Common use of Obligations and Taxes Clause in Contracts

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; provided, however, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such property.

Appears in 3 contracts

Samples: Credit Agreement (Hawaiian Telcom Holdco, Inc.), Credit Agreement (Hawaiian Telcom Holdco, Inc.), Guarantee and Collateral Agreement (Hawaiian Telcom Holdco, Inc.)

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Obligations and Taxes. Except to The Borrower will, and will cause each of the extent that failure to do so could not reasonably be expected to result in a Material Adverse EffectSubsidiaries to, pay all of its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise thatwhich, if unpaid, might give rise to a Lien upon such properties or any part thereof; , provided, howeverthat, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings diligently pursued and the Borrower shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP with respect thereto and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 3 contracts

Samples: Credit Agreement (Robbins & Myers Inc), Credit Agreement (Robbins & Myers Inc), Credit Agreement (Robbins & Myers Inc)

Obligations and Taxes. Except to The Borrower will, and will cause each of the extent that failure to do so could not reasonably be expected to result in a Material Adverse EffectSubsidiaries to, pay all of its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise thatwhich, if unpaid, might give rise to a Lien upon such properties or any part thereof; providedPROVIDED, howeverTHAT, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings diligently pursued and the Borrower shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP with respect thereto and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 2 contracts

Samples: Credit Agreement (Robbins & Myers Inc), Credit Agreement (Robbins & Myers Inc)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, Holdings and each Subsidiary will pay its Indebtedness and other obligations promptly and in accordance with their terms and will pay and discharge promptly when due all taxesTaxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereofthereof (other than any Permitted Lien); provided, however, that such payment and discharge shall not be required with respect to any such taxTax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower Holdings or any such Subsidiary shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, taxTax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such property.

Appears in 2 contracts

Samples: Loan and Security Agreement (Alon USA Energy, Inc.), Loan and Security Agreement (Alon USA Energy, Inc.)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, pay Pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereofthereof (other than where failure to so do could not be reasonably expected to have a Material Adverse Effect); provided, however, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate appropri-ate proceedings and the such Borrower or such Subsidiary shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Credit Agreement (Magellan Health Services Inc)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, pay Pay its Indebtedness and other ---------------------- obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; provided, however, -------- ------- that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and Parent or the Borrower Company, as applicable, shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP (or, in the case of the Company, SAP) and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Credit Agreement (Guarantee Life Companies Inc)

Obligations and Taxes. Except to The Borrower will, and will cause each of the extent that failure to do so could not reasonably be expected to result in a Material Adverse EffectSubsidiaries to, pay all of its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise thatwhich, if unpaid, might give rise to a Lien upon such properties or any part thereof; provided, howeverPROVIDED, that THAT, such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings diligently pursued and the Borrower shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP with respect thereto and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Credit Agreement (Robbins & Myers Inc)

Obligations and Taxes. Except to The Borrower will, and will cause each of the extent that failure to do so could not reasonably be expected to result in a Material Adverse EffectSubsidiaries to, pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; providedPROVIDED, howeverHOWEVER, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Credit Agreement (Cross Country Inc)

Obligations and Taxes. Except Each of the Credit Parties will pay, and cause its Subsidiaries to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effectpay, pay its material Indebtedness and other material obligations promptly and in accordance with their terms and to pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; , provided, however, that such payment and discharge shall not be required with respect to any such tax, assessment, assessment charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower any Credit Parties and its Subsidiaries, as applicable, shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Loan Agreement (Headwaters Inc)

Obligations and Taxes. Except to The Borrower will, and will cause each of the extent that failure to do so could not reasonably be expected to result in a Material Adverse EffectSubsidiaries to, pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; provided, however, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Credit Agreement (Cross Country Healthcare Inc)

Obligations and Taxes. Except to Each of the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, Borrowers will pay its material Indebtedness and other material obligations promptly and in accordance with their terms and (b) pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; providedthereof (other than a Permitted Lien), howeverPROVIDED, HOWEVER, that such payment and discharge shall not be required with respect to any such tax, assessment, assessment charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower any Borrowers, as applicable, shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Investment Agreement (Premier Finance Biloxi Corp)

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Obligations and Taxes. Except Each of the Credit Parties will pay, and cause its Subsidiaries to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effectpay, pay its material Indebtedness and other material obligations promptly and in accordance with their terms and to pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; , provided, however, that such payment and discharge shall not be required with respect to any such tax, assessment, assessment charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower any Credit Party and its Subsidiaries, as applicable, shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Investment Agreement (Sunsource Inc)

Obligations and Taxes. Except to Each of the extent that failure to do so could not reasonably be expected to result in a Material Adverse EffectCredit Parties will, and will cause each of the Restricted Subsidiaries to, pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereofthereof prohibited by Section 6.02; provided, however, provided that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower such Credit Party shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Credit Agreement (Adelphia Communications Corp)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, pay Pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien (other than a Lien permitted by Section 6.02 of this Agreement) upon such properties or any part thereof; provided, however, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower or the applicable Subsidiary shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such property.

Appears in 1 contract

Samples: Credit Agreement (Affirmative Insurance Holdings Inc)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, pay Pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments assessments, and governmental charges or LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials materials, and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; provided, however, that such payment and discharge shall not be required with respect to any such tax, assessment, charge, levy levy, or claim so long as (a) the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower proceedings, (b) such Credit Party shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, and (c) such contest operates to suspend collection of the contested obligation, tax, assessment assessment, or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Credit and Reimbursement Agreement (Flowserve Corp)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, Holdings and each Subsidiary will pay its Indebtedness and other obligations promptly and in accordance with their terms and will pay and discharge promptly when due all taxesTaxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereofthereof (other than any Lien permitted by Section 6.02); provided, however, that such payment and discharge shall not be required with respect to any such taxTax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower Holdings or any such Subsidiary shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, taxTax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such property.

Appears in 1 contract

Samples: Term Loan Agreement (Alon USA Energy, Inc.)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse EffectThe Borrower shall, and shall cause each --------------------- of its Subsidiaries to, pay its Indebtedness material Debt and other material obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxesmaterial Taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof; provided, however, that such -------- ------- payment and discharge shall not be required with respect to any such taxTax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrower adequate reserves shall have been set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such propertyLien.

Appears in 1 contract

Samples: Subsidiary Security Agreement (Ps Group Holdings Inc)

Obligations and Taxes. Except to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect, pay Pay its Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might could reasonably be expected to give rise to a Lien upon such properties or any part thereof; provided, however, that such payment and discharge shall not be required with respect to any such Indebtedness, obligation, tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and each Borrower or Subsidiary, as the Borrower case may be, shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend collection of the contested obligation, tax, assessment or charge and enforcement of a Lien and, in the case of a Mortgaged Property, there is no risk of forfeiture of such property.

Appears in 1 contract

Samples: Credit Agreement (Conexant Systems Inc)

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