definiens: means, with respect to any Person on any date of determination, that on such date ( a ) the fair value of theassets of such Person is greater than the total amount of liabilities, including contingent liabilities, of such Person, ( b ) thepresent fair saleable value of the assets of such Person is not less than the amount that will be required to pay the probableliability of such Person on its debts as they become absolute and matured, ( c ) such Person does not intend to, and does notbelieve that it will, incur debts or liabilities beyond such Person ’s ability to pay such debts and liabilities as they mature, ( d)such Person is not engaged in business or a transaction, and is not about to engage in business or a transaction, for whichsuch Person ’s property would constitute an unreasonably small capital and ( e ) such Person is able to pay its debts andliabilities, contingent obligations and other commitments as they mature in the ordinary course of business . The amount ofcontingent obligations or contingent liabilities, as applicable, at any time shall be computed as the amount that, in the light ofall the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become anactual or matured liability or obligation, as applicable