Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 259 contracts
Samples: Credit Agreement (Eagle Pharmaceuticals, Inc.), Credit Agreement (Griffin Realty Trust, Inc.), Credit Agreement (Huntsman International LLC)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilitiestax liabilities and material contractual obligations, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 92 contracts
Samples: Senior Secured Revolving Credit Agreement (Capital Southwest Corp), Revolving Credit Agreement (Oaktree Strategic Credit Fund), Revolving Credit Agreement (Oaktree Specialty Lending Corp)
Payment of Obligations. The Borrower Company will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Company or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 83 contracts
Samples: Term Loan Agreement (Bruker Corp), Term Loan Agreement (Bruker Corp), Credit Agreement (Bruker Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 60 contracts
Samples: Credit Agreement (Palo Alto Networks Inc), Credit Agreement (Pacira BioSciences, Inc.), Credit Agreement (Pacira BioSciences, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 34 contracts
Samples: Assignment and Assumption (Teradata Corp /De/), Revolving Credit Agreement (Teradata Corp /De/), Revolving Credit Agreement (Teradata Corp /De/)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could would reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 19 contracts
Samples: Credit Agreement (ARES INDUSTRIAL REAL ESTATE INCOME TRUST Inc.), Credit Agreement (ARES INDUSTRIAL REAL ESTATE INCOME TRUST Inc.), Credit Agreement (BLACK CREEK INDUSTRIAL REIT IV Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Restricted Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Restricted Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 18 contracts
Samples: Term Loan Credit Agreement (Exco Resources Inc), Term Loan Credit Agreement (Exco Resources Inc), Term Loan Credit Agreement (Exco Resources Inc)
Payment of Obligations. The Borrower will, and will cause each of its Restricted Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Restricted Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 15 contracts
Samples: Credit Agreement (Eagle Materials Inc), Credit Agreement (Eagle Materials Inc), Credit Agreement (Eagle Materials Inc)
Payment of Obligations. The Borrower will, and will cause each of its Significant Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect liabilities and material contractual obligations before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Significant Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 14 contracts
Samples: Senior Secured Credit Agreement (Blackstone Secured Lending Fund), Senior Secured Credit Agreement (Blue Owl Technology Income Corp.), Senior Secured Credit Agreement (Blue Owl Technology Finance Corp. II)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 12 contracts
Samples: Credit Agreement, Credit Agreement (Waddell & Reed Financial Inc), Credit Agreement (Waddell & Reed Financial Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (ai) the validity or amount thereof is being contested in good faith by appropriate proceedings, (bii) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (ciii) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 12 contracts
Samples: Five Year Credit Agreement (Gatx Corp), Credit Agreement (Gatx Corp), Five Year Credit Agreement (Gatx Corp)
Payment of Obligations. The Borrower It will, and will cause each of its Restricted Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower it or such Restricted Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 10 contracts
Samples: Credit Agreement (NuStar Energy L.P.), Term Loan Credit Agreement (NuStar Energy L.P.), Letter of Credit Agreement
Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 9 contracts
Samples: Credit Agreement (Franklin Electric Co Inc), Credit Agreement (Telvent Git S A), Advances and Security Agreement (Washington Mutual Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with and as required by GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 9 contracts
Samples: Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Ugi Corp /Pa/)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 9 contracts
Samples: Year Credit Agreement (Best Buy Co Inc), Year Credit Agreement (Best Buy Co Inc), Assignment and Assumption (Best Buy Co Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilitiesliabilities for Taxes, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 8 contracts
Samples: Credit Agreement (Strategic Storage Trust IV, Inc.), Credit Agreement (Almost Family Inc), Credit Agreement (Strategic Storage Trust II, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilitiesmaterial contractual obligations, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 8 contracts
Samples: Secured Revolving Credit Agreement (Barings BDC, Inc.), Secured Revolving Credit Agreement (Barings BDC, Inc.), Secured Revolving Credit Agreement (Barings Capital Investment Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries the Subsidiary Guarantors to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary Guarantor has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 7 contracts
Samples: Credit Agreement (SPRINT Corp), Credit Agreement (SPRINT Corp), Credit Agreement (SPRINT Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 7 contracts
Samples: Transfer Agreement (Blackstone Alternative Alpha Master Fund), Credit Agreement (SmartStop Self Storage, Inc.), Credit Agreement (Griffin Capital Essential Asset REIT, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 7 contracts
Samples: Credit Agreement (Herbst Gaming, LLC), Credit Agreement (Baldor Electric Co), Joint Venture Agreement (Nextel Partners Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 7 contracts
Samples: Credit Agreement (Service Corp International), Credit Agreement (Service Corp International), Credit Agreement (Service Corp International)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligationsobligations (other than Indebtedness), including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) (i) the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and (bii) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with to the extent required by GAAP and or (cb) the failure to make payment pending such contest could not reasonably be expected to to, individually or in the aggregate, result in a Material Adverse Effect.
Appears in 6 contracts
Samples: Term Credit Agreement (Mylan N.V.), Revolving Credit Agreement (Mylan N.V.), Bridge Credit Agreement (Mylan N.V.)
Payment of Obligations. The Parent Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Parent Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 6 contracts
Samples: Credit Agreement (Ralph Lauren Corp), Credit Agreement (Ralph Lauren Corp), Credit Agreement (Ralph Lauren Corp)
Payment of Obligations. The Such Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 6 contracts
Samples: Credit Agreement (Shyft Group, Inc.), Loan Agreement (Meta Materials Inc.), Credit Agreement (Shyft Group, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 6 contracts
Samples: Credit Agreement (Kimball Electronics, Inc.), Credit Agreement (Kimball International Inc), Credit Agreement (Kimball Electronics, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (i) (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and GAAP, or (cii) the failure to make payment pending such contest could would not reasonably be expected to result in have a Material Adverse Effect.
Appears in 6 contracts
Samples: Term Loan Agreement (Brixmor Operating Partnership LP), Revolving Credit Agreement (Brixmor Operating Partnership LP), Revolving Credit and Term Loan Agreement (Brixmor Operating Partnership LP)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Subsidiary to, pay its obligations, including Tax tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 6 contracts
Samples: Credit Agreement (Health Net Inc), Credit Agreement (Health Net Inc), Term Loan Credit Agreement (Health Net Inc)
Payment of Obligations. The Borrower Borrowers will, and will cause each of its Subsidiaries Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Argo Group International Holdings, Ltd.), Credit Agreement (Argo Group International Holdings, Ltd.), Credit Agreement (Argo Group International Holdings, Ltd.)
Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, thatwhich, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto if required in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Oaktree Capital Group, LLC), Credit Agreement (Oaktree Capital Group, LLC), Credit Agreement (Oaktree Capital Group, LLC)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Restricted Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary Restricted Subsidiary, as applicable, has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse EffectEffect or any Collateral becoming subject to forfeiture or loss as a result of such contest.
Appears in 5 contracts
Samples: Credit Agreement (Clayton Williams Energy Inc /De), Credit Agreement (Clayton Williams Energy Inc /De), Credit Agreement (Clayton Williams Energy Inc /De)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligationsobligations (other than Indebtedness), including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) (i) the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and (bii) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with to the extent required by GAAP and or (cb) the failure to make payment pending such contest could would not reasonably be expected to to, individually or in the aggregate, result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Revolving Credit Agreement (Viatris Inc), Term Loan Credit Agreement (Viatris Inc), Revolving Credit Agreement (Viatris Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could is reasonably likely to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could is not reasonably be expected likely to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit and Term Loan Agreement (Taubman Centers Inc), Revolving Credit and Term Loan Agreement (Taubman Centers Inc), Revolving Credit and Term Loan Agreement (Taubman Centers Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligationsobligations before the same shall become delinquent or in default, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in defaultEffect, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Term Loan Agreement (Natural Resource Partners Lp), Credit Agreement (Natural Resource Partners Lp), Credit Agreement (Natural Resource Partners Lp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Assignment and Assumption (Magellan Midstream Partners Lp), Credit Agreement (Magellan Midstream Partners Lp), Credit Agreement (Nielsen Media Research Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Subsidiary to, pay its or discharge all Material Indebtedness and all other material liabilities and obligations, including Tax liabilitiesTaxes, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Ralcorp Holdings Inc /Mo), Credit Agreement (Ralcorp Holdings Inc /Mo), Credit Agreement (Ralcorp Holdings Inc /Mo)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries that it Controls to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Term Loan Agreement (Weingarten Realty Investors /Tx/), Credit Agreement (Weingarten Realty Investors /Tx/), Credit Agreement (Weingarten Realty Investors /Tx/)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, proceedings and either (ba) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (cb) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Assignment and Assumption (Ingredion Inc), Assignment and Assumption (Ingredion Inc), Term Loan Credit Agreement (Corn Products International Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax any tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Centerpoint Energy Inc), Credit Agreement (Centerpoint Energy Houston Electric LLC), Credit Agreement (Centerpoint Energy Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in reasonably be expected to have a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Constellation Brands, Inc.), Credit Agreement (Constellation Brands Inc), Revolving Credit Agreement (Chart Industries Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such the applicable Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make such payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Term Loan Agreement (Cooper Companies, Inc.), Assignment and Assumption (Cooper Companies, Inc.), Loan Agreement (Cooper Companies, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending while such contest is pending could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Rogers Corp), Credit Agreement (Rogers Corp), Credit Agreement (Rogers Corp)
Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, pay its obligations, other than Indebtedness but including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedingsfaith, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement, Year Credit Agreement (Hp Inc), Assignment and Assumption (Hewlett Packard Enterprise Co)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect. The Borrower will, and will cause each of its Subsidiaries to, comply with all of its obligations and liabilities (as applicable) under the Senior Loan Documents.
Appears in 4 contracts
Samples: Mezzanine Credit Agreement, Revolving Credit Agreement (Nexpoint Multifamily Capital Trust, Inc.), Bridge Credit Agreement (Griffin Capital Net Lease REIT, Inc.)
Payment of Obligations. The Borrower will, and will ---------------------- cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Year Credit Agreement (Smithfield Foods Inc), Credit Agreement (Smithfield Foods Inc), Credit Agreement (Olin Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith faith, and if so required, by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Assignment and Assumption (Quanex Building Products CORP), Assignment and Assumption (Quanex Building Products CORP), Credit Agreement (Quanex Corp)
Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make such payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Cooper Companies, Inc.), Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.), Assignment and Assumption (Cooper Companies, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, before the same shall become delinquent or in default, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Kinder Morgan Inc), Credit Agreement (Kinder Morgan Inc), Credit Agreement (Kinder Morgan Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could will not reasonably be expected to result in have a Material Adverse Effect.
Appears in 3 contracts
Samples: Assignment and Assumption (Cheesecake Factory Inc), Assignment and Assumption (Cheesecake Factory Inc), Assignment and Assumption (Cheesecake Factory Inc)
Payment of Obligations. The Borrower will, and will cause ---------------------- each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Us Concrete Inc), Credit Agreement (Haagen Alexander Properties Inc), Credit Agreement (Par Technology Corp)
Payment of Obligations. The Borrower Holdings will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Holdings or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (American Medical Systems Holdings Inc), Credit Agreement (TBC Corp), Credit Agreement (TBC Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, to pay its obligations, including Tax liabilitiesliabilities and Material Indebtedness, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedingsfaith, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Afc Enterprises Inc), Credit Agreement (Afc Enterprises Inc), Credit Agreement (Afc Enterprises Inc)
Payment of Obligations. The Borrower will, and will cause ----------------------- each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Frontier Corp /Ny/), Credit Agreement (Frontier Corp /Ny/), Credit Agreement (Franklin Electronic Publishers Inc)
Payment of Obligations. The Borrower It will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower it or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Jones Lang LaSalle Income Property Trust, Inc.), Credit Agreement (Jones Lang LaSalle Income Property Trust, Inc.), Credit Agreement (Jones Lang LaSalle Income Property Trust, Inc.)
Payment of Obligations. The Borrower Borrowers will, and will cause each of its their Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the a Borrower or such its applicable Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, obligations that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Facility Agreement (At&t Wireless Services Inc), Credit Facility Agreement (At&t Wireless Services Inc), At&t Wireless Services Inc
Payment of Obligations. The Borrower will, and will cause each of its Material Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could may not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc)
Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Vinebrook Homes Trust, Inc.), Credit Agreement (Vinebrook Homes Trust, Inc.), Revolving Credit Agreement (Vinebrook Homes Trust, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Material Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Assignment and Assumption (First American Corp), Credit Agreement (First American Corp), Credit Agreement (First American Corp)
Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Jupitermedia Corp), Credit Agreement (Jupitermedia Corp), Credit Agreement (Jupitermedia Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such its applicable Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc)
Payment of Obligations. The Borrower will, and will cause each of its the Material Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Sherwin Williams Co), Second Amendment and Restatement Agreement (Sherwin Williams Co), Credit Facility Agreement (Sherwin Williams Co)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its or discharge all Material Indebtedness and all other material liabilities and obligations, including Tax liabilitiesTaxes, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Myr Group Inc.), Credit Agreement (Myr Group Inc.), Credit Agreement (Myr Group Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: 364 Day Revolving Credit Agreement (NuStar GP Holdings, LLC), Revolving Credit Agreement (Valero Gp Holdings LLC), Revolving Credit Agreement (NuStar GP Holdings, LLC)
Payment of Obligations. The Borrower Guarantor will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (ai) the validity or amount thereof is being contested in good faith by appropriate proceedings, (bii) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (ciii) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Supplemental Agreement, Year Credit Agreement (Gatx Financial Corp), Year Credit Agreement (Gatx Corp)
Payment of Obligations. The Borrower will, and will cause each of its Material Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could may not reasonably be expected to result in a Material Adverse Effect.. SECTION 5.05
Appears in 3 contracts
Samples: Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilitiesliabilities for Taxes, that, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (SmartStop Self Storage REIT, Inc.), Credit Agreement (SmartStop Self Storage REIT, Inc.), Credit Agreement (SmartStop Self Storage REIT, Inc.)
Payment of Obligations. The Borrower will, and will cause Parent and each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect. The Borrower will, and will cause each of its Subsidiaries to, comply with all of its obligations and liabilities (as applicable) under the Senior Loan Documents.
Appears in 3 contracts
Samples: Modification of Loan Documents (NexPoint Residential Trust, Inc.), Revolving Credit Agreement (NexPoint Residential Trust, Inc.), Letter Agreement (NexPoint Residential Trust, Inc.)
Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Telvent Git S A), Credit Agreement (Newmont Mining Corp /De/), Credit Agreement (Newmont Mining Corp /De/)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with to the extent required by GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Masimo Corp), Credit Agreement (Masimo Corp), Credit Agreement (Masimo Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (ai) the validity or amount thereof is being contested in good faith by appropriate proceedings, (bii) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (ciii) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.. (e)
Appears in 2 contracts
Samples: Five Year Credit Agreement (Gatx Corp), Five Year Credit Agreement (Gatx Corp)
Payment of Obligations. The Borrower will, and will cause each of its Material Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) and for which the Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (cb) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Pennzenergy Co), Credit Agreement (Pennzoil Quaker State Co)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves LOAN AGREEMENT with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Loan Agreement (Fred Meyer Inc), Loan Agreement (Quality Food Centers Inc)
Payment of Obligations. The Borrower willPay, and will cause each of its Material Subsidiaries toto pay, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, all obligations that, if not paid, could reasonably be expected to have a Material Adverse Effect in respect of such Borrower, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in have a Material Adverse EffectEffect in respect of such Borrower.
Appears in 2 contracts
Samples: Credit Agreement (Williams Companies Inc), Credit Agreement (Williams Companies Inc)
Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Altair Engineering Inc.), Assignment and Assumption (Altair Engineering Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Material Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Bridge Credit Agreement (Teck Cominco LTD), Term Credit Agreement (Teck Cominco LTD)
Payment of Obligations. The Borrower Lessee will, and will cause each of its the Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Lessee or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Participation Agreement (Convergys Corp), Participation Agreement (Convergys Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax tax liabilities, that, if not paid, could result in would reasonably be expected to have a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in have a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Pacificare Health Systems Inc /De/), Security Agreement (Pacificare Health Systems Inc /De/)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP Agreement Accounting Principles and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Matrix Service Co), Credit Agreement (Matrix Service Co)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries that it Controls to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP GAAP, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Weingarten Realty Investors /Tx/), Credit Agreement (Weingarten Realty Investors /Tx/)
Payment of Obligations. The Borrower will, and will cause each of its Material Subsidiaries to, pay its obligations, including Tax tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Simpson Manufacturing Co Inc /Ca/), Credit Agreement (Simpson Manufacturing Co Inc /Ca/)
Payment of Obligations. The Borrower Lessee will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower Lessee or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Participation Agreement (Fred Meyer Inc), Participation Agreement (Quality Food Centers Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Indus Realty Trust, Inc.), Credit Agreement (Indus Realty Trust, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilitiesmaterial contractual obligations, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.. SECTION 5.05
Appears in 2 contracts
Samples: Secured Revolving Credit Agreement (Barings Capital Investment Corp), Revolving Credit Agreement (Barings BDC, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay and discharge at or before maturity, all of its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect Indebtedness and all of its Material Non-Indebtedness Obligations before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Easylink Services International Corp), Revolving Credit and Term Loan Agreement (Easylink Services International Corp)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including material Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Loan Agreement (Moodys Corp /De/), Credit Agreement (Moodys Corp /De/)
Payment of Obligations. The Borrower will, will pay (and will shall cause each of its Subsidiaries to, pay Property Borrower to pay) its obligations, including Tax liabilitiesliabilities for Taxes, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Strategic Storage Trust II, Inc.), Credit Agreement (Strategic Storage Trust II, Inc.)
Payment of Obligations. The Each Borrower will, and will cause each of its Subsidiaries Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit and Term Loan Agreement, Revolving Credit and Term Loan Agreement (Cooper Companies Inc)
Payment of Obligations. The Borrower will, and will cause each of its Material Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) and for which the Borrower or such Material Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and or (cb) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Pennzoil Quaker State Co), Credit Agreement (Pennzoil Quaker State Co)
Payment of Obligations. The Each of the Parent and the Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Parent, the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Lorillard, Inc.), Credit Agreement (Lorillard, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligationsobligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Assignment and Assumption (Spartan Motors Inc), Credit Agreement (Caraco Pharmaceutical Laboratories LTD)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) and the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (cb) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Term Loan Agreement (Global Payments Inc), Loan Agreement (Global Payments Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Borrower Group Entity to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the such Borrower or such Subsidiary Group Entity has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (American Realty Capital Global Trust II, Inc.), Credit Agreement (American Realty Capital Global Trust, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect tax liabilities and material contractual obligations before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such the applicable Subsidiary has set aside on its books adequate reserves with respect thereto in BUSINESS.29745768.5 accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (BlackRock TCP Capital Corp.), Credit Agreement (BlackRock TCP Capital Corp.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could may not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax income tax and other material tax liabilities, that, if not paid, could reasonably be expected to result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Secured Revolving Credit Agreement (Crescent Capital BDC, Inc.), Revolving Credit Agreement (Crescent Capital BDC, Inc.)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedingsfaith, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Oneida LTD), Credit Agreement (Oneida LTD)
Payment of Obligations. The Borrower will, and will cause each of its the Subsidiaries (other than Epsilon) to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Agreement (Sunoco Inc), Amendment and Restatement Agreement (Sunoco Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligationsobliga-tions, including Tax liabilities, that, if not paid, could would result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate appropri-ate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Year Credit Agreement (Best Buy Co Inc), Day Credit Agreement (Best Buy Co Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries Subsidiary to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such the applicable Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Loan Agreement (Cooper Companies Inc), Loan Agreement (Cooper Companies Inc)
Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, pay its obligations, including Tax liabilities, that, if not paid, could result in a Material Adverse Effect before the same shall become delinquent or in default, except where (a) the validity or amount thereof is being contested in good faith by appropriate proceedings, (b) the Borrower or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with GAAP or SAP, as applicable, and (c) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (First American Financial Corp), Credit Agreement (Darwin Professional Underwriters Inc)