Solvency; No Default Sample Clauses
The "Solvency; No Default" clause serves to confirm that a party is financially stable and not currently in default under any significant agreements. In practice, this means the party represents that it is able to meet its debts as they come due and is not subject to bankruptcy, insolvency proceedings, or breaches of other major contracts. This clause reassures the other party that they are entering into an agreement with a reliable and creditworthy counterparty, thereby reducing the risk of future disruptions due to financial instability or existing defaults.
Solvency; No Default. (a) The Company is, and upon giving effect to the transactions contemplated hereby to be performed by it as of the Closing will be, Solvent. "Solvent" means that, as of the date of determination, (i) the then fair saleable value of the assets of the Company (on a consolidated basis) exceeds the then total amount (on a consolidated basis) of its debts and other liabilities, (including any guarantees and other contingent, subordinated, unmatured or unliquidated liabilities whether or not reduced to judgment, disputed or undisputed, secured or unsecured), (ii) the Company has sufficient funds and cash flow to pay its liability on its existing debts as they become absolute and matured, (iii) final judgments against the Company in pending or, to the Company's knowledge, threatened actions for money damages will not be rendered at a time when, or in an amount such that, the Company will be unable to satisfy any such judgments promptly in accordance with their terms (taking into account (a) the maximum reasonable amount of such judgments in any such actions (other than amounts that would be remote), (b) the earliest reasonable time at which such judgments would be rendered and (c) any reasonably expected insurance recovery with respect thereto), and (iv) the Company does not have unreasonably small capital with which to engage in its present business.
Solvency; No Default. As of this date the Company has sufficient funds and cash flow to pay its debts and other liabilities as they become due, and the Company is not in default with respect to any material debt or liability.
Solvency; No Default. The Seller has sufficient funds, assets and cash flow to pay its debts and other liabilities as they become due, and does not have unreasonably small capital for the conduct of its business as currently conducted and proposed to be conducted in the future. Neither the Seller nor any of its Subsidiaries is in violation of its certificate of incorporation or bylaws (or comparable constituent or governing documents) or is in default (or, with the giving of notice, lapse of time or both, would be in default) under any material loan, agreement or other obligation, except in the case of any material loan agreement or other obligation, for such defaults which, individually or in the aggregate, would not have a Material Adverse Effect. Each of the Seller and each of its Subsidiaries has complied, and is in compliance, in all material respects with all Applicable Laws and has all material licenses, permits and other authorizations required to conduct its business as currently conducted ("Permits"), except where the failure to have any such Permits would not, individually or in the aggregate, have a Material Adverse Effect. All such Permits are in full force and effect and no proceeding is pending or, to the knowledge of the Seller and its Subsidiaries, threatened to revoke, modify or rescind any such Permit.
Solvency; No Default. As of the date of this Agreement, the -------------------- company has sufficient funds and cash flow to pay its debts and other liabilities, and the company is not in default with respect to any material debt or liability.
Solvency; No Default. As of this date Connetics has sufficient funds and cash flow to pay its debts and other liabilities as they become due, and Connetics is not in default with respect to any material debt or liability.
Solvency; No Default. The Borrower is and, immediately after giving effect to the Borrowing and the Equity Contribution will be, Solvent, and no Event of Default has occurred and is continuing.
Solvency; No Default. (a) The Company is, as of the date hereof, Solvent. "Solvent" means that (i) the fair saleable value of the assets of the Company exceeds the total amount of its debts and other liabilities (including any guarantees and other contingent, subordinated, unmatured or unliquidated liabilities whether or not reduced to judgment, disputed or undisputed, secured or unsecured), (ii) the Company has sufficient funds and cash flow to pay its liability on its existing and anticipated debts as they become absolute and matured, (iii) final judgments against the Company in pending or threatened actions for money damages will not be rendered at a time when, or in an amount such that the Company will be unable to satisfy any such judgments promptly in accordance with their terms (taking into account the maximum reasonable amount of such judgments in any such actions (other than amounts that would be remote) and the earliest reasonable time at which such judgments would be rendered), and (iv) the
Solvency; No Default. The Borrower is and, immediately after giving effect to the Borrowing and the Equity Contribution will be, Solvent, and no Event of Default has occurred and is continuing. -26- 7.17 Validity of Documentation Related to the Acquisition. The Acquisition Documents are in full force and effect and the terms and conditions thereof have not been and will not be modified by any of the parties thereto prior to the execution thereof in any respect that is materially adverse to the Lenders without the Lenders’ prior written consent (such consent not to be unreasonably withheld or delayed).
Solvency; No Default. The Seller has sufficient funds, assets and cash flow to pay its debts and other liabilities as they become due, and the Seller is not in default with respect to any material debt or liability.
Solvency; No Default. (a) The Company is, and upon giving effect to the transactions contemplated hereby to be performed by it as of the Closing will be, Solvent. "Solvent" means that, as of the date of determination, (i) the then fair saleable value of the assets of the Company (on a consolidated basis) exceeds the then total amount (on a consolidated basis) of its debts and other liabilities, (including any guarantees and other contingent, subordinated,