Common use of Taxes; Encumbrances Clause in Contracts

Taxes; Encumbrances. At its option, the Administrative Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances), and may take any other action which the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Agent for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detail; provided, however, that nothing in this Section 4.4 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the Administrative Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral or the Xxxxxxxx Collateral (other than Permitted EncumbrancesLiens), and may take any other action which the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral or any of the Xxxxxxxx Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Agent for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detail; provided, however, that nothing in this Section 4.4 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, provided further that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the The Administrative Agent may discharge past due taxes, assessments, charges, feesfees or Liens (other than Liens permitted under the Credit Agreement), Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances)Collateral, and may take any other action which the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt authorization; provided that, so long as no Event of an invoice therefore setting forth Default shall have occurred and be continuing, if such payments taxes, assessments, charges, fees or expenses Liens are being contested in reasonable detailgood faith and by appropriate proceedings by such Grantor, the Administrative Agent shall consult with such Grantor before making any such payment or taking any such action; provided, however, that nothing the Administrative Agent shall not have any obligation to undertake any of the foregoing and shall have no liability on account of any action so undertaken except to the extent that any liability on account of any such action resulted from the gross negligence, bad faith or breach of the contractual obligations of the Administrative Agent; provided further that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from the Grantor’s failure to have made such payments or taken such action. Nothing in this Section 4.4 4.05 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, of any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the Administrative Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances)and not permitted pursuant to Section 6.2 of the Credit Agreement, and may take any other action which the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detailauthorization; provided, however, that nothing the Agent shall not have any obligation to undertake any of the foregoing and shall have no liability on account of any action so undertaken except where there is a specific finding in a judicial proceeding (in which the Agent has had an opportunity to be heard), from which finding no further appeal is available, that the Agent had acted in actual bad faith or in a grossly negligent manner; and provided further that the making of any such payments by the Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from the Grantors’ failure to have made such payments. Nothing in this Section 4.4 4.6 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, of any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the Administrative Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral or the Xxxxxxxx Collateral (other than Permitted EncumbrancesLiens), and may take any other action which the Administrative Collateral Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral or any of the Xxxxxxxx Collateral to the extent any Grantor fails to do so as required by the Credit Agreement Indenture or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Collateral Agent for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Collateral Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detail; provided, however, that nothing in this Section 4.4 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the Indenture and the other Loan Security Documents; and provided, further, provided further that the making of any such payments or the taking of any such action by the Administrative Collateral Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the Administrative Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances)and not permitted pursuant to Section 6.2 of the Credit Agreement, and may take any other action which the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detailauthorization; provided, however, that nothing the Agent shall not have any obligation to undertake any of the foregoing and shall have no liability on account of any action so undertaken except where there is a specific finding in a judicial proceeding (in which the Agent has had an opportunity to be heard), from which finding no further appeal is available, that the Agent had acted in actual bad faith or in a grossly negligent manner; and provided further that the making of any such payments by the Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from the Grantors’ failure to have made such payments. Nothing in this Section 4.4 4.6 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, of any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.. 4.7

Taxes; Encumbrances. At its option, on five days' prior notice to the Administrative Borrower, the Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances)and not permitted pursuant to Section 6.02 of the Credit Agreement, and may take any other action which pay for the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any maintenance and preservation of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Collateral Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Collateral Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detailauthorization; provided, however, that nothing in this Section 4.4 4.06 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liensliens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; , and provided, further, provided further that the making of any such payments or the taking of any such action by the Administrative Collateral Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any the Grantor’s 's failure to have made such payments or taken such actionpayments.

Taxes; Encumbrances. At its option, the Administrative Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances)and not permitted pursuant to Section 6.02 of the Credit Agreement, and may take any other action which the Administrative Collateral Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any the Grantor fails to do so as required by the Credit Agreement or this Agreement, and each the Grantor jointly and severally agrees to reimburse the Administrative Collateral Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Collateral Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt authorization; provided that the making of an invoice therefore setting forth any such payments or expenses in reasonable detail; provided, however, that nothing the taking of any such action by the Collateral Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from the Grantor’s failure to have made such payments or taken such action. Nothing in this Section 4.4 shall be interpreted as excusing any the Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, of any covenants or other promises of any the Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, option and upon reasonable prior notice to the Administrative Grantors (which notice shall not be required at any time that an Event of Default shall have occurred and be continuing) the Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted EncumbrancesLiens), and may take any other action which the Administrative Collateral Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this AgreementIndenture, and each Grantor jointly and severally agrees to reimburse the Administrative Collateral Agent for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Collateral Agent pursuant to the foregoing authorization within fifteen (15) Business Days 30 days after receipt of an invoice therefore therefor setting forth such payments or expenses in reasonable detailexpenses; provided, however, that nothing in this Section 4.4 the Collateral Agent shall be interpreted as excusing any Grantor from the performance of, or imposing not have any obligation to undertake any of the foregoing and shall have no liability on the Administrative Agent or any Secured Party to cure or perform, any covenants or other promises account of any Grantor with respect action so undertaken except where there is a specific finding in a judicial proceeding (in which the Collateral Agent has had an opportunity to taxesbe heard), assessmentsfrom which finding no further appeal is available, charges, fees, Liens, security interests that the Collateral Agent had engaged in willful misconduct or other encumbrances and maintenance as set forth herein or acted in the other Loan Documentsa grossly negligent manner; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Collateral Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any the Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the Administrative Agent may The Grantor shall pay and discharge past due all taxes, assessments, charges, fees, Liens, security interests fees or other encumbrances Liens at any time levied or placed on the Collateral or payable in respect of the Collateral, except (other than a) Liens created by the Collateral Documents, (b) Permitted Encumbrances), and (c) taxes, assessments, changes or fees levied against the Collateral where (i) the validity or amount thereof is being contested in good faith by proper proceedings, (ii) the Grantor have set aside on their books adequate reserves therefor in accordance with generally accepted accounting principles, and (iii) the failure to make payment pending such contest could not reasonably be expected to result in a Material Adverse Effect. At its option, the Collateral Agent may discharge all such Liens and all such taxes, assessments, charges or fees not being contested in accordance with the preceding sentence, and may take any other action which pay for the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any maintenance and preservation of the Collateral Collateral, in each case to the extent any Grantor fails to do so as required by the Credit this Agreement or this Agreementany other Transaction Document, and each Grantor jointly and severally agrees to reimburse the Administrative Collateral Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Collateral Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detailauthorization; provided, however, that nothing in this Section 4.4 4.06 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests fees or other encumbrances Liens and maintenance as set forth herein or in the other Loan Transaction Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the Administrative Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances), and may take any other action which the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each such Grantor jointly and severally agrees to reimburse the Administrative Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detailauthorization; provided, however, that nothing the Agent shall not have any obligation to undertake any of the foregoing and shall have no liability on account of any action so undertaken except for liability determined by a final and nonappealable judgment made by a court of competent jurisdiction to have resulted from the gross negligence, bad faith or willful misconduct of the Agent; provided further that the making of any such payments or the taking of any such action by the Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from such Grantor’s failure to have made such payments or taken such action. Nothing in this Section 4.4 SECTION 7.05 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, of any covenants or other promises of any such Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, the Administrative Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral or the Xxxxxxxx Collateral (other than Permitted EncumbrancesLiens), and may take any other action which the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral or any of the Xxxxxxxx Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Administrative Agent for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detail; provided, however, that nothing in this Section 4.4 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.

Taxes; Encumbrances. At its option, on five days' prior notice to the Administrative Grantor, the Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral (other than Permitted Encumbrances)and not permitted pursuant to Section 6.2 of the Credit Agreement, may cure defaults under executory contracts and agreements and unexpired leases, may provide adequate assurance of future performance on executory contracts and unexpired leases, and may take any other action which pay for the Administrative Agent may reasonably deem necessary or desirable to repair, maintain or preserve any maintenance and preservation of the Collateral to the extent any the Grantor fails to do so as required by the Credit Agreement or this Agreement, and each the Grantor jointly and severally agrees to reimburse the Administrative Collateral Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Collateral Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detailauthorization; provided, however, that nothing in this Section 4.4 4.6 shall be interpreted as excusing any the Grantor from the performance of, or imposing any obligation on the Administrative Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liensliens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; , and provided, further, provided further that the making of any such payments or the taking of any such action by the Administrative Collateral Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any the Grantor’s 's failure to have made such payments or taken such actionpayments.

Taxes; Encumbrances. At its optionoption during the continuance of an Event of Default, the Administrative Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests fees or Liens (other encumbrances than Liens permitted under the Credit Agreement) at any time levied or placed on the Collateral (other than Permitted Encumbrances)Collateral, and may take any other action which the Administrative Collateral Agent may reasonably deem necessary or desirable to repair, maintain or preserve any of the Collateral to the extent any the Grantor fails to do so as required by the Credit Agreement or this Security Agreement, and each the Grantor jointly and severally agrees to reimburse the Administrative Collateral Agent on demand for any payment made or any reasonable out-of-pocket expense incurred by the Administrative Collateral Agent pursuant to the foregoing authorization within fifteen (15) Business Days after receipt of an invoice therefore setting forth such payments or expenses in reasonable detailauthorization; provided, however, that nothing the Collateral Agent shall not have any obligation to undertake any of the foregoing and shall have no liability on account of any action so undertaken except to the extent that any liability on account of any such action resulted from the gross negligence, bad faith, or breach of the contractual obligations of the Collateral Agent; and provided further that the making of any such payments or the taking of any such action by the Collateral Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from the Grantor’s failure to have made such payments or taken such action. Nothing in this Section 4.4 3.5 shall be interpreted as excusing any the Grantor from the performance of, or imposing any obligation on the Administrative Agent or any Secured Party to cure or perform, of any covenants or other promises of any the Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents; and provided, further, that the making of any such payments or the taking of any such action by the Administrative Agent shall not be deemed to constitute a waiver of any Default or Event of Default arising from any Grantor’s failure to have made such payments or taken such action.