Common use of Payment of Obligations Clause in Contracts

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including income tax and discharge at or before maturity, all of its obligations and liabilities (including without limitation all other material tax liabilities and claims that material contractual obligations, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its Indebtedness and discharge at or before maturityother obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) Tax liabilities, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, (c) such contest effectively suspends collection of the contested obligation and the enforcement of any Lien securing such obligation and (cd) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Each of the Borrower and the Holding Company will, and will cause each of its the Borrower’s Subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that Tax liabilities, that, if not paid, could result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Holding Company, the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, pay its Indebtedness and discharge at or before maturityother obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) Tax liabilities, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, (c) such contest effectively suspends collection of the contested obligation and the enforcement of any Lien securing such obligation and (cd) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax Tax liabilities and claims that material contractual obligations, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and all claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, pay its Indebtedness and discharge at or before maturityother obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that Tax liabilities, which, if unpaid, could result in a statutory Lien) material Lien on any of their properties or assets, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries (other than Immaterial Subsidiaries) to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax Tax liabilities and claims that could result in a statutory Lien) material contractual obligations before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary (other than Immaterial Subsidiaries) has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its the Material Subsidiaries to, pay and discharge at or before maturitypay, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, its Indebtedness and Tax liabilities but excluding Indebtedness (other than the Obligations) that is not in excess of $150,000,000, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including income Tax and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax other material Tax liabilities and claims that material contractual obligations, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse EffectEffect or would result in a Permitted Encumbrance.

Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax Tax liabilities and claims that but other than obligations with respect to Indebtedness) that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Consolidated Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (ab) the validity or amount thereof is being contested in good faith by appropriate proceedings, (bc) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (cd) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturitymaturity all taxes, assessments and other governmental charges, levies and all of its obligations and liabilities (including without limitation all tax liabilities and other claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturitytheir obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) liabilities, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedingsproceedings and such contest effectively suspends collection of the contested obligation and the enforcement of a Lien securing such obligation, (b) the Borrower or any such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including income tax and discharge at or before maturity, all of its obligations and liabilities (including without limitation all other material tax liabilities and claims that material contractual obligations, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.. Revolving Credit Agreement

Payment of Obligations. The Borrower Borrowers will, and will cause each of its their Subsidiaries to, pay and discharge at or before maturity, all of its their obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Borrowers or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower Borrowers will, and will cause each of its Subsidiaries the Loan Parties to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities taxes, assessments and other governmental charges, levies and all other claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or and such Subsidiary Loan Party has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (cb) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Restricted Subsidiaries to, pay or discharge all Material Indebtedness and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax other material liabilities and claims that could result in a statutory Lien) obligations, including Taxes, before the same shall become delinquent or in defaultdefault (subject, where applicable, to specified grace periods), except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and (ba) the Borrower or such Restricted Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with to the extent required by GAAP and or (cb) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.. Until termination, but not after termination, of the Asset Purchase Agreement, the following Section 6.16 shall apply:

Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) Taxes, before the same shall become delinquent or in default, except where (a) the failure to pay such amount could not reasonably be expected to result in a Material Adverse Effect or (b) the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and (bi) the such Borrower or such Subsidiary subsidiary has set aside on its books adequate reserves with respect thereto or other appropriate provisions, if any, as shall be required in accordance conformity with GAAP and (cii) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including income tax and discharge at or before maturity, all of its obligations and liabilities (including without limitation all other material tax liabilities and claims that material contractual obligations, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.. 80 Revolving Credit Agreement US-DOCS\81066382.481066382.11 #4821-5428-0772

Payment of Obligations. The Borrower will, and will cause each Subsidiary to, pay its obligations (including Tax liabilities of the Borrower and all of its Subsidiaries to, pay and discharge at any agreement material to the business or before maturity, all operations of the Borrower or its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory LienAffiliates) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse EffectEffect or result in the seizure or levy of any Property of the Borrower or any Subsidiary.

Payment of Obligations. The Borrower Lessee will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Lessee or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturitytheir obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) liabilities, before the same shall become delinquent or in default, except where (a) (i) the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and such contest effectively suspends collection of the contested obligation and the enforcement of a Lien securing such obligation and (bii) the Borrower or any such Subsidiary has set aside on its it books adequate reserves with respect thereto in accordance with GAAP and GAAP; or (cb) the failure to make such payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (not constituting Indebtedness, including without limitation all tax liabilities and claims that Tax liabilities, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, ---------------------- and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower Lessee will, and will cause each of its Consolidated Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Lessee or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower willshall, and will shall cause each of its Material Subsidiaries to, pay and discharge at or before maturity, all of its obligations Material Debt and liabilities (other material obligations, including without limitation all tax liabilities and claims that could result in a statutory Lien) Tax liabilities, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, (c) such contest effectively suspends the enforcement of any Lien securing such obligation and (cd) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including income Tax and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax other material Tax liabilities and claims that material contractual obligations, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.. 87 Second Amended and Restated Revolving Credit Agreement

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedingsactions, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay or discharge when due all Indebtedness and discharge at or before maturityall other material obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in defaultTax liabilities, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, (c) such contest effectively suspends collection of the contested obligation and the enforcement of any Lien securing such obligation and (cd) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities taxes, assessments and other government charges, levies and all other claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the a)(i)the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and (bii) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (cb) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) Tax liabilities, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, (c) such contest effectively suspends collection of the contested obligation and the enforcement of any Lien securing such obligation and (cd) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.. Section 5.6

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedingsAppropriate Proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, comply with all of its obligations material Contractual Obligations and liabilities (pay its obligations, including without limitation all any tax liabilities and claims that liabilities, that, if not paid, could result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in have a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, comply with all of its obligations material Contractual Obligations and liabilities (pay its obligations, including without limitation all any tax liabilities and claims that liabilities, that, if not paid, could result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in have a Material Adverse Effect.. 60 55

Payment of Obligations. The Borrower will, and will ---------------------- cause each of its Subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that Tax liabilities, that, if not paid, could result in a statutory Lien) Material Adverse Effect or become a Lien on any of its property, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its the Material Subsidiaries to, pay and discharge at or before maturitypay, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, its Indebtedness and tax liabilities but excluding Indebtedness (other than the Obligations) than is not in excess of $75,000,000, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that Tax liabilities, that, if not paid, could reasonably be expected to result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest contest, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will ---------------------- cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause ---------------------- each of its Subsidiaries to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that Tax liabilities, that, if not paid, could result in a statutory Lien) Material Adverse Effect or become a Lien on any of its property, before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its material obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its Restricted Subsidiaries to, pay and discharge at or before maturityits Tax liabilities, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, (c) such contest effectively suspends collection of the contested obligation and the enforcement of any Lien securing such obligation and (cd) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower Loan Parties will, and will cause each of its their Subsidiaries to, pay and discharge at or before maturity, all of its their material obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Loan Parties or any such Subsidiary has have set aside on its their books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, and after the Special Assumption Date will cause Parent to, pay and discharge at or before maturityits obligations, all of its obligations and liabilities (including without limitation all tax liabilities and claims that Tax liabilities, that, if not paid, could result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) Parent, the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.

Payment of Obligations. The Borrower will, and will cause ----------------------- each of its Restricted Subsidiaries to, pay and discharge at or before maturityits Tax liabilities, all of its obligations and liabilities (including without limitation all tax liabilities and claims that could result in a statutory Lien) before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, (c) such contest effectively suspends collection of the contested obligation and the enforcement of any Lien securing such obligation and (cd) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.