and, immediately following the execution and delivery of this Mortgage and the other Loan Documents will not, constitute unreasonably small capital to carry out its the business of Borrower as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower Borrower (1) has not entered into the Loans (as defined on Exhibit C) or any Loan Document with the actual intent to hinder, delay, or defraud any creditor; and (2) received reasonably equivalent value in exchange for its obligations under the Loan Documents. Giving effect to the Loans contemplated by the Loan Documents, the fair saleable value of the Borrower's assets exceed and will, immediately following the execution and delivery of the Loan Documents, exceed the Borrower's total liabilities, including, without limitation, subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder). The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not and, immediately following the execution and delivery of the Loan Documents will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower (1a) has not entered into the Loans (as defined on Exhibit C) or any transactions contemplated by this Agreement and the other Loan Document Documents with the actual intent to hinder, delay, impede or defraud any creditor; creditor and (2b) has received reasonably equivalent value in exchange for its respective obligations under this Agreement, the Note, the Mortgage and the other Loan Documents. Giving effect to the Loans transactions contemplated by the Loan Documents, the fair saleable salable value of the Borrower's assets exceed exceeds, and will, immediately following the execution and delivery of the Loan DocumentsDocuments and each advance of the proceeds thereof, exceed the exceed, Borrower's total probable liabilities, including, without limitation, the maximum amount of its subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder)liabilities. The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not and, immediately following the execution and delivery of the Loan Documents and each advance of the proceeds thereof, will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts and liabilities as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower Such Obligor (1i) has not entered into the Loans (as defined on Exhibit C) Loan or any Loan Document with the actual intent to hinder, delay, or defraud any creditor; creditor and (2ii) believes that it has received reasonably equivalent value in exchange for its obligations under the Loan Documents. Giving effect to the Loans contemplated by the Loan Documents, the fair saleable value of the Borrower's such Obligor’s assets exceed as of the date hereof and will, immediately following the execution and delivery of the Loan Documents, exceed the Borrower's such Obligor’s total liabilities, including, without limitation, subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder)liabilities. The fair saleable value of such Obligor’s assets as of the Borrower's assets date hereof is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's such Obligor’s probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder)matured. The Borrower's Such Obligor’s assets as of the date hereof do not and, immediately following the execution and delivery of the Loan Documents will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower Such Obligor does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrowersuch Obligor).

Fraudulent Conveyance. The Borrower (1a) has not entered into the Loans (as defined on Exhibit C) transactions contemplated by this Agreement or any other Loan Document with the actual intent to hinder, delay, or defraud any creditor; , and (2b) has received reasonably equivalent value in exchange for its obligations under the Note, this Agreement and the other Loan Documents. Giving effect to the Loans transactions contemplated by the Loan Documents, the fair saleable salable value of the Borrower's assets exceed exceeds, and will, immediately following the execution and delivery of the Loan DocumentsDocuments and the advance of the Loan proceeds thereunder, exceed the exceed, Borrower's total probable liabilities, including, without limitation, the maximum amount of its subordinated, unliquidated, disputed or and/or contingent liabilities (if permitted hereunder)liabilities. The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not not, and, immediately following the execution and delivery of the Loan Documents and the advance of the Loan proceeds thereunder, will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts and liabilities as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).

Fraudulent Conveyance. The Borrower (1a) has not entered into the Loans (as defined on Exhibit C) or any transactions contemplated by this Agreement and the other Loan Document Documents with the actual intent to hinder, delay, impede or defraud any creditor; creditor and (2b) has received reasonably equivalent value in exchange for its respective obligations under this Agreement, the Note and the other Loan Documents. Giving effect to the Loans transactions contemplated by the Loan Documents, the fair saleable salable value of the Borrower's assets exceed exceeds, and will, immediately following the execution and delivery of the Loan DocumentsDocuments and each advance of the proceeds thereof, exceed the exceed, Borrower's total probable liabilities, including, without limitation, the maximum amount of its subordinated, unliquidated, disputed or contingent liabilities (if permitted hereunder)liabilities. The fair saleable value of the Borrower's assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower's probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured (if permitted hereunder). The Borrower's assets do not and, immediately following the execution and delivery of the Loan Documents and each advance of the proceeds thereof, will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including, without limitation, contingent liabilities and other commitments) beyond its ability to pay such debts and liabilities as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower).