Discharge of Liabilities. The Company shall not, and the Company shall not permit any of the Company Subsidiaries to, pay, settle, discharge or satisfy any claims, liabilities or obligations (absolute, accrued, asserted or unasserted, contingent or otherwise and whether criminal, civil or administrative in nature) material to the Company and the Company Subsidiaries taken as a whole, other than the payment, discharge or satisfaction, in the ordinary course of business consistent with past practice (which includes the payment of final and unappealable judgments) or in accordance with their terms, of liabilities reflected or reserved against in, or contemplated by, the most recent consolidated financial statements (or the notes thereto) of the Company included in the Company's reports filed with the SEC, or incurred in the ordinary course of business consistent with past practice.
Appears in 3 contracts
Samples: Merger Agreement (Niagara Mohawk Power Corp /Ny/), Merger Agreement (National Grid Group PLC), Merger Agreement (National Grid Group PLC)
Discharge of Liabilities. The Company shall not, and the Company shall not permit any of the Company Subsidiaries to, pay, discharge, settle, discharge compromise or satisfy any claims, liabilities or obligations (absolute, accrued, asserted or unasserted, contingent or otherwise and whether criminal, civil or administrative in natureotherwise) material to the Company and the Company Subsidiaries taken as a whole, other than the payment, discharge discharge, settlement, compromise or satisfaction, in the ordinary course of business consistent with past practice (which includes the payment of final and unappealable judgments) or in accordance with their terms, of liabilities reflected or reserved against in, or contemplated by, the most recent consolidated financial statements (or the notes thereto) of the Company included in SEC Reports filed prior to the Company's reports filed with the SECdate hereof, or incurred in the ordinary course of business consistent with past practice.
Appears in 3 contracts
Samples: Merger Agreement (Consolidated Edison Inc), Merger Agreement (Consolidated Edison Co of New York Inc), Merger Agreement (Orange & Rockland Utilities Inc)
Discharge of Liabilities. The Company shall not, and the Company nor shall not it permit any of the Company its Subsidiaries to, pay, settle, discharge or satisfy any material claims, liabilities or obligations (absolute, accrued, asserted or unasserted, contingent or otherwise and whether criminal, civil or administrative in nature) material to the Company and the Company Subsidiaries taken as a wholeotherwise), other than the payment, discharge or satisfaction, in the ordinary course of business consistent with past practice (which includes the payment of final and unappealable judgmentsjudgments and the refinancing of existing indebtedness for borrowed money either at its stated maturity or at a lower cost of funds) or in accordance with as required by their terms, of liabilities reflected or reserved against in, or contemplated by, the most recent consolidated financial statements (or the notes thereto) of the Company included in the Company's reports filed with the SECFiled Company SEC Documents, or incurred in the ordinary course of business consistent with past practice.
Appears in 2 contracts
Samples: Merger Agreement (Bay State Gas Co /New/), Agreement and Plan of Merger (Nipsco Industries Inc)