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.
Appears in 53 contracts
Samples: Credit Agreement (Patriot Transportation Holding, Inc.), Agreement, Credit and Term Loan Agreement (Aaron's Inc)
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.
Appears in 35 contracts
Samples: Secured Revolving Credit Agreement (Sixth Street Specialty Lending, Inc.), Secured Revolving Credit Agreement (Sixth Street Lending Partners), Secured Revolving Credit Agreement (Sixth Street Specialty Lending, Inc.)
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.
Appears in 22 contracts
Samples: Credit Facility Agreement (Lennox International Inc), Credit Facility Agreement (Lennox International Inc), Credit Facility Agreement (Lennox International Inc)
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.
Appears in 16 contracts
Samples: Credit Agreement (Sinclair Broadcast Group Inc), Credit Agreement (Sinclair Broadcast Group Inc), Security Agreement (Sinclair Broadcast Group Inc)
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.
Appears in 16 contracts
Samples: Credit Agreement (Acxiom Corp), Credit Agreement (Iowa Telecommunications Services Inc), Credit Agreement (Knowles Electronics Holdings Inc)
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.
Appears in 12 contracts
Samples: Senior Secured Credit Agreement (FS Energy & Power Fund), Credit Agreement (FIDUS INVESTMENT Corp), Senior Secured Credit Agreement (FS Energy & Power Fund)
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.
Appears in 11 contracts
Samples: Loan Agreement (Smartfinancial Inc.), Credit Agreement (United Community Banks Inc), Credit Agreement (Hancock Holding Co)
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.
Appears in 11 contracts
Samples: Amendment and Restatement Agreement (Rite Aid Corp), Credit Agreement (Rite Aid Corp), Credit Agreement (Rite Aid Corp)
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.
Appears in 11 contracts
Samples: Senior Secured Credit Agreement (Blue Owl Technology Finance Corp.), Senior Secured Credit Agreement (BlackRock Private Credit Fund), Credit Agreement (Blue Owl Credit Income Corp.)
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.
Appears in 8 contracts
Samples: Revolving Credit Agreement (Kinder Morgan, Inc.), Revolving Credit Agreement (Kinder Morgan, Inc.), Revolving Credit Agreement (Kinder Morgan, Inc.)
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.
Appears in 7 contracts
Samples: Credit Agreement (Digital Generation Systems Inc), Credit Agreement (Alon USA Energy, Inc.), Credit Agreement (Digital Generation Systems Inc)
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.
Appears in 7 contracts
Samples: Credit Agreement (Pennantpark Investment Corp), Credit Agreement (Stellus Private Credit BDC), Revolving Credit Agreement (Pennantpark Investment Corp)
Payment of Obligations. The Borrower will, and will cause each of its Restricted 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 Restricted 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.
Appears in 5 contracts
Samples: Credit Agreement (Albany Molecular Research Inc), Credit Agreement (Albany Molecular Research Inc), Credit Agreement (Albany Molecular Research Inc)
Payment of Obligations. The Borrower will, and will cause each of its the Restricted 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 Restricted 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.
Appears in 5 contracts
Samples: Credit Agreement (Time Warner Cable Inc.), Credit Agreement (Time Warner Cable Inc.), Credit Agreement (Time Warner Cable Inc.)
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 could liabilities, that, if not paid, would 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 applicable Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP or IFRS (as appropriate) and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Facility Agreement (Fly Leasing LTD), Facility Agreement (Fly Leasing LTD), Senior Secured Credit Agreement (Fly Leasing LTD)
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.
Appears in 4 contracts
Samples: Credit and Term Loan Agreement (Tivity Health, Inc.), Credit and Term Loan Agreement (Healthways, Inc), Credit and Term Loan Agreement (Healthways, Inc)
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 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 the applicable 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.
Appears in 4 contracts
Samples: Loan Documents (BlackRock TCP Capital Corp.), Secured Revolving Credit Agreement (BlackRock TCP Capital Corp.), Secured Revolving Credit Agreement (BlackRock TCP Capital Corp.)
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.
Appears in 3 contracts
Samples: Credit Agreement (Mirion Technologies, Inc.), Credit Agreement (Mirion Technologies, Inc.), Credit Agreement (Mirion Technologies, Inc.)
Payment of Obligations. The Such Borrower will, and will cause each of its the Restricted 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 such Borrower or such Restricted 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.
Appears in 3 contracts
Samples: Credit Agreement (Time Warner Inc.), Credit Agreement (Time Warner Inc.), Credit Agreement (Time Warner Inc.)
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.
Appears in 3 contracts
Samples: Revolving Credit and Term Loan Agreement (Stanley, Inc.), Revolving Credit and Term Loan Agreement (Stanley, Inc.), Revolving Credit and Term Loan Agreement (Stanley, Inc.)
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.
Appears in 2 contracts
Samples: Letter of Credit Agreement (Potlatch Corp), Revolving Credit Agreement (Checkfree Corp \Ga\)
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.
Appears in 2 contracts
Samples: Revolving Credit Agreement (American Healthways Inc), Revolving Credit Agreement (American Healthways Inc)
Payment of Obligations. The Borrower will, and will cause each of its Restricted 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 liabilities, that, if not paid, could result in a statutory Lien) Material Adverse Effect before the same shall become delinquent or in defaultdefault beyond the period of grace, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Restricted 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.
Appears in 2 contracts
Samples: Credit Agreement (Geo Group Inc), Credit Agreement (Geo Group Inc)
Payment of Obligations. The Each of Holdings and the Borrower will, and will cause each of its Subsidiaries and the other Credit Parties 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) Holdings the Borrower or such Subsidiary or Credit Party 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.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Florida Gaming Corp)
Payment of Obligations. The Borrower Loan Parties will, and will cause each of its the Material 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 liabilities, that, if not paid, would 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 Loan Parties or such Subsidiary has set aside on its books adequate reserves with respect thereto to the extent required to do so 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.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Sherwin Williams Co), 364 Day Bridge Credit Agreement (Sherwin Williams Co)
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 (other than Indebtedness), including without limitation all tax liabilities and claims that 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.
Appears in 2 contracts
Samples: Credit Agreement (Bard C R Inc /Nj/), Credit Agreement (Bard C R Inc /Nj/)
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.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Delek US Holdings, Inc.), Revolving Credit Agreement (Delek US Holdings, Inc.)
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.
Appears in 2 contracts
Samples: Term Loan Agreement (Fidelity National Information Services, Inc.), Revolving Credit Agreement (Certegy Inc)
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.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Amsurg Corp), Revolving Credit Agreement (Amsurg Corp)
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.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Catalyst Health Solutions, Inc.), Credit and Term Loan Agreement (Catalyst Health Solutions, Inc.)
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.
Appears in 2 contracts
Samples: Credit Agreement (Kansas City Southern), Credit Agreement (Kansas City Southern De Mexico, S.A. De C.V.)
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.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Macquarie Infrastructure CO LLC), Revolving Credit Agreement (Macquarie Infrastructure CO LLC)
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:
Appears in 2 contracts
Samples: Loan Agreement (Phoenix International LTD Inc), Loan Agreement (London Bridge Software Holdings PLC)
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 could material contractual obligations, that, if not paid, would 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.
Appears in 2 contracts
Samples: Guarantee and Security Agreement (Franklin BSP Capital Corp), Senior Secured Credit Agreement (Franklin BSP Lending Corp)
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 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 or SAP or both, as the case may be, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (ACA Capital Holdings Inc), Credit Agreement (ACA Capital Holdings Inc)
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.
Appears in 2 contracts
Samples: Credit Agreement (Dean Foods Co), Credit Agreement (Dean Foods Co)
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.
Appears in 2 contracts
Samples: Credit Agreement (Fort James Corp), Credit Agreement (Fort Howard Corp)
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
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (TPG Specialty Lending, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Restricted 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 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.
Appears in 1 contract
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
Appears in 1 contract
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.
Appears in 1 contract
Samples: Credit Agreement (Kansas City Southern De Mexico, S.A. De C.V.)
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.
Appears in 1 contract
Samples: Credit Agreement (Kinder Morgan Energy Partners L P)
Payment of Obligations. The Borrower will, and will cause the REIT and 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 REIT, 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.
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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.
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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
Appears in 1 contract
Samples: Revolving Credit Agreement (Pennantpark Investment Corp)
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 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 (or, after the Alcatel Merger, IFRS) and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 1 contract
Samples: Lucent Technologies Inc
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.
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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.
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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.
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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.
Appears in 1 contract
Samples: Credit Agreement (Apollo Group Inc)
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.
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Payment of Obligations. The Borrower will, and will cause each of its Restricted 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 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 Restricted 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.
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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.
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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
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Healthways, Inc)
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.
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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.
Appears in 1 contract
Samples: Credit Agreement (McLeodusa Inc)
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.
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Payment of Obligations. The Borrower will, and will cause each of its Restricted 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 Tax liabilities, that, if not paid, would 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 appropri-ate proceedings, (b) the Borrower or such Restricted 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.
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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.
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Payment of Obligations. The Borrower will, and will cause each of its Material Subsidiaries to, pay and discharge at or before maturityits material 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 Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP or SSAP (as applicable) and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
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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.
Appears in 1 contract
Samples: Credit Agreement (Spectralink Corp)
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.
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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.
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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
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Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturitytheir respective obligations, all of its obligations and liabilities (including without limitation all 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.
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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.
Appears in 1 contract
Samples: Credit Agreement (Gexa Corp)
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.
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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.
Appears in 1 contract
Samples: 364 Day Term Loan Credit Agreement (Take Two Interactive Software Inc)
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.
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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 (other than Indebtedness), including without limitation all tax liabilities and claims that 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.. Credit Agreement
Appears in 1 contract
Samples: Credit Agreement (Bard C R Inc /Nj/)
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.
Appears in 1 contract
Samples: Credit Agreement (McLeodusa Inc)
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.
Appears in 1 contract
Samples: Master Agreement (Certegy Inc)
Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, pay and discharge at its obligations, including Tax liabilities, that, if not paid, could, individually or before maturityin the aggregate, all of its obligations and liabilities (including without limitation all tax liabilities and claims that 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 such reserves with respect thereto in accordance as may be required by with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
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Payment of Obligations. The Borrower will, and will cause each of its the Material 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 to the extent required to do so 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.
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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.
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