Common use of Taxes and Charges Clause in Contracts

Taxes and Charges. Borrower will (i) file all federal, state and local tax returns and other reports which it is required by law to file, (ii) pay all taxes, assessments and other similar charges that are due and payable, (iii) withhold all employee and similar taxes which it is required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges; provided, however, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by Borrower, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP have been set aside on Borrower’s books, and the continuance of any such contest does not (a) result in any part of the Loan Collateral or any other property of Borrower being made the subject of (1) any proceeding in foreclosure, (2) any levy or execution (which shall not have been stayed or dismissed), or (3) any seizure or other loss and (b) prevent Bank from having a perfected first priority security interest in, or as applicable, mortgage Lien on, the Loan Collateral or with respect to future advances made hereunder; and provided, further, that Borrower will promptly pay such tax, assessment or charge when the dispute is finally settled.

Appears in 2 contracts

Samples: Financing Agreement (EQM Technologies & Energy, Inc.), Financing Agreement (EQM Technologies & Energy, Inc.)

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Taxes and Charges. Borrower will (ia) file all federal, state and local tax returns and other reports which it is required by law to file, (iib) pay all taxes, assessments and other similar charges that are due and payable, (iiic) withhold all employee and similar taxes which it is required by law to withhold, and (ivd) maintain adequate reserves for the payment of all taxes and similar charges; provided, however, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by Borrower, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP have been set aside on Borrower’s books, and the continuance of any such contest does not (ai) result in any part of the Loan Collateral or any other property of Borrower being made the subject of (1A) any proceeding in foreclosure, (2B) any levy or execution (which shall not have been stayed or dismissed), or (3C) any seizure or other loss and (bii) prevent Bank from having a perfected first priority security interest in, or as applicable, mortgage Lien on, the Loan Collateral or with respect to future advances made hereunder; and provided, further, that Borrower will promptly pay such tax, assessment or charge when the dispute is finally settled.

Appears in 1 contract

Samples: Financing Agreement (OVERSTOCK.COM, Inc)

Taxes and Charges. Each Borrower will (i) file all federal, state and local tax returns and other reports which it is required by law to file, (ii) pay all taxes, assessments and other similar charges that are due and payable, (iii) withhold all employee and similar taxes which it is required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges; provided, however, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by the applicable Borrower, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP have been set aside on such Borrower’s 's books, and the continuance of any such contest does not (a) result in any part of the Loan Collateral or any other property of such Borrower being made the subject of (1) any proceeding in foreclosure, (2) any levy or execution (which shall not have been stayed or dismissed), or (3) any seizure or other loss and (b) prevent Bank Agent from having a perfected first priority security interest in, or as applicable, mortgage Lien on, the Loan Collateral or with respect to future advances made hereunder; and provided, further, that such Borrower will promptly pay such tax, assessment or charge when the dispute is finally settled.

Appears in 1 contract

Samples: Financing Agreement (Suntron Corp)

Taxes and Charges. Each Borrower will (i) file all federal, state and local tax returns and other reports which it is required by law to file, (ii) pay all taxes, assessments and other similar charges that are due and payable, (iii) withhold all employee and similar taxes which it is required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges; provided, however, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by the applicable Borrower, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP have been set aside on the applicable Borrower’s 's books, and the continuance of any such contest does not (a) result in any part of the Loan Collateral or any other property of a Borrower being made the subject of (1) any proceeding in foreclosure, (2) any levy or execution (which shall not have been stayed or dismissed), or (3) any seizure or other loss and (b) prevent Bank from having a perfected first priority security interest in, or as applicable, mortgage Lien on, in the Loan Collateral or with respect to future advances made hereunder; and provided, further, that the applicable Borrower will promptly pay such tax, assessment or charge when the dispute is finally settled.

Appears in 1 contract

Samples: Financing Agreement (Fm Precision Golf Corp)

Taxes and Charges. Each Borrower will (i) file all federal, state and local tax returns and other reports which it is required by law to file, (ii) pay all taxes, assessments and other similar charges that are due and payable, (iii) withhold all employee and similar taxes which it is required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges; provided, however, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by the applicable Borrower, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP have been set aside on such Borrower’s 's books, and the continuance of any such contest does not (a) result in any part of the Loan Collateral or any other property of such Borrower being made the subject of (1) any proceeding in foreclosure, (2) any levy or execution (which shall not have been stayed or dismissed), or (3) any seizure or other loss and (b) prevent Bank Xxxxxx from having a perfected first second priority security interest in, or as applicable, mortgage Lien on, the Loan Collateral or with respect to future advances made hereunderCollateral; and provided, further, that such Borrower will promptly pay such tax, assessment or charge when the dispute is finally settled.

Appears in 1 contract

Samples: Note Purchase Agreement (Suntron Corp)

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Taxes and Charges. Borrower Borrowers will (i) file all federal, state and local tax returns and other reports which it is they are required by law to file, (ii) pay all taxes, assessments and other similar charges that are due and payable, (iii) withhold all employee and similar taxes which it is they are required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges; provided, however, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by BorrowerBorrowers, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP have been set aside on Borrower’s Borrowers’ books, and the continuance of any such contest does not (a) result in any part of the Loan Collateral or any other property of any Borrower being made the subject of (1) any proceeding in foreclosure, (2) any levy or execution (which shall not have been stayed or dismissed), or (3) any seizure or other loss and (b) prevent Bank from having a perfected first priority security interest in, or as applicable, mortgage Lien on, the Loan Collateral or with respect to future advances made hereunder; and provided, further, that Borrower Borrowers will promptly pay such tax, assessment or charge when the dispute is finally settled.

Appears in 1 contract

Samples: Loan Agreement (EQM Technologies & Energy, Inc.)

Taxes and Charges. Borrower will (i) file all federal, state and local tax returns and other reports which it is required by law to file, (ii) pay all taxes, assessments and other similar charges that are due and payable; PROVIDED, (iii) withhold all employee and similar taxes which it is required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges; provided, howeverHOWEVER, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by Borrower, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP generally accepted accounting principles have been set aside on Borrower’s 's books, and the continuance of any such contest does not (a) shall neither result in any part of the Loan Collateral or any other property of Borrower being made the subject of (1) any proceeding in foreclosure, (2) or of any levy or execution (execution, which shall not have been stayed or dismissed), or (3) the subject of any seizure or other loss and (b) loss, nor prevent Bank from having acquiring a perfected first priority security interest in, or as applicable, mortgage Lien on, in the Loan Collateral after the Effective Date or with respect to future advances made hereunder; and providedPROVIDED, furtherFURTHER, that Borrower will promptly pay such tax, assessment or charge tax when the dispute is finally settled, (iii) withhold all employee and similar taxes which it is required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges.

Appears in 1 contract

Samples: Financing Agreement (Vari Lite International Inc)

Taxes and Charges. Each Borrower will (i) file all federal, state and local tax returns and other reports which it is required by law to file, (ii) pay all taxes, assessments and other similar charges that are due and payable, (iii) withhold all employee and similar taxes which it is required by law to withhold, and (iv) maintain adequate reserves for the payment of all taxes and similar charges; provided, however, that no such taxes, assessments or charges need be paid during such period as they are being contested in good faith by a Borrower, in appropriate proceedings promptly commenced and diligently prosecuted, if adequate reserves in accordance with GAAP have been set aside on a Borrower’s 's books, and the continuance of any such contest does not (a) result in any part of the Loan Collateral or any other property of Borrower being made the subject of (1) any proceeding in foreclosure, (2) any levy or execution (which shall not have been stayed or dismissed), or (3) any seizure or other loss and (b) prevent Bank Agent from having a perfected first priority security interest in, or as applicable, mortgage Lien on, in the Loan Collateral or with respect to future advances made hereunder; and provided, further, that a Borrower will promptly pay such tax, assessment or charge when the dispute is finally settled.

Appears in 1 contract

Samples: Financing Agreement (Sabreliner Corp)

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