Pay Taxes and Other Liabilities. Pay and discharge all taxes, assessments and governmental charges or levies imposed upon it or any of its Subsidiaries or their income or profits or upon any properties belonging to them prior to the date on which penalties attach thereto, and all lawful claims for labor, materials and supplies which, if unpaid, might become a Lien or charge upon any of their properties; except that no such tax, assessment, charge, levy or claim need be paid which is being contested in good faith by appropriate proceedings and for which adequate reserves will have been set aside on the appropriate books, but only so long as such tax, assessment, charge, levy or claim does not become a Lien or charge (other than a Lien for taxes not yet due and payable) and no foreclosure, distraint, sale or similar proceedings will have been commenced. The Company will timely file all information returns required by federal, state or local tax authorities.
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Samples: Contribution and Exchange Agreement (Tci Satellite Entertainment Inc), Contribution and Exchange Agreement (Tci Satellite Entertainment Inc)
Pay Taxes and Other Liabilities. Pay and discharge all material taxes, assessments and governmental charges or levies imposed upon it or any of its Subsidiaries or their income or profits or upon any properties belonging to them prior to the date on which penalties attach thereto, and all material lawful claims for labor, materials and supplies which, if unpaid, might become a Lien or charge upon any of their properties; except that no such tax, assessment, charge, levy or claim need be paid which is being contested in good faith by appropriate proceedings and for which adequate reserves will shall have been set aside on the appropriate books, but only so long as such tax, assessment, charge, levy or claim does not become a Lien or charge (other than a Permitted Lien for taxes not yet due and payable) and no foreclosure, distraint, sale or similar proceedings will shall have been commenced. The Company will shall timely file or request extensions with respect to all information returns required by federal, state or local tax authorities.
Appears in 1 contract
Samples: Preferred Stock and Common Stock Warrant Purchase Agreement (Sygnet Wireless Inc)
Pay Taxes and Other Liabilities. Pay and discharge all taxes, assessments and governmental charges or levies imposed upon it or any of its Subsidiaries or their income or profits or upon any properties belonging to them prior to the date on which penalties attach thereto, and all lawful claims for labor, materials and supplies which, if unpaid, might become a Lien or charge upon any of their properties; except that no such tax, assessment, charge, levy or claim need be paid which is being contested in good faith by appropriate proceedings and for which adequate reserves will shall have been set aside on the appropriate books, but only so long as such tax, assessment, charge, levy or claim does not become a Lien or charge (other than a Permitted Lien for taxes not yet due and payable) and no foreclosure, distraint, sale or similar proceedings will shall have been commenced. The Company will shall timely file all information returns required by federal, state or local tax authorities.
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