Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 31 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Aaron's Inc), Note Purchase Agreement (Aaron's Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 22 contracts
Samples: Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp), Note Purchase Agreement
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 19 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Piper Jaffray Companies), Note Purchase Agreement (Piper Jaffray Companies)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments taxes, assessments, charges or levies have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges and assessments levies in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 12 contracts
Samples: Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase Agreement (Tiffany & Co)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither none of the Company nor or any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary Person on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary such Person has established adequate reserves therefor in accordance with GAAP on the its books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 11 contracts
Samples: Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all federal and other material tax returns required to be filed in any jurisdiction and to pay and discharge all material taxes shown to be due and payable on such returns and all other material taxes, assessments, governmental charges, charges or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, governmental charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is being contested by the Company or such Subsidiary on a timely basis in good faith and in by appropriate proceedingsproceedings diligently conducted, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse EffectSubsidiary.
Appears in 11 contracts
Samples: Note Purchase Agreement (Mettler Toledo International Inc/), Note Purchase Agreement (Mettler Toledo International Inc/), Note Purchase Agreement (Mettler Toledo International Inc/)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 8 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Artisan Partners Asset Management Inc.), Note Purchase Agreement (Artisan Partners Asset Management Inc.)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 8 contracts
Samples: Note Purchase Agreement (Spartech Corp), Note Purchase Agreement (Spartech Corp), Note Purchase Agreement (Spartech Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 8 contracts
Samples: Note Purchase Agreement (Oaktree Capital Group, LLC), Note Purchase Agreement (Ralcorp Holdings Inc /Mo), Note Purchase Agreement (Flow International Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 7 contracts
Samples: Note Purchase Agreement (Hub International LTD), Note Purchase Agreement (American Crystal Sugar Co /Mn/), Note Purchase Agreement (Stepan Co)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided PROVIDED that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 7 contracts
Samples: Note Purchase Agreement (Cornell Corrections Inc), Note Purchase Agreement (Merrill Corp), Note Agreement (Ameron International Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 7 contracts
Samples: Note Purchase Agreement, Private Shelf Agreement (Azz Inc), Note Purchase Agreement (Azz Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all income tax or similar tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 6 contracts
Samples: Note Purchase Agreement (Lincare Holdings Inc), Master Note Purchase Agreement (Regis Corp), Note Purchase Agreement (Elkcorp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 6 contracts
Samples: Note Purchase Agreement (Penn Virginia Resource Partners L P), Note Purchase Agreement (Meredith Corp), Third Supplemental Indenture (Minnesota Power & Light Co)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary Subsidiary, or (ii) the nonpayment of all such taxes and assessments and claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 6 contracts
Samples: Private Shelf Agreement (Nu Skin Enterprises Inc), Private Shelf Agreement (Nu Skin Enterprises Inc), Private Shelf Agreement (Nu Skin Enterprises Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 5 contracts
Samples: Note Purchase Agreement (Cabot Oil & Gas Corp), Note Purchase Agreement (Macquarie Infrastructure CO LLC), Master Note Purchase Agreement (Idex Corp /De/)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 5 contracts
Samples: Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all material tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement (Kilroy Realty, L.P.), Note Purchase Agreement (Kilroy Realty, L.P.), Note Purchase Agreement (Kilroy Realty, L.P.)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their propertiesProperties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties Properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a any Subsidiary has established adequate reserves therefor in accordance with GAAP Generally Accepted Accounting Principles on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse EffectSubsidiary.
Appears in 4 contracts
Samples: Note Purchase Agreement (Eastgroup Properties Inc), Note Purchase Agreement (Eastgroup Properties Inc), Note Purchase Agreement (Eastgroup Properties Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, charges or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Yamana Gold Inc), Note Purchase Agreement (Yamana Gold Inc.)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Private Shelf Agreement (Aecom Technology Corp), Note Purchase Agreement (Aecom Technology Corp), Private Shelf Agreement (Aecom Merger Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided PROVIDED that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (United Asset Management Corp), First Amendment and Consent (United Asset Management Corp), Note Purchase Agreement (Schulman a Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all any such taxes and or assessments in the aggregate could not reasonably be expected expected, individually or in the aggregate, to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Granite Construction Inc), Note Purchase Agreement (Granite Construction Inc), Note Purchase Agreement (Granite Construction Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims claim for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Woodhead Industries Inc), Note Purchase Agreement (Village Super Market Inc), Note Purchase Agreement (West Marine Inc)
Payment of Taxes and Claims. The Company will File, and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary Subsidiary, or (ii) the nonpayment of all such taxes and assessments and claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Nu Skin Enterprises Inc), Credit Agreement (Nu Skin Enterprises Inc), Credit Agreement (Nu Skin Enterprises Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Pool Corp), Note Purchase Agreement (Energy West Inc), Note Purchase Agreement (Alliance Data Systems Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Donaldson Co Inc), Note Purchase Agreement (Donaldson Co Inc), Note Purchase Agreement (Donaldson Co Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims would not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Master Note Purchase Agreement (Hercules Capital, Inc.), Note Purchase Agreement (Hercules Capital, Inc.), Note Purchase Agreement (Unitil Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.. Sensient Technologies Corporation Note Purchase Agreement
Appears in 3 contracts
Samples: Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could would not reasonably be expected to have a Material Adverse Effect.. Xxxxx Xxxxxx Industries, Inc. Note Purchase Agreement
Appears in 2 contracts
Samples: Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax income and other material Tax returns required to be filed in any jurisdiction and to pay and discharge all taxes Taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies Taxes imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments Taxes have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims Tax if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments Taxes in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Conifer Holdings, Inc.)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary Subsidiary, or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (McGrath Rentcorp), Note Purchase and Private Shelf Agreement (McGrath Rentcorp)
Payment of Taxes and Claims. The Company will shall and will shall cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Performance Food Group Co), Senior Notes Agreement (Hughes Supply Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Nui Corp /Nj/), Note Purchase Agreement (Nn Inc)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent delinquent, and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided PROVIDED that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (iI) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iiII) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Energy Network Inc), Note Purchase Agreement (Igen International Inc /De)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment non-filing or nonpayment, as the case may be, of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Jackson Hewitt Tax Service Inc), Note Purchase Agreement (Jackson Hewitt Tax Service Inc)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all income or similar tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Cpi Corp), Note Purchase Agreement (Cpi Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all tax returns required to be filed in any jurisdiction and to pay and discharge when due all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Master Note Purchase Agreement (Polaris Industries Inc/Mn), Master Note Purchase Agreement (Polaris Industries Inc/Mn)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Guaranty Agreement (Hub International LTD), Guarantee (Hub International LTD)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes Taxes shown to be due and payable on such returns and all other taxesTaxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent delinquent, and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax Tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with U.S. GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (FirstService Corp), Note and Guarantee Agreement (FirstService Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, charges or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge or assessment or claims levy if (i) the amount, applicability or validity thereof of which is currently being contested by the Company or such Subsidiary on a timely basis in good faith and in by appropriate proceedings, and with respect to which the Company or a Subsidiary Subsidiary, as the case may be, has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges and assessments levies in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (Arch Chemicals Inc), Note Purchase and Private Shelf Agreement (Arch Chemicals Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all income tax or similar tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Watts Water Technologies Inc), Note Purchase Agreement (Watts Water Technologies Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor if required in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Fuller H B Co), Note Purchase Agreement (Fuller H B Co)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all material tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims would not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Master Note Purchase Agreement (Crescent Capital BDC, Inc.), Master Note Purchase Agreement (Crescent Capital BDC, Inc.)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims if claim if
(ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, charges or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge or assessment or claims levy if (i) the amount, applicability or validity thereof of which is currently being contested by the Company or such Subsidiary on a timely basis in good faith and in by appropriate proceedings, and with respect to which the Company or a Subsidiary Subsidiary, as the case may be, has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges and assessments levies in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Master Note Purchase Agreement (Arch Chemicals Inc), Master Note Purchase Agreement (Arch Chemicals Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges and assessments levies in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Woodward Governor Co), Note Purchase Agreement (Woodward Governor Co)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided PROVIDED that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Chalone Wine Group LTD), Note Purchase Agreement (Chalone Wine Group LTD)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in by appropriate proceedingsactions, and the Company or a Subsidiary has established adequate reserves therefor in accordance with to the extent required by GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Oaktree Capital Group, LLC), Note Purchase Agreement (Oaktree Capital Group, LLC)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate appropriate reserves therefor with respect thereto in accordance with GAAP on the books of the Company or such applicable Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Green Brick Partners, Inc.), Note Purchase Agreement (Green Brick Partners, Inc.)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need file any such return or pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonfiling of all such returns and the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Aptargroup Inc), Note Purchase Agreement (Aptargroup Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse EffectSubsidiary.
Appears in 2 contracts
Samples: Third Amended and Restated Note Purchase and Shelf Agreement (Nn Inc), Second Amended and Restated Note Purchase and Shelf Agreement (Nn Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Resmed Inc), Note Purchase Agreement (Idex Corp /De/)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary Subsid- iary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Oil Dri Corporation of America)
Payment of Taxes and Claims. The Each Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the any Company or any Subsidiary, provided that neither the any Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the such Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the a Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the such Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all material tax returns required to be filed in any jurisdiction and to pay and discharge all material taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims would not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Master Note Purchase Agreement (Silver Point Specialty Lending Fund)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Calamos Asset Management, Inc. /DE/)
Payment of Taxes and Claims. The Company Parent will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company Parent or any Subsidiary, provided that neither the Company Parent nor any Subsidiary need pay any such tax or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company Parent or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company Parent or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company Parent or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent delinquent, and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their propertiesProperties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties Properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries Subsidiary to file all tax returns required to be filed in any applicable jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided -------- that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by - the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Franklin Electronic Publishers Inc)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Insituform Technologies Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its the Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Seitel Inc)
Payment of Taxes and Claims. The Each Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the any Company or any Subsidiary, provided that neither the any Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the such Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the a Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the such Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the non-filing or nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Zemex Corp)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for fo r which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Stock Sale and Note Purchase Agreement (Cascade Microtech Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries Subsidiary to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, charges or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company Companies will and will cause each of its their Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company Companies or any Subsidiary, provided that neither the Company Companies nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company Companies or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company Companies or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of one of the Company Companies or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.and
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all income tax or similar tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or payable by any of their properties, assets, income or franchisesthem, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all income tax or similar tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP United States generally accepted accounting principles, consistently applied, (or if the Company is a Non-Reporting Company, in accordance with AAS, or generally accepted accounting principles, consistently applied) on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment nonfiling or nonpayment, as the case may be, of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Johns Manville Corp /New/)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims, individually or in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Azz Inc)
Payment of Taxes and Claims. The Company will file, and will cause each of its Subsidiaries to file file, all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assetsProperties, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent delinquent, and all claims for which sums have become due and payable that have or might become a Lien on properties or assets Properties of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse EffectSubsidiary.
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes Taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies Taxes imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments Taxes have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided PROVIDED that neither the Company nor any Subsidiary need pay any such tax or assessment Tax or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Wolverine World Wide Inc /De/)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all such claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, Subsidiary provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment non-filing or nonpayment, as the case may be, of all such taxes taxes, assessments and assessments claims in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Multi Currency Note Purchase and Private Shelf Agreement (West Pharmaceutical Services Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to the Subsidiary to, file all income tax or similar tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse EffectSubsidiary.
Appears in 1 contract
Samples: Note Purchase Agreement (Advanced Growing Systems, Inc.)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, charges or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Caseys General Stores Inc)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments taxes, assessments, charges or levies have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might will become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a such Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges and assessments levies in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all Material tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims would not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Kirby Corp)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent delinquent, and all claims for which sums have become due and payable that have or might would become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor if required in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims claim for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect. .
Appears in 1 contract
Samples: Note Purchase Agreement (Kemet Corp)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax income and other material Tax returns required to be filed in any jurisdiction and to pay and discharge all taxes Taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies Taxes imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments Taxes have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims Tax if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments Taxes in the aggregate could would not reasonably be expected to have a Material Adverse Effect.. 14
Appears in 1 contract
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all material tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments taxes, assessments, charges or levies have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges and assessments levies in the aggregate could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Restricted Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all Material tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (MSC Industrial Direct Co Inc)
Payment of Taxes and Claims. The Company will and will cause each of its Subsidiaries to file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes Taxes shown -23- to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies Taxes imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments Taxes have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment Tax or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Wolverine World Wide Inc /De/)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or tax, assessment or claims claim if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Hastings Entertainment Inc)
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Restricted Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment non-filing or nonpayment, as the case may be, of all such taxes and assessments in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to Subsidiary to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, provided that neither the Company nor any Subsidiary need pay any such tax or assessment or claims if (i) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (ii) the nonpayment of all such taxes taxes, assessments and assessments claims in the aggregate could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Payment of Taxes and Claims. The Company will will, and will cause each of its Subsidiaries to to, file all tax returns required to be filed in any jurisdiction and to pay and discharge all taxes shown to be due and payable on such returns and all other taxes, assessments, governmental charges, or levies imposed on them or any of their properties, assets, income or franchises, to the extent such taxes and assessments the same have become due and payable and before they have become delinquent and all claims for which sums have become due and payable that have or might become a Lien on properties or assets of the Company or any Subsidiary, ; provided that neither the Company nor any Subsidiary need pay any such tax tax, assessment, charge, levy or assessment or claims claim if (ia) the amount, applicability or validity thereof is contested by the Company or such Subsidiary on a timely basis in good faith and in appropriate proceedings, and the Company or a Subsidiary has established adequate reserves therefor in accordance with GAAP on the books of the Company or such Subsidiary or (iib) the nonpayment of all such taxes taxes, assessments, charges, levies and assessments claims could not, individually or in the aggregate could not aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase and Private Shelf Agreement (Wd 40 Co)
