Payment of Taxes and Other Potential Charges and Priority Claims. The Company shall, and shall cause each of its Subsidiaries to, pay or discharge:
(i) on or prior to the date on which material penalties attach thereto, all taxes, assessments and other governmental charges imposed upon it or any of its properties;
(ii) on or prior to the date when due, all lawful claims of materialmen, mechanics, carriers, warehousemen, landlords and other like Persons which, if unpaid, might result in the creation of a material Lien upon any such property; and
(iii) on or prior to the date when due, all other lawful claims which, if unpaid, might result in the creation of a Lien upon any such property or which, if unpaid, might give rise to a claim entitled to priority over general creditors of the Company in a case under Title 11 (Bankruptcy) of the United States Code, as amended; provided that unless and until foreclosure, distraint, levy, sale or similar proceedings shall have been commenced it need not pay or discharge any such tax, assessment, charge or claim so long as (x) the validity thereof is contested in good faith and by appropriate proceedings diligently conducted, and (y) such reserves or other appropriate provisions as may be required by GAAP shall have been made therefor.
Payment of Taxes and Other Potential Charges and Priority Claims. The Borrower shall, and shall cause each Subsidiary to, pay or discharge (a) on or prior to the date on which penalties are imposed by a taxing authority with respect thereto, all material taxes, assessments and other governmental charges imposed upon it or any of its properties; (b) on or prior to the date when due, all material lawful claims of materialmen, mechanics, carriers, warehousemen, landlords and other like Persons which, if unpaid, might result in the creation of a Lien upon any such property; and (c) on or prior to the date when due, all other material lawful claims which, if unpaid, might result in the creation of a Lien upon any such property or which, if unpaid, might give rise to a claim entitled to priority over general creditors of the Borrower or such Subsidiary in a case under Title 11 (Bankruptcy) of the United States Code, as amended; provided, that unless and until foreclosure, distraint, levy, sale or similar proceedings shall have been commenced the Borrower or such Subsidiary need not pay or discharge any such tax, assessment, charge or claim so long as (x) the validity thereof is contested in good faith and by appropriate proceedings diligently conducted and (y) such reserves or other appropriate provisions as may be required by GAAP shall have been made therefor.
Payment of Taxes and Other Potential Charges and Priority Claims. Borrower shall, and shall cause each Subsidiary to, pay or discharge:
(a) on or prior to the date on which penalties attach thereto, all Taxes;
(b) on or prior to the date when due, all lawful claims of materialmen, mechanics, carriers, warehousemen, landlords and other like Persons which, if unpaid, could result in the creation of a Lien upon any asset of Borrower other than a Permitted Lien; and
(c) on or prior to the date when due, all other lawful claims which, if unpaid, could result in the creation of a Lien upon any asset of Borrower other than a Permitted Lien or which, if unpaid, could give rise to a claim entitled to priority over general creditors of Borrower or such Loan Party in a case under Title 11 (Bankruptcy) of the United States Code, as amended; provided that, unless and until foreclosure, distraint, levy, sale or similar proceedings shall have been commenced, Borrower need not pay or discharge any such tax, assessment, charge or claim so long as (x) the validity thereof is contested in good faith and by appropriate proceedings diligently conducted and (y) such reserves or other appropriate provisions as may be required by GAAP shall have been made therefor.
Payment of Taxes and Other Potential Charges and Priority Claims. Except for matters that could not, individually or in the aggregate, have a Material Adverse Effect, each Loan Party shall, and shall cause each of its Subsidiaries to, pay or discharge
(a) on or prior to the date on which penalties attach thereto, all taxes, assessments and other governmental charges imposed upon it or any of its properties;
(b) on or prior to the date when due, all lawful claims of materialmen, mechanics, carriers, warehousemen, landlords and other like Persons which, if unpaid, might result in the creation of a Lien upon any such property; and
(c) on or prior to the date when due, all other lawful claims which, if unpaid, might result in the creation of a Lien upon any such property or which, if unpaid, might give rise to a claim entitled to priority over general creditors of such Loan Party or Subsidiary in a case under Title 11 (Bankruptcy) of the United States Code, as amended; provided, that unless and until foreclosure, distraint, levy, sale or similar proceedings shall have been commenced, such Loan Party or Subsidiary need not pay or discharge any such tax, assessment, charge or claim so long as (x) the validity thereof is contested in good faith and by appropriate proceedings diligently conducted, (y) such reserves or other appropriate provisions as may be required by GAAP shall have been made therefor.
Payment of Taxes and Other Potential Charges and Priority Claims. Except as with respect to Permitted Encumbrances, the Borrower shall, and shall cause each of the other members of the CHI Reporting Group to, pay or discharge:
(1) on or prior to the date on which penalties attach thereto, all material taxes, assessments and other governmental charges lawfully imposed upon it or any of its properties;
(2) on or prior to the date when due, all material lawful claims of materialmen, mechanics, carriers, warehousemen, landlords and other like Persons that, if unpaid, might result in the creation of a Lien upon any such Property; and
(3) on or prior to the date when due, all other material lawful claims that, if unpaid, might result in the creation of a Lien upon any such Property or which, if unpaid, might give rise to a claim entitled to priority over general creditors of the Borrower or such Subsidiary in a case under Title 11 (Bankruptcy) of the United States Code, as amended;
Payment of Taxes and Other Potential Charges and Priority Claims. Each of the Borrowers shall, and shall cause each of its Restricted Subsidiaries to, pay or discharge
(a) on or prior to the date on which penalties attach thereto, all taxes, assessments and other governmental charges imposed upon it or any of its properties; and
(b) on or prior to the date when due, all lawful claims of materialmen, mechanics, carriers, warehousemen, landlords and other like Persons and all other lawful claims which, in each case if unpaid, might result in the creation of a Lien upon any of its properties, provided that unless and until foreclosure, distraint, levy, sale or similar proceedings shall have been commenced, such Borrower or such Restricted Subsidiary need not pay or discharge any such tax, assessment, charge or claim so long as (x) the validity thereof is contested in good faith and by appropriate proceedings diligently conducted, (y) such reserves or other appropriate provisions as may be required by GAAP shall have been made therefor and (z) to the extent that the aggregate amount of such taxes, assessments, charges or claims at any time exceeds $250,000, the Borrowers deposit and maintain with the Agent a bond or other security satisfactory to the Required Lenders in such amount as the Required Lenders shall require to assure the discharge of such excess amount.
Payment of Taxes and Other Potential Charges and Priority Claims. Payment of Other Current Liabilities. ------------------------------------ The Borrower shall pay or discharge:
(a) on or prior to the date on which penalties attach thereto, all taxes, assessments and other governmental charges or levies imposed upon it or any of its properties or income (including, without limitation, such as may arise under Section 4062, Section 4063 or Section 4064 of ERISA, or any similar provision of law);
(b) on or prior to the date when due, all lawful claims of materialmen, mechanics, carriers, warehousemen, landlords and other like persons which, if unpaid, might result in the creation of a Lien upon any such property; and
(c) on or prior to the date when due, all other lawful claims which, if unpaid, might result in the creation of a Lien upon any such property (other than Liens not forbidden by Section 6.1) or which, if unpaid, might give rise to a claim entitled to priority over general creditors of the Borrower in a case under Title 11 (Bankruptcy) of the United States Code, as amended, or in any insolvency proceeding or dissolution or winding-up involving the Borrower; provided, that prior to the imposition of any Lien with respect to such tax, -------- assessment, charge, levy, claim or current liability, the Borrower need not pay or discharge any such tax, assessment, charge, levy, claim or current liability so long as the validity thereof is contested in good faith and by appropriate proceedings diligently conducted and so long as such reserves or other appropriate provisions as may be required by GAAP shall have been made therefor and so long as such failure to pay or discharge does not have a material adverse effect on the business, operations or financial condition of the Borrower.
Payment of Taxes and Other Potential Charges and Priority Claims. The Borrower shall promptly notify the Agent in writing if it or any of its Subsidiaries learns of any proposed additional assessment or basis for any assessment for additional taxes (whether or not reserved against) which, if paid or incurred, would have a Material Adverse Effect. The Borrower shall, and shall cause each of its Subsidiaries to, pay and discharge, or cause to be paid and discharged,
(a) on or prior to the date on which penalties attach thereto, all taxes, assessments and other governmental charges imposed upon it, or any of them, or any of its, or any of their, properties;
Payment of Taxes and Other Potential Charges and Priority Claims. The Borrower shall promptly notify the Agent in writing if it or any of its Subsidiaries learns of any proposed additional assessment or basis for any assessment for additional taxes (whether or not reserved against) which, if paid or incurred, would have a Material Adverse Effect. The Borrower shall, and shall cause each of its Subsidiaries to, pay and discharge, or cause to be paid and discharged,
Payment of Taxes and Other Potential Charges and Priority Claims. Payment of Other Current Liabilities 60 SECTION 6.07. Financial Accounting Practices 61 SECTION 6.08. Compliance with Applicable Laws 61 SECTION 6.09. Use of Letters of Credit 61 SECTION 6.10. Continuation of and Change in Businesses 61 SECTION 6.11. Visitation 61 ARTICLE VII 62 NEGATIVE COVENANTS 62 SECTION 7.01. Mergers 62 SECTION 7.02. Dispositions 62 SECTION 7.03. Liens 63 SECTION 7.04. Transactions with Affiliates 65 SECTION 7.05. Ratio of Total Funded Debt to Total Capitalization 65 SECTION 7.06. Consolidated Net Worth 65 SECTION 7.07. Indebtedness 65 SECTION 7.08. Financial Strength Ratings 66 SECTION 7.09. Private Act 66 SECTION 7.10. Collateral Accounts 66 ARTICLE VIII 67 EVENTS OF DEFAULT 67 ARTICLE IX 69 THE ADMINISTRATIVE AGENT 69 ARTICLE X 76 MISCELLANEOUS 76 SECTION 10.01. Notices 76 SECTION 10.02. Waivers; Amendments 77 SECTION 10.03. Expenses; Indemnity; Damage Waiver 79 SECTION 10.04. Successors and Assigns 80 SECTION 10.05. Survival 84 SECTION 10.06. Counterparts; Integration; Effectiveness 85 SECTION 10.07. Severability 85 SECTION 10.08. Right of Setoff 85
