Common use of Financial Condition; Financial Statements Clause in Contracts

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date on a pro forma basis after giving effect to the Refinancing and all Indebtedness incurred, and to be incurred, and Liens created and to be created, by each Credit Party in connection therewith, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their assets, at a fair valuation, will exceed its or their debts, (y) it or they will not have incurred nor intended to, or believes that it or they will not, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it and they will have sufficient capital with which to conduct its or their businesses. For purposes of this Section 6.10(a), "debt" means any liability on a claim, and "claim" means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date Date, on a pro forma PRO FORMA basis after giving effect to the Refinancing Transaction and to all Indebtedness incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party in connection therewith, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their the assets, at a fair valuation, of the Borrower and its Subsidiaries taken as a whole will exceed its or their debts, (y) it or they the Borrower and its Subsidiaries taken as a whole will not have incurred nor or intended to, or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it the Borrower and they its Subsidiaries taken as a whole will not have sufficient unreasonably small capital with which to conduct its or their businesses. For purposes of this Section 6.10(a), "debt" means any liability on a claim, and "claim" means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; unsecured or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the ----------------------------------------- Restatement Effective Date Date, on a pro forma basis after giving effect to the Refinancing Transaction and to all Indebtedness incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party in connection therewith, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their the assets, at a fair valuation, of the Borrower and its Subsidiaries taken as a whole will exceed its or their debts, (y) it or they the Borrower and its Subsidiaries taken as a whole will not have incurred nor or intended to, or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it the Borrower and they its Subsidiaries taken as a whole will not have sufficient unreasonably small capital with which to conduct its or their businesses. For purposes of this Section 6.10(a), "debt" means any liability on a claim, and "claim" --------------- means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; unsecured or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date Initial Borrowing Date, on a pro forma basis after giving effect to the Refinancing Transaction, and to all Indebtedness (including the Loans) incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party in connection therewith, with respect to each of PXI the Borrower (on a stand-alone basis), Holdings and its Subsidiaries taken as (on a whole, consolidated basis) and of the Borrower and its Subsidiaries (on a consolidated basis) (x) the sum of its or their the assets, at a fair valuation, of the Borrower (on a stand-alone basis), Holdings and its Subsidiaries (on a consolidated basis) and the Borrower and its Subsidiaries (on a consolidated basis) will exceed its or their debts, (y) it has or they will have not have incurred nor intended to, nor believes or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it and or they will have sufficient capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)7.10, "“debt" ” means any liability on a claim, and "“claim" ” means (i) right to payment payment, whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; unsecured or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date Closing Date, on a pro forma PRO FORMA basis after giving effect to the Refinancing Transaction and all Indebtedness incurred, and to be incurredincurred (including, without limitation, the Loans), and Liens created created, and to be created, by each Credit Designated Party in connection therewith, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their the assets, at a fair valuation, of WLI and its Subsidiaries taken as a whole will exceed its or their debts, (y) it or they WLI and its Subsidiaries taken as a whole will not have incurred nor or intended to, or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it WLI and they will its Subsidiaries taken as a whole would not have sufficient unreasonably small capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)6.10, "debt" means any liability on a claim, and "claim" means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of ----------------------------------------- the Restatement Effective Date on a pro forma basis after giving effect to the Refinancing --- ----- Transaction and all Indebtedness incurred, and to be incurred, and Liens created and to be created, by each Credit Party in connection therewithwith this Credit Agreement, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their the assets, at a fair valuation, of the Borrower and its Subsidiaries taken as a whole will exceed its or their debts, (y) it or they the Borrower and its Subsidiaries taken as a whole will not have incurred nor intended to, or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it the Borrower and they will its Subsidiaries taken as a whole do not have sufficient unreasonably small capital with which to conduct its or their respective businesses. For purposes of this Section 6.10(a), "debt" means any reasonably expected liability on a claim, and "claim" means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date Date, on a pro forma basis after giving effect to the Refinancing Acquisition and to all Indebtedness incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party and its respective Subsidiaries taken as a whole in connection therewith, with respect to (x) the sum of the assets, at a fair market valuation, of each of PXI Credit Party and its respective Subsidiaries taken as a whole will exceed its debts, (y) no such Credit Party and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their assets, at a fair valuation, whole will exceed its or their debts, (y) it or they will not have incurred nor or intended to, or believes that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it each such Credit Party and they its Subsidiaries taken as a whole will have sufficient capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)6.10, "“debt" ” means any liability on a claim, and "“claim" ” means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the ----------------------------------------- Restatement Effective Date on a pro forma basis after giving effect to the Refinancing --- ----- Transaction and all Indebtedness incurred, and to be incurred, and Liens created and to be created, by each Credit Party in connection therewithwith this Credit Agreement, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their the assets, at a fair valuation, of the Borrower and its Subsidiaries taken as a whole will exceed its or their debts, (y) it or they the Borrower and its Subsidiaries taken as a whole will not have incurred nor intended to, or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it the Borrower and they will its Subsidiaries taken as a whole do not have sufficient unreasonably small capital with which to conduct its or their respective businesses. For purposes of this Section 6.10(a), "debt" means any reasonably expected liability on a claim, and "claim" means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date Date, on a pro forma basis after giving effect to the Refinancing and all Indebtedness incurred, and to be incurredincurred (including, without limitation, the Revolving Loans or Letters of Credit and the application of the proceeds thereof), and Liens created created, and to be created, by each Credit Party in connection therewith, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum fair valuation of all of the tangible and intangible assets of the Borrower and its or their assets, at Subsidiaries (on a fair valuation, consolidated basis) will exceed its or their debts, (y) it or they the Borrower and its Subsidiaries will not have incurred nor or intended to, or believes that it or they will not, to incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it the Borrower and they its Subsidiaries will not have sufficient unreasonably small capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)7.10, "debt" means any liability on a claim, and "claim" means (i) the right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (ii) the right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date Initial Borrowing Date, on a pro forma basis after giving effect to the Refinancing Transaction, and to all Indebtedness (including the Second-Lien Loans) incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party in connection therewith, with respect to each of PXI the Borrower (on a stand-alone basis), Holdings and its Subsidiaries taken as (on a whole, consolidated basis) and of the Borrower and its Subsidiaries (on a consolidated basis) (x) the sum of its or their the assets, at a fair valuation, of the Borrower (on a stand-alone basis), Holdings and its Subsidiaries (on a consolidated basis) and the Borrower and its Subsidiaries (on a consolidated basis) will exceed its or their debts, (y) it has or they will have not have incurred nor intended to, nor believes or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it and or they will have sufficient capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)7.10, "“debt" ” means any liability on a claim, and "“claim" ” means (i) right to payment payment, whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; unsecured or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of each of the Restatement Effective Initial Borrowing Date and the Second Borrowing Date, on a pro forma basis after giving effect to the Refinancing portion of the Transaction consummated on or prior to the Initial Borrowing Date or the Second Borrowing Date, as the case may be, and to all Indebtedness incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party in connection therewiththerewith on the Initial Borrowing Date or the Second Borrowing Date, as the case may be, with respect to each of PXI the Borrower and its Subsidiaries taken as (on a whole, consolidated basis) and of the Borrower (on a stand alone basis) (x) the sum of its or their the assets, at a fair valuation, of each of the Borrower and its Subsidiaries and of the Borrower (on a stand alone basis) will exceed its or their debts, (y) it or they will has not have incurred nor intended to, or nor believes that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it and they will have sufficient capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)6.10, "debt" means any liability on a claim, and "claim" means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; unsecured or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of the Restatement Effective Date Date, on a pro forma basis after giving effect to the Refinancing Xxxxxx Merger and to all Indebtedness incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party in connection therewith, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (xi) the sum of its or their the assets, at a fair valuation, of the Borrower and its Subsidiaries taken as a whole will exceed its or their debts, (yii) it or the Borrower and its Subsidiaries taken as a whole has not incurred, and does not intend to incur, and does not believe that they will not have incurred nor intended toincur, or believes that it or they will not, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (ziii) it the Borrower and they its Subsidiaries taken as a whole will not have sufficient unreasonably small capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)6.10, "debt" means any liability on a claim, and "claim" means (iA) right to payment payment, whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (iiB) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.

Financial Condition; Financial Statements. (a) On and as of ----------------------------------------- the Restatement Effective Date Initial Borrowing Date, on a pro forma basis after giving effect to the Refinancing and all --- ----- Indebtedness incurred, and to be incurred, and Liens created created, and to be created, by each Credit Party in connection therewithherewith, with respect to each of PXI and its Subsidiaries taken as a whole, and of the Borrower (x) the sum of its or their the assets, at a fair valuation, of the Borrower and its Subsidiaries taken as a whole will exceed its or their debts, (y) it or they the Borrower and its Subsidiaries taken as a whole will not have incurred nor or intended to, or believes believe that it or they will notwill, incur debts beyond its or their ability to pay such debts as such debts mature during the period prior to the Maturity Date and (z) it the Borrower and they its Subsidiaries taken as a whole will not have sufficient unreasonably small capital with which to conduct its or their businessesbusiness. For purposes of this Section 6.10(a)6.10, "debt" means any liability on a claim, and "claim" means (i) right to payment whether or not such a right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured; or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured.