Satisfaction of Obligations and Liabilities. Sellers shall use reasonable efforts to cause the Company to (i) pay or cause to be paid all of the obligations and liabilities arising out of its business as they mature, other than immaterial items disputed in good faith by Sellers or other items disputed with the written approval of Buyer, (ii) maintain in all material respects and perform in all material respects its obligations under all agreements and contracts to which it is bound in a manner consistent with past practice, and (iii) comply in all material respects with all requirements of applicable laws within the jurisdiction of its incorporation and all other jurisdictions in which the Company is doing business in a manner consistent with past practice. Sellers shall cause the Company to pay or cause to be paid in full when due all bills and invoices for labor, goods, materials, services and utilities of any kind relating to the Business which were contracted for by the Company or which were delivered to or performed on the Business other than immaterial items disputed by Sellers or other items disputed with the written approval of Buyer.
Satisfaction of Obligations and Liabilities. CWI shall (i) pay or cause to be paid all of the obligations and liabilities arising out of its business as they mature, except for those obligations and liabilities as to which nonpayment will not result in any interest or penalties and those which are disputed in good faith with the written approval of Intellicell, which approval shall not be unreasonably withheld and shall be presumed to be given by Intellicell unless objection is delivered by Intellicell within three business days after CWI's written request for approval delivered in accordance with the notice requirement of Section 10.4; (ii) maintain in all material respects and perform its obligations under all agreements and contracts to which it is bound in accordance with their terms; and (iii) comply in all material respects with all requirements of applicable federal, state and local laws, regulations and rules.
Satisfaction of Obligations and Liabilities. Intellicell and each of its Subsidiaries shall (i) pay or cause to be paid all of the obligations and liabilities arising out of its business as they mature, except for those which are in good faith disputed with the written approval of CWI; (ii) maintain in all material respects and perform its obligations under all agreements and contracts to which it is bound in accordance with their terms; and (iii) comply in all material respects with all requirements of applicable Federal, state and local laws, regulations and rules.
Satisfaction of Obligations and Liabilities. Each of Company and its subsidiaries shall (i) pay or cause to be paid all of the obligations and liabilities arising out of its business as they mature, including those related to taxes, except for those that are in good faith disputed with the written approval of Buyer; (ii) maintain and perform in all material respects its obligations under all agreements and contracts to which it is bound in accordance with their terms; and (iii) comply in all material respects with all requirements of applicable federal, state, and local laws, regulations, and rules. Company and its subsidiaries shall pay or cause to be paid in full all bills and invoices for labor, goods, materials, supplies, services, and utilities of any kind relating to their business, which were contracted for by Company or any of its subsidiaries or which were delivered to or performed on their assets or properties.
Satisfaction of Obligations and Liabilities. Each of Seller and Seller's Affiliates shall (i) pay or cause to be paid all of the obligations and liabilities arising out of its business as they mature including those related to taxes, except for those that are in good faith disputed; (ii) maintain and perform in all material respects its obligations under all agreements and contracts to which it is bound in accordance with their terms; and (iii) comply in all material respects with all requirements of applicable federal, state, and local laws, regulations, and rules. Seller and each Seller Affiliates shall pay or cause to be paid in full all bills and invoices for labor, goods, materials, supplies, services, and utilities of any kind relating to their business, which were contracted for by Seller and each Seller Affiliate or which were delivered to or performed on their assets or properties.
Satisfaction of Obligations and Liabilities. Seller shall (a) pay or cause to be paid all of the obligations and liabilities arising out of its business as they mature, except for those which are in good faith disputed, (b) maintain in all material respects and perform its 17 obligations under all agreements and contracts to which it is bound in accordance with their terms and (c) comply in all material respects with all requirements of applicable federal, state and local laws, regulations and rules. Seller shall pay or cause to be paid in full all bills and invoices for labor, goods, materials, services and utilities of any kind relating to the Seller's SF Restaurants which were contracted for by Seller or which were delivered to or performed on the Seller's SF Restaurants.
Satisfaction of Obligations and Liabilities. 28 (l) Reasonable Efforts. . . . . . . . . . . . . . . . . . . . . 28 5.2
Satisfaction of Obligations and Liabilities. Source shall (i) pay or cause to be paid all of the obligations and liabilities arising out of its business as they mature, except for those which are in good faith disputed with the written approval of Focus; (ii) maintain in all material respects and perform its obligations under all agreements and contracts to which it is bound in accordance with their terms; and (iii) comply in all material respects with all requirements of applicable federal, state and local laws, regulations and rules.
Satisfaction of Obligations and Liabilities. Seller shall (i) pay or cause to be paid all of its obligations and liabilities related to the Business in the ordinary course of business, consistent with past practices, including those related to taxes, but except for those that are in good faith disputed by Seller with the written approval of Buyer and those that if not so paid would not result in an increase or modification to any Assumed Liability, (ii) maintain and perform in all material respects its obligations under all agreements and contracts related to the Business to which it is bound in accordance with their terms, and (iii) comply in all material respects with all requirements of applicable federal, state, and local laws, regulations, and rules related to the Business. Seller shall pay or cause to be paid in full all bills and invoices for labor, goods, materials, services, and utilities of any kind relating to the Business, which were contracted for by Seller or which were delivered to or performed on its properties, in each case in the ordinary course of Business, consistent with past practices, and as contemplated by this Agreement.
Satisfaction of Obligations and Liabilities. From and after Closing Buyer shall perform and satisfy all obligations and liabilities of the Company and its Subsidiaries (including under all operating and capital leases), of whatever nature and whenever arising. The foregoing shall not limit (i) the Buyer’s right to indemnification under Section 8.2(a)(ii) with respect to Covered Special Liabilities, or (ii) the Seller’s right to indemnification under Section 8.2(b)(ii) with respect to all other liabilities.
