Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material 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 in default, as well as all material lawful claims for labor, materials and supplies or otherwise which, if unpaid, might become a Lien or charge upon such properties or any part thereof; provided, however, that it and each Subsidiary shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller shall have set aside on its books adequate reserves with respect thereto.
Appears in 41 contracts
Samples: Purchase Agreement (Conns Inc), Purchase and Sale Agreement (Conns Inc), Purchase Agreement (Conns Inc)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material 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 in default, as well as all material lawful claims for labor, materials and supplies or otherwise which, if unpaid, might become a Lien or charge upon such properties or any part thereof; provided, however, that it and each Subsidiary shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller shall have set aside on its books adequate reserves with respect thereto.
Appears in 6 contracts
Samples: Purchase and Sale Agreement (Oportun Financial Corp), Purchase and Sale Agreement (Oportun Financial Corp), Purchase and Sale Agreement (Oportun Financial Corp)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary the Company shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Company shall have set aside on its books adequate reserves with respect thereto.
Appears in 4 contracts
Samples: Subordinated Convertible Note Purchase Agreement (A4s Technologies Inc), Subordinated Convertible Note and Warrant Purchase Agreement (A4s Technologies Inc), Subordinated Convertible Note and Warrant Purchase Agreement (A4s Technologies Inc)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it them or upon its their income or profits or in respect of its property their properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary neither the Borrower nor the Guarantor shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Borrower or such Guarantor shall have set aside on its their books adequate reserves with respect thereto.
Appears in 2 contracts
Samples: Purchase Agreement (Environmental Tectonics Corp), Purchase Agreement (Environmental Tectonics Corp)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it them or upon its their income or profits or in respect of its property their properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary the Loan Parties shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Loan Parties shall have set aside on its their books adequate reserves with respect thereto.
Appears in 2 contracts
Samples: Note and Equity Purchase Agreement (Mirion Technologies, Inc.), Note and Equity Purchase Agreement (Igi Inc)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material 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 material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary none of the Loan Parties shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Loan Parties shall have set aside on its books adequate reserves with respect thereto.
Appears in 2 contracts
Samples: Note and Equity Purchase Agreement (O2wireless Solutions Inc), Note and Equity Purchase Agreement (Cornell Companies Inc)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it them or upon its their income or profits or in respect of its property their properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary neither the Borrower nor any Guarantor shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Borrower or such Guarantor shall have set aside on its their books adequate reserves with respect thereto.
Appears in 2 contracts
Samples: Convertible Note and Warrant Purchase Agreement (Environmental Tectonics Corp), Convertible Note and Warrant Purchase Agreement (Lenfest H F)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it them or upon its their income or profits or in respect of its property their properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary the Loan Parties shall not be required to pay and discharge or to cause to be paid and discharged any such tax, assessment, charge, levy or claim so long as (i) the validity or amount thereof shall be contested in good faith by appropriate proceedings and for which (ii) the Seller Loan Parties shall have set aside on its their books adequate reserves with respect theretothereto in accordance with GAAP.
Appears in 2 contracts
Samples: Loan and Security Agreement (Rocky Brands, Inc.), Loan and Security Agreement (Rocky Shoes & Boots Inc)
Obligations and Taxes. Pay and discharge promptly when due all material obligationsIndebtedness, all sales tax and all material 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 material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary such Borrower shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller such Borrower shall have set aside on its books adequate reserves with respect thereto.
Appears in 2 contracts
Samples: Credit Agreement (Samstock LLC), Credit Agreement (Transmedia Network Inc /De/)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it them or upon its their income or profits or in respect of its property their properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary the Loan Parties shall not be required to pay and discharge or to cause to be paid and discharged any such tax, assessment, charge, levy or claim so long as (i) the validity or amount thereof shall be contested in good faith by appropriate proceedings and for which (ii) the Seller Loan Parties shall have set aside on its their books adequate reserves with respect thereto.
Appears in 2 contracts
Samples: Note Purchase Agreement (Rocky Brands, Inc.), Note Purchase Agreement (Rocky Shoes & Boots Inc)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material 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 in default, as well as all material lawful claims for labor, materials and supplies or otherwise which, if unpaid, might become a Lien or charge upon such properties or any part thereof; provided, however, that it and each Subsidiary shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Originator or the Initial Seller, as applicable, shall have set aside on its books adequate reserves with respect thereto.
Appears in 1 contract
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it them or upon its their income or profits or in respect of its property their properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary the Synodys Companies shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Synodys Companies shall have set aside on its their books adequate reserves with respect thereto.
Appears in 1 contract
Samples: Note and Equity Purchase Agreement (Mirion Technologies, Inc.)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary neither the Company nor any of the Loan Parties shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller Company or the Loan Parties, as applicable, shall have set aside on its their books adequate reserves with respect thereto.
Appears in 1 contract
Samples: Note and Equity Purchase Agreement (ASAlliances Biofuels, LLC)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material --------------------- taxes, assessments and governmental charges or levies imposed upon it them or upon its their income or profits or in respect of its property their properties before the same shall become delinquent or in default, as well as all material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to Liens or charge charges upon such properties or any part thereof; provided, however, that it and each Subsidiary the Loan Parties shall not be required to pay and discharge or to cause to be paid and discharged 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 proceedings, and for which the Seller Loan Parties shall have set aside on its their books adequate reserves with respect theretothereto and such contest operates to suspend collection of the contested tax, assessment, charge levy or claim and enforcement of a Lien.
Appears in 1 contract
Samples: Note and Equity Purchase Agreement (Encore Medical Corp)
Obligations and Taxes. Pay and discharge promptly when due all material obligations, all sales tax and all material 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 material lawful claims for labor, materials and supplies or otherwise otherwise, which, if unpaid, might become a Lien give rise to liens or charge charges upon such properties or any part thereof; provided, however, that it and each neither the Borrower nor any Subsidiary shall not be required to pay and discharge or to cause to be paid and discharged 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 for which the Seller shall Borrower or such Subsidiary shall, to the extent required by generally accepted accounting principles applied on a consistent basis, have set aside on its books adequate reserves with respect thereto.
Appears in 1 contract