Common use of Solvency; Voidable Transaction Clause in Contracts

Solvency; Voidable Transaction. Each Loan Party is, and after giving effect to the incurrence of all Indebtedness, Obligations and obligations being incurred in connection herewith, will be Solvent. Each UK Group Member (other than any Immaterial Subsidiary) is not unable to pay its debts (including trade debts) within the meaning of the UK Insolvency ▇▇▇ ▇▇▇▇ and has not stopped paying its debts as they fall due and the value of its assets is not less than the value of its liabilities (taking into account its contingent and prospective liabilities). No transfer of property is being made by any Loan Party and no obligation is being incurred by any Loan Party in connection with the transactions contemplated by this Agreement or the other Loan Documents with the intent to hinder, delay, or defraud either present or future creditors of such Loan Party. No Group Member has taken any corporate or other action nor has any application been made or any other steps been taken or legal proceedings been started or (to the best of such Loan Party’s knowledge and belief having made due and proper enquiry with the Group Members) threatened in writing against such Group Member for its winding-up or for the appointment of a liquidator, trustee, receiver, administrative receiver, administrator, examiner or similar officer of it or of any or all of its assets.

Appears in 2 contracts

Sources: Credit Agreement (Kaltura Inc), Credit Agreement (Kaltura Inc)