Common use of Payment and Performance of Obligations Clause in Contracts

Payment and Performance of Obligations. Borrower (a) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except (i) where the same may be the subject of a Permitted Contest or (ii) for such obligations and/or liabilities the nonpayment or nondischarge of which would not reasonably be expected to have a Material Adverse Effect, (b) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, and (c) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Reliant Pharmaceuticals, Inc.), Credit Agreement (Reliant Pharmaceuticals, Inc.), Credit Agreement (Reliant Pharmaceuticals, Inc.)

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Payment and Performance of Obligations. Borrower Each Borrower (a) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (i) where the same that may be the subject of a Permitted Contest or Contest, and (ii) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (b) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, and (c) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit and Security Agreement (Advancis Pharmaceutical Corp), Credit and Security Agreement (BioTrove, Inc.), Credit and Security Agreement (Monogram Biosciences, Inc.)

Payment and Performance of Obligations. Borrower (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (ix) where the same that may be the subject of a Permitted Contest or and (iiy) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Collegiate Pacific Inc), Credit Agreement (Sport Supply Group, Inc.)

Payment and Performance of Obligations. Borrower Each Borrower (a) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before prior to maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (i) where the same that may be the subject of a Permitted Contest or Contest, and (ii) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (b) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, and (c) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any Material Contract or any other lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit and Security Agreement (Orexigen Therapeutics, Inc.), Credit and Security Agreement (Seracare Life Sciences Inc)

Payment and Performance of Obligations. Each Borrower (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (ix) where the same that may be the subject of a Permitted Contest or and (iiy) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit and Security Agreement (Dynacq Healthcare Inc), Credit Agreement (Loud Technologies Inc)

Payment and Performance of Obligations. Borrower Borrower (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (ix) where the same that may be the subject of a Permitted Contest or and (iiy) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Collegiate Pacific Inc), Credit Agreement (Collegiate Pacific Inc)

Payment and Performance of Obligations. Borrower Borrower (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (iA) where the same that may be the subject of a Permitted Contest or and (iiB) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Palace Entertainment Holdings, Inc.)

Payment and Performance of Obligations. BorrowerBorrowers (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except (ix) where the same may be the subject of a Permitted Contest or and (iiy) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Ahl Services Inc)

Payment and Performance of Obligations. Each Borrower (a) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (i) where the same that may be the subject of a Permitted Contest or Contest, and (ii) for such obligations and/or liabilities the nonpayment or nondischarge of which would not reasonably be expected to have a Material Adverse Effect, (b) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, and (c) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Valera Pharmaceuticals Inc)

Payment and Performance of Obligations. Borrower (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (ix) where the same that may be the subject of a Permitted Contest and (y) the non-payment or (ii) for such obligations and/or liabilities the nonpayment or nondischarge non-discharge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Obagi Medical Products, Inc.)

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Payment and Performance of Obligations. Each Borrower (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except (ix) where the same may be the subject of a Permitted Contest or and (iiy) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Atlantic Premium Brands LTD)

Payment and Performance of Obligations. Borrower: (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except except: (ix) where the same may be the subject of a Permitted Contest or and (iiy) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Equinox Group Inc)

Payment and Performance of Obligations. Borrower Each Borrower (a) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before prior to maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (i) where the same that may be the subject of a Permitted Contest or Contest, and (ii) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (b) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, and (c) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit and Security Agreement (Alphatec Holdings, Inc.)

Payment and Performance of Obligations. Borrower (ai) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except (ix) where the same may be the subject of a Permitted Contest or (iiy) for such obligations and/or liabilities the nonpayment or nondischarge non-discharge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (DynaVox Inc.)

Payment and Performance of Obligations. Borrower Each Borrower (ai) will pay and discharge, and cause each Subsidiary of its Subsidiaries to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and liabilities (ix) where the same that may be the subject of a Permitted Contest or and (iiy) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse Effect, (bii) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, liabilities and (ciii) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Williams Controls Inc)

Payment and Performance of Obligations. Each Borrower (a) will pay and discharge, and cause each Subsidiary to pay and discharge, at or before maturity, all of their respective obligations and liabilities, including tax liabilities, except for such obligations and/or liabilities (i) where the same that may be the subject of a Permitted Contest or Contest, and (ii) for such obligations and/or liabilities the nonpayment or nondischarge of which would could not reasonably be expected to have a Material Adverse EffectEffect on Borrower, (b) will maintain, and cause each Subsidiary to maintain, in accordance with GAAP, appropriate reserves for the accrual of all of their respective obligations and liabilities, and (c) will not breach or permit any Subsidiary to breach, or permit to exist any default under, the terms of any lease, commitment, contract, instrument or obligation to which it is a party, or by which its properties or assets are bound, except for such breaches or defaults which would could not reasonably be expected to have a Material Adverse EffectEffect on Borrower.

Appears in 1 contract

Samples: Credit Agreement (Cyberonics Inc)

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