Common use of Taxes; Liens Clause in Contracts

Taxes; Liens. The Borrower will, and will cause its Subsidiaries and the REIT to, pay and discharge as the same shall become due and payable, all its material obligations and material liabilities, including all material tax liabilities, assessments and governmental charges or levies upon it or its properties or assets, unless the same are being contested in good faith by appropriate proceedings diligently conducted and adequate reserves in accordance with GAAP are being maintained by the Borrower, or such Subsidiary or the REIT; provided, however, payment of taxes, impositions or claims shall not be required if and for so long as (i) the amount, applicability or validity thereof is currently being contested in good faith by appropriate action promptly initiated and diligently conducted in accordance with good business practices and no material part of the property or assets of Borrower or any Subsidiary or the REIT are subject to levy or execution, (ii) Borrower or such Subsidiary or the REIT as required in accordance with GAAP, shall have set aside on its books reserves (segregated to the extent required by GAAP) deemed by it to be adequate with respect thereto, and (iii) if material, Borrower has notified Agent of such circumstances, in detail reasonably satisfactory to Agent, and, provided further, that Borrower or such Subsidiary or the REIT shall pay any such tax, imposition or claim if such contest is not successful and in any event prior to the commencement of any action to realize upon or foreclose any Lien against any Unencumbered Property.

Taxes; Liens. The Borrower will, and will cause its Subsidiaries and the REIT to, duly pay and discharge as or bond over, or cause to be paid and discharged, before the same shall become due and payabledelinquent, all its material obligations and taxes, material liabilities, including all material tax liabilities, assessments and other material governmental charges imposed upon them or levies upon it the Real Estate, sales and activities, or any part thereof, or upon the income or profits therefrom, as well as all claims for labor, materials or supplies, that if unpaid might by law become a lien or charge upon any of its property or other Liens affecting any of the Collateral or other property of Borrower or its properties Subsidiaries; provided that any such tax, assessment, charge or assets, unless levy or claim need not be paid if the same are being validity or amount thereof shall currently be contested in good faith by appropriate proceedings diligently conducted proceedings, which in the case of any Collateral or Pool Property, shall suspend the collection thereof with respect to such property or which have been bonded, and adequate reserves in accordance with GAAP are being maintained by the Borrowerneither such property nor any portion thereof or interest therein would be likely to be subject to sale, forfeiture, or loss by reason of such Subsidiary or the REIT; providedproceeding, however, payment of taxes, impositions or claims shall not be required if and for so long as (i) the amount, applicability or validity thereof is currently being contested in good faith by appropriate action promptly initiated and diligently conducted in accordance with good business practices and no material part of the property or assets of Borrower or any Subsidiary or the REIT are subject to levy or execution, (ii) Borrower or such Subsidiary or the REIT as required in accordance with GAAP, shall have set aside on its books adequate reserves (segregated to the extent required by in accordance with GAAP) deemed by it to be adequate with respect thereto, and (iii) if material, Borrower has notified Agent of such circumstances, in detail reasonably satisfactory to Agent, and, ; provided further, that Borrower or shall be permitted to have tax liens on the Xxxxxx Correctional Facility so long as such Subsidiary or the REIT shall pay any such tax, imposition or claim if such contest tax lien is not successful and in any event prior to the commencement of any action to realize upon or foreclose any Lien against any Unencumbered Propertypermitted under §8.2(xix).

Taxes; Liens. The Borrower will, and will cause its Subsidiaries and the REIT to, pay and discharge as the same shall become due and payable, all its material obligations and material liabilities, including (a) all material tax liabilities, assessments and governmental charges or levies upon it or its properties or assets, unless the same are being contested in good faith by appropriate proceedings diligently conducted and adequate reserves in accordance with GAAP are being maintained by the Borrower, or such Subsidiary or the REIT; and (b) all lawful claims which unpaid, would by law become a Lien up on its property in the aggregate above $25,000,000.00; provided, however, payment of taxes, impositions or claims shall not be required if and for so long as (i) the amount, applicability or validity thereof is currently being contested in good faith by appropriate action promptly initiated and diligently conducted in accordance with good business practices and no material part of the property or assets of Borrower or any Subsidiary or the REIT are subject to levy or execution, (ii) Borrower or such Subsidiary or the REIT as required in accordance with GAAP, shall have set aside on its books reserves (segregated to the extent required by GAAP) deemed by it to be adequate with respect thereto, and (iii) if material, Borrower has notified Agent of such circumstances, in detail reasonably satisfactory to Agent, and, provided further, that Borrower or such Subsidiary or the REIT shall pay any such tax, imposition or claim if such contest is not successful and in any event prior to the commencement of any action to realize upon or foreclose any Lien against any Unencumbered Property.