Obligations and Taxes. (a) 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 Permitted Lien upon such properties or any part thereof; 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 applicable Company 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 other than a Permitted Lien and, in the case of Collateral, the applicable Company shall have otherwise complied with the Contested Collateral Lien Conditions. (b) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 5 contracts
Samples: Credit Agreement (Harry & David Holdings, Inc.), Term Loan Credit Agreement (Lenox Group Inc), Revolving Credit Agreement (Department 56 Inc)
Obligations and Taxes. (a) 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 Propertyproperty, 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 Permitted Lien upon such properties or any part thereof; 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 proceedings, the applicable Company shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and GAAP, such contest operates to suspend collection of the contested obligation, Tax, assessment or charge and enforcement of a Lien other than a Permitted Lien and, in the case of Collateral, the applicable Company shall have otherwise complied with the Contested Collateral Lien Conditions.
(b) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 4 contracts
Samples: Credit Agreement (Norcraft Companies Lp), Credit Agreement (Norcraft Companies Lp), Credit Agreement (Norcraft Companies Lp)
Obligations and Taxes. (a) 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 Propertyproperty, 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 Permitted Lien upon such properties or any part thereof; 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 applicable Company 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 other than a Permitted Lien and, in the case of Collateral, the applicable Company shall have otherwise complied with the Contested Collateral Lien Conditions.
(b) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 3 contracts
Samples: Credit Agreement (Basic Energy Services Inc), Credit Agreement (Basic Energy Services Inc), Credit Agreement (Basic Energy Services Inc)
Obligations and Taxes. (a) Pay its Material Indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all Taxes, assessments federal income Taxes and governmental charges or levies all other Taxes imposed upon it or upon its income or profits or in respect of its Propertyproperty, 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 Permitted Lien Liens) upon such properties or any material part thereof; provided provided, however, that such payment and discharge shall not be required with respect to any such Tax, assessment, charge, levy other obligation or claim Tax so long as (i) the validity or amount thereof shall be contested in good faith by appropriate proceedings and the applicable Company 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 obligation or charge Tax and enforcement of a Lien other than a Permitted Lien and, in the case of Collaterala Mortgaged Property, there is no risk of forfeiture of such property or (ii) the applicable Company shall have otherwise complied with failure to pay and discharge such other obligation or Tax could not reasonably be expected to result in, individually or in the Contested Collateral Lien Conditionsaggregate, a Material Adverse Effect.
(b) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 3 contracts
Samples: Credit Agreement (AAC Holdings, Inc.), Incremental Loan Assumption Agreement (AAC Holdings, Inc.), Credit Agreement (AAC Holdings, Inc.)
Obligations and Taxes. (a) Pay its material Indebtedness and other material obligations promptly and in accordance with their terms and 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 Propertyproperty, 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 Permitted Lien upon such properties or any part thereof; provided provided, however, that (a) 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 applicable Company 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, Taxtax, assessment or charge and enforcement of a Lien other than a Permitted Lien and, in the case of Collateral, the applicable Company shall have otherwise complied with the Contested Collateral Lien Conditions.
and (b) Timely and correctly file all material Tax Returns in the event the Borrower shall fail to make any payment required to be filed made by itit under this Section solely as a result of the blockage by the Collateral Agent pursuant to Section 5(b) of the Pledge Agreement of dividends that would otherwise have been paid by Subsidiaries, no further Event of Default shall result from such failure.
Appears in 2 contracts
Samples: Credit Agreement (Telemundo Holding Inc), Credit Agreement (Telemundo Holding Inc)
Obligations and Taxes. (a) Pay its Indebtedness and obligations (other obligations than Indebtedness) promptly and in accordance with their terms terms, and 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 Propertyproperty, 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 Permitted Lien upon such properties or any part thereof; provided 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 Holdings, the Borrower or the applicable Company 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 other than a Permitted Lien and, in the case of Collaterala Mortgaged Property, there is no risk of forfeiture of such property. No Loan Party will, nor will it permit any of its Subsidiaries to, file or consent to the applicable Company shall have otherwise complied filing of any combined, consolidated, or unitary income tax return with any person (other than the Contested Collateral Lien ConditionsBorrower or any of its Subsidiaries or Holdings).
(b) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 2 contracts
Samples: Second Lien Credit Agreement (Pacific Energy Resources LTD), First Lien Credit Agreement (Pacific Energy Resources LTD)
Obligations and Taxes. (a) 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 Propertyproperty, 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 Permitted Lien upon such properties or any part thereof; 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 properly instituted and diligently conducted and the applicable Company 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 other than a Permitted Lien and, in the case of Collateral, the applicable Company shall have otherwise complied with the Contested Collateral Lien ConditionsLien.
(b) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 1 contract
Obligations and Taxes. (a) Pay its Indebtedness and other monetary obligations promptly and in accordance with their terms and 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 Propertyproperty, before the same such taxes, assessments and governmental charges 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 Permitted Lien upon such properties or any part thereof; provided provided, however, that such payment and discharge shall not be required with respect to (i) 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 applicable Company 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, Taxtax, assessment or charge and enforcement of a Lien and (ii) any Indebtedness or other than a Permitted Lien andobligation or any tax, assessment, charge, levy or claims, the failure to pay and discharge when due which, individually or in the case of Collateralaggregate, the applicable Company shall could not reasonably be expected to have otherwise complied with the Contested Collateral Lien Conditionsa Material Adverse Effect.
(b) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 1 contract
Obligations and Taxes. (a) 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 Permitted Lien upon such properties or any part thereof; provided 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 applicable Company 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 other than a Permitted Lien and, in the case of Collateral, the applicable Company shall have otherwise complied with the Contested Collateral Lien Conditions.
(ba) Timely and correctly file all material Tax Returns required to be filed by it.
Appears in 1 contract
Obligations and Taxes. (a) Pay its material 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 Propertyproperty, 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 Permitted Lien upon such properties or any part thereof; provided provided, however, that (a) 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 applicable Company 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 other than a Permitted Lien and, in the case of CollateralMortgaged Property, the applicable Company shall have otherwise complied with the Contested Collateral Lien Conditions.
there is no risk of forfeiture of such property and (b) Timely and correctly file all material Tax Returns required failure to pay any Indebtedness shall not be filed by ita breach of this covenant unless such failure would give rise to an Event of Default under paragraph (f) of Article VII.
Appears in 1 contract
Obligations and Taxes. (a) Pay its Material Indebtedness and other material obligations promptly and in accordance with their terms and pay and discharge promptly when due all material Taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its Propertyproperty, 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 Permitted Lien upon such properties or any part thereof; provided 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 (i) the validity or amount thereof shall be contested in good faith by appropriate proceedings and the applicable Company relevant Loan Party shall have set aside on its books adequate reserves with respect thereto in accordance with GAAP and (ii) such contest operates to suspend collection of the contested obligation, Tax, assessment or charge and enforcement of a Lien other than a Permitted Lien and, in the case of Collaterala Mortgaged Property, the applicable Company shall have otherwise complied with the Contested Collateral Lien Conditionsthere is no risk of forfeiture of such property.
(b) Timely and correctly file all material Tax Returns required to be filed by it.
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