Common use of Maintenance, Etc Clause in Contracts

Maintenance, Etc. (a) The Borrower shall and shall use its best efforts to cause each Subsidiary to: preserve and maintain its existence and all of its material rights, privileges and franchises (provided, however, that nothing herein contained shall prevent any merger or consolidation permitted by Section 9.03) pay and discharge all taxes, assessments and governmental charges or levies imposed on it or on its income or profits or on any of its Property prior to the date on which penalties attach thereto, except for any such tax, assessment, charge or levy the payment of which is being contested in good faith and by proper proceedings and against which adequate reserves are being maintained or which is not a material liability of the Borrower or any Substantial Subsidiary in relation to the Consolidated financial condition of the Borrower and Subsidiaries taken as a whole. (b) The Borrower will and will cause each Subsidiary to operate its Properties or cause such Properties to be operated in a careful and efficient manner in accordance with the practices of the industry and in material respects in compliance with all material contracts and agreements and with all applicable Governmental Requirements except where the failure to do so would not reasonably be expected to result in a Material Adverse Effect. (c) The Borrower will keep or cause to be kept all property of a character usually insured by Persons engaged in the same or a similar business, similarly situated against loss or damage of all kinds and in amounts customarily insured against by such Persons and carry such other insurance as is usually carried by such Persons including, without limitation, environmental risk insurance, through self insurance or with financially sound and reputable insurers.

Maintenance, Etc. (a) The Borrower shall and shall use its best efforts to cause each Subsidiary to: preserve and maintain its existence and all of its material rights, privileges and franchises (provided, however, that nothing herein contained shall prevent any merger or consolidation permitted by Section 9.039.03 or any Proposed Transaction) pay and discharge all taxes, assessments and governmental charges or levies imposed on it or on its income or profits or on any of its Property prior to the date on which penalties attach thereto, except for any such tax, assessment, charge or levy the payment of which is being contested in good faith and by proper proceedings and against which adequate reserves are being maintained or which is not a material liability of the Borrower or any Substantial Subsidiary in relation to the Consolidated financial condition of the Borrower and Subsidiaries taken as a whole. (b) The Borrower will and will cause each Subsidiary to operate its Properties or cause such Properties to be operated in a careful and efficient manner in accordance with the practices of the industry and in material respects in compliance with all material contracts and agreements and with all applicable Governmental Requirements except where the failure to do so would not reasonably be expected to result in a Material Adverse Effect. (c) The Borrower will keep or cause to be kept all property of a character usually insured by Persons engaged in the same or a similar business, similarly situated against loss or damage of all kinds and in amounts customarily insured against by such Persons and carry such other insurance as is usually carried by such Persons including, without limitation, environmental risk insurance, through self insurance or with financially sound and reputable insurers.