Common use of Taxes, Claims for Labor and Materials, Compliance with Laws Clause in Contracts

Taxes, Claims for Labor and Materials, Compliance with Laws. (a) The Company will promptly pay and discharge, and will cause each Subsidiary promptly to pay and discharge, all lawful taxes, assessments and governmental charges or levies imposed upon the Company or such Subsidiary, respectively, or upon or in respect of all or any part of the Property or business of the Company or such Subsidiary, and all claims for work, labor or materials, which if unpaid could become a Lien or charge upon any Property of the Company or such Subsidiary, which Lien or charge could materially and adversely affect the Properties, business or financial condition of the Company and its Subsidiaries considered as one enterprise; provided that the Company or such Subsidiary shall not be required to pay any such tax, assessment, charge, levy, or claim if (1) the validity, applicability or amount thereof is being contested in good faith by appropriate actions or proceedings which will prevent the forfeiture or sale of any material Property of the Company or such Subsidiary or any material interference with the use thereof by the Company or such Subsidiary, and (2) the Company or such Subsidiary shall set aside on its books reserves reasonably deemed by it to be adequate with respect thereto.

Appears in 2 contracts

Samples: Note Agreement (Standard Management Corp), Note Agreement (Standard Management Corp)

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Taxes, Claims for Labor and Materials, Compliance with Laws. (a) The Company will promptly pay and discharge, and will cause each Subsidiary promptly to pay and discharge, all lawful taxes, assessments and governmental charges or levies imposed upon the Company or such Subsidiary, respectively, or upon or in respect of all or any part of the Property or business of the Company or such Subsidiary, and all claims for work, labor or materials, which if unpaid could become a Lien or charge upon any Property of the Company or such Subsidiary, which Lien or charge could materially and adversely affect the Properties, business or financial condition of the Company and its Subsidiaries considered as one enterprise; provided PROVIDED that the Company or such Subsidiary shall not be required to pay any such tax, assessment, charge, levy, or claim if (1) the validity, applicability or amount thereof is being contested in good faith by appropriate actions or proceedings which will prevent the forfeiture or sale of any material Property of the Company or such Subsidiary or any material interference with the use thereof by the Company or such Subsidiary, and (2) the Company or such Subsidiary shall set aside on its books reserves reasonably deemed by it to be adequate with respect thereto.

Appears in 1 contract

Samples: Note Agreement (Standard Management Corp)

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Taxes, Claims for Labor and Materials, Compliance with Laws. (a) The Company will promptly pay and discharge, and will cause each Subsidiary promptly to pay and discharge, all lawful taxes, assessments and governmental charges or levies imposed upon the Company or such Subsidiary, respectively, or upon or in respect of all or any part of the Property or business of the Company or such Subsidiary, and all claims for work, labor or materials, which if unpaid could become a Lien or charge upon any Property of the Company or such Subsidiary, which Lien or charge could materially and adversely affect the Properties, business or financial condition of the Company and its Subsidiaries considered as one enterprise; provided that the Company or such Subsidiary shall not be required to pay any such tax, assessment, charge, levy, or claim if (1) the validity, applicability or amount thereof is being contested in good faith by appropriate actions or proceedings which will prevent the forfeiture or sale of any material Property of the Company or such Subsidiary or any material interference with the use thereof by the Company or such Subsidiary, and (2) the Company or such Subsidiary shall set aside on its books reserves reasonably deemed by it to be adequate with respect thereto.

Appears in 1 contract

Samples: Note Agreement (Standard Management Corp)

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