definiens: , when used with respect to any Person, means that, as of any date of determination, ( a ) theamount of the of the assets of such Person on a going concern basis will, as of such date, exceed ( i ) the value of all as of such date, as suchquoted terms are generally determined in accordance with applicable United States federal laws governingdeterminations of the insolvency of debtors and ( ii ) the amount that will be required to pay the probable liabilities ofsuch Person on its existing debts ( including contingent liabilities ) as such debts become absolute and matured, ( b)such Person will not have, as of such date, an unreasonably small amount of capital for the operation of thebusinesses in which it is engaged or proposed to be engaged following such date and ( c ) such Person will be able topay its liabilities, including contingent and other liabilities, as they mature . For purposes of this definition, each of thephrases “ not have an unreasonably small amount of capital for the operation of the businesses in which it is engagedor proposed to be engaged ” and means that such Person will be able to generate enough cash from operations, asset dispositions or refinancing, or acombination thereof, to meet its obligations as they become due