Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 276 contracts
Samples: Revolving Credit Agreement (Rocket Companies, Inc.), Credit Agreement (Cars.com Inc.), 364 Day Revolving Credit Agreement (Enterprise Products Partners L.P.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 88 contracts
Samples: Senior Secured Credit Agreement (SLR Investment Corp.), Senior Secured Revolving Credit Agreement (Pennantpark Investment Corp), Senior Secured Revolving Credit Agreement (Sixth Street Specialty Lending, Inc.)
Taxes. Each of the Borrower and its the Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 33 contracts
Samples: Credit Agreement (Service Corp International), Credit Agreement (Service Corp International), Credit Agreement (Service Corp International)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 31 contracts
Samples: Credit Agreement (MasterBrand, Inc.), Credit Agreement (MasterBrand, Inc.), 364 Day Term Loan Credit Agreement (Fortune Brands Home & Security, Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 23 contracts
Samples: Senior Secured Revolving Credit Agreement (Blue Owl Capital Corp III), Senior Secured Revolving Credit Agreement (Blue Owl Capital Corp), Senior Secured Credit Agreement (Lord Abbett Private Credit Fund)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves maintained in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 21 contracts
Samples: Revolving Credit Agreement (Hercules Capital, Inc.), Senior Secured Revolving Credit Agreement (AG Twin Brook Capital Income Fund), Senior Secured Revolving Credit Agreement (North Haven Private Income Fund LLC)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 20 contracts
Samples: Senior Secured Term Loan Credit Agreement (Corporate Capital Trust, Inc.), Credit Agreement (Bard C R Inc /Nj/), Revolving Loan Agreement (Harte Hanks Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 16 contracts
Samples: Credit Agreement (Myriad Genetics Inc), Credit Agreement (Myriad Genetics Inc), Bridge Loan Agreement (Newell Brands Inc)
Taxes. Each of the Borrower and its Significant Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 16 contracts
Samples: Senior Secured Credit Agreement (Blue Owl Technology Income Corp.), Senior Secured Credit Agreement (Blackstone Private Credit Fund), Senior Secured Credit Agreement (Blue Owl Technology Income Corp.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves have been provided in accordance with GAAP or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 16 contracts
Samples: Amendment No. 4 (RXO, Inc.), Credit Agreement (GXO Logistics, Inc.), Term Loan Credit Agreement (GXO Logistics, Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (ai) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (bii) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 15 contracts
Samples: Credit Agreement (Gatx Corp), Credit Agreement (Gatx Corp), Credit Agreement (Gatx Corp)
Taxes. Each of the Borrower and its Subsidiaries subsidiaries has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes taxes required to have been paid by it, except (a) Taxes taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books established adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 14 contracts
Samples: Credit Agreement (Tampa Electric Co), Credit Agreement (Tampa Electric Co), Credit Agreement (Tampa Electric Co)
Taxes. Each of the Borrower and its Consolidated Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 13 contracts
Samples: Credit Agreement (Tucson Electric Power Co), Credit Agreement (Tucson Electric Power Co), Credit Agreement (Tucson Electric Power Co)
Taxes. Each of the Borrower and its the Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (ai) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (bii) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 12 contracts
Samples: Credit Agreement (Virtus Investment Partners, Inc.), Credit Agreement (Virtus Investment Partners, Inc.), Credit Agreement (Virtus Investment Partners, Inc.)
Taxes. Each of the Borrower and its Material Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Material Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 12 contracts
Samples: Credit Agreement (QVC Inc), Credit Agreement (QVC Inc), Credit Agreement (QVC Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 12 contracts
Samples: Limited Waiver and Fourth Amendment to Third Amended and Restated Credit Agreement (Eagle Pharmaceuticals, Inc.), Credit Agreement (Palo Alto Networks Inc), Credit Agreement (Coterra Energy Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves to the extent required by GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 12 contracts
Samples: Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Ugi Corp /Pa/)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed by it and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 9 contracts
Samples: Term Loan Agreement (Cooper Companies, Inc.), Term Loan Agreement (Cooper Companies, Inc.), Term Loan Agreement (Cooper Companies, Inc.)
Taxes. Each of the The Borrower and its the Subsidiaries has have timely filed or caused to be filed all Tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes required to have been paid by itthem, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Subsidiary has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 8 contracts
Samples: Term Loan Credit Agreement (CDK Global, Inc.), Term Loan Credit Agreement (CDK Global, Inc.), Credit Agreement (Broadridge Financial Solutions, Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 8 contracts
Samples: Credit Agreement (Claiborne Liz Inc), Credit Agreement (Claiborne Liz Inc), 364 Day Credit Agreement (Claiborne Liz Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 8 contracts
Samples: Credit Agreement (Best Buy Co Inc), Credit Agreement (Best Buy Co Inc), Credit Agreement (Best Buy Co Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves with respect thereto in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 8 contracts
Samples: Senior Unsecured Multi Year Revolving Credit Agreement (HF Sinclair Corp), Senior Unsecured 5 Year Revolving Credit Agreement (HollyFrontier Corp), Senior Unsecured 5 Year Revolving Credit Agreement (HollyFrontier Corp)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has shall have set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 7 contracts
Samples: Five Year Competitive Advance and Revolving Credit Facility Agreement (Belo Corp), Five Year Competitive Advance and Revolving Credit Facility Agreement (Belo Corp), Credit Agreement (Belo Corp)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 7 contracts
Samples: Credit Agreement (Teleflex Inc), Credit Agreement (Teleflex Inc), Credit Agreement (Teleflex Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves maintained in accordance with GAAP or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 7 contracts
Samples: Senior Secured Revolving Credit Agreement (Varagon Capital Corp), Senior Secured Revolving Credit Agreement (Bain Capital Specialty Finance, Inc.), Senior Secured Revolving Credit Agreement (Bain Capital Private Credit)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all federal Tax returns and all other material Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 6 contracts
Samples: Credit Agreement (Synchronoss Technologies Inc), Credit Agreement (Synchronoss Technologies Inc), Credit Agreement (Endo Health Solutions Inc.)
Taxes. Each of the Borrower and each of its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Subsidiary has set aside on its books adequate reserves or (b) to the extent that the failure to do so file such returns or reports or to pay such Taxes could not reasonably be expected to result in a Material Adverse Effect.
Appears in 6 contracts
Samples: Credit Agreement (Cme Group Inc.), Credit Agreement (Cme Group Inc.), Credit Agreement (Cme Group Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves in conformity with GAAP or (b) to the extent that the failure to do so could would not reasonably be expected to result in have a Material Adverse Effect.
Appears in 6 contracts
Samples: Term Loan Agreement (Brixmor Operating Partnership LP), Revolving Credit Agreement (Brixmor Operating Partnership LP), Term Loan Agreement (Brixmor Operating Partnership LP)
Taxes. Each of the Borrower and its Material Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed (after giving effect to all valid filing extensions) and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effectreserves.
Appears in 6 contracts
Samples: Credit Agreement (Reynolds American Inc), Bridge Credit Agreement (Reynolds American Inc), Credit Agreement (Reynolds American Inc)
Taxes. Each of the Borrower and its the Restricted Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (ai) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Restricted Subsidiary, as applicable, has set aside on its books adequate reserves or (bii) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Executive Employment Agreement, Loan Agreement (Cleco Corp), Credit Agreement (Cleco Power LLC)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to be have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (EXPAND ENERGY Corp), Credit Agreement (Chesapeake Energy Corp), Credit Agreement (Southwestern Energy Co)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves as and to the extent required by GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Delhaize America Inc), Credit Agreement (Delhaize America Inc), Credit Agreement (Food Lion Inc)
Taxes. Each of the Borrower and its Subsidiaries has ----- timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Multi Year Credit Agreement (Smithfield Foods Inc), Credit Agreement (Arch Chemicals Inc), 364 Day Credit Agreement (Olin Corp)
Taxes. Each of the The Borrower and its Subsidiaries has subsidiaries have each timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower it or such Subsidiarysubsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: 364 Day Revolving Credit Agreement (NuStar GP Holdings, LLC), 364 Day Revolving Credit Agreement (NuStar GP Holdings, LLC), 364 Day Revolving Credit Agreement (NuStar GP Holdings, LLC)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by itit before they became delinquent, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could is not reasonably be expected likely to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Revolving Credit and Term Loan Agreement (Taubman Centers Inc), Revolving Credit and Term Loan Agreement (Taubman Centers Inc), Revolving Credit and Term Loan Agreement (Taubman Centers Inc)
Taxes. Each of the The Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, it has set aside on its books adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could so, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Term Credit Agreement (Clean Energy Fuels Corp.), Revolving Credit Agreement (Sunpower Corp), Revolving Credit Agreement (Sunpower Corp)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed by it and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Tesoro Corp /New/), Credit Agreement (Hines Global REIT, Inc.), Credit Agreement (Hines Real Estate Investment Trust Inc)
Taxes. Each of the Borrower and its the Subsidiaries has timely filed or caused to be filed all Tax returns and reports required by law to have been filed filed, and has paid or caused to be paid all Taxes required shown to have been paid by itbe due and payable on such Tax returns, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement, Five Year Credit Agreement (Hp Inc), Credit Agreement (Hp Inc)
Taxes. Each The Borrower and each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Revolving Credit Agreement (Memc Electronic Materials Inc), Revolving Credit Agreement (Memc Electronic Materials Inc), Revolving Credit Agreement (Memc Electronic Materials Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely ------ filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Frontier Corp /Ny/), Credit Agreement (Psinet Inc), Credit Agreement (Frontier Corp /Ny/)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result have in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Constellation Brands, Inc.), Credit Agreement (Constellation Brands, Inc.), Credit Agreement (Constellation Brands, Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which such the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Revolving Credit Agreement (Arch Chemicals Inc), Revolving Credit Agreement (Arch Chemicals Inc), Revolving Credit Agreement (Arch Chemicals Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves being maintained in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Senior Secured Revolving Credit Agreement (Owl Rock Technology Finance Corp.), Senior Secured Revolving Credit Agreement (Owl Rock Capital Corp), Senior Secured Revolving Credit Agreement (Owl Rock Technology Finance Corp.)
Taxes. Each of the The Borrower and its Subsidiaries has have timely filed or caused to be filed all Tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes required to have been paid by itpaid, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 4 contracts
Samples: 364 Day Bridge Credit Agreement (Dr Pepper Snapple Group, Inc.), Credit Agreement (Dr Pepper Snapple Group, Inc.), 364 Day Bridge Credit Agreement (Dr Pepper Snapple Group, Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes in excess of $5,000,000 required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Facility Agreement (Lennox International Inc), Credit Facility Agreement (Lennox International Inc), Credit Facility Agreement (Lennox International Inc)
Taxes. Each of the Such Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Washington Mutual Inc), 364 Day Credit Agreement (Washington Mutual Inc), 364 Day Credit Agreement (Washington Mutual Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves reserves, or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Waddell & Reed Financial Inc), Credit Agreement (Waddell & Reed Financial Inc), Credit Agreement (Waddell & Reed Financial Inc)
Taxes. Each of the Borrower Borrowers and its their Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes required to have been paid by itthem, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the such Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Shyft Group, Inc.), Credit Agreement (Shyft Group, Inc.), Credit Agreement (Spartan Motors Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Innerworkings Inc), Credit Agreement (Innerworkings Inc), Secured Term Loan Credit Agreement (Enterprise Products Partners L P)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except in each case (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Scansource, Inc.), Credit Agreement (Scansource, Inc.), Credit Agreement (Scansource Inc)
Taxes. Each of the Borrower and its the Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so file such returns and reports or pay such Taxes could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Rackspace Hosting, Inc.), Revolving Credit Agreement (Rackspace Hosting, Inc.), Revolving Credit Agreement (Rackspace Hosting, Inc.)
Taxes. Each of the The Borrower and each of its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so has not had and could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Symbol Technologies Inc), Credit Agreement (Symbol Technologies Inc), Credit Agreement (Symbol Technologies Inc)
Taxes. Each of the Borrower and its Restricted Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Restricted Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Trinity Industries Inc), Credit Agreement (Trinity Industries Inc), Credit Agreement (Trinity Industries Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes taxes required to have been paid by it, except (a) Taxes taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books established adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Tampa Electric Co), Loan Agreement (Teco Energy Inc), Credit Agreement (Teco Energy Inc)
Taxes. Each The Borrower and each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Service Corporation International), Credit Agreement (Endo Pharmaceuticals Holdings Inc), Credit Agreement (Service Corporation International)
Taxes. Each of the Borrower and its Subsidiaries has timely ----- filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Digital Generation Systems Inc), Credit Agreement (Us Concrete Inc), Credit Agreement (Par Technology Corp)
Taxes. Each of the such Borrower and its Material Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the such Borrower or such Material Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (QVC Inc), Credit Agreement (Liberty Interactive Corp), Credit Agreement (QVC Inc)
Taxes. Each of the Borrower and its Restricted ----- Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by itit to the extent that the failure to do so would reasonably be expected to result in a Material Adverse Effect, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Restricted Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effectreserves.
Appears in 3 contracts
Samples: Credit Agreement (Pure Resources Inc), Credit Agreement (Pure Resources Inc), Credit Agreement (Pure Resources Inc)
Taxes. Each of the The Borrower and its Subsidiaries has have timely filed or caused to be filed all Tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes required shown thereon to have been paid by itbe due, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves with respect thereto in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (SPRINT Corp), Amendment Agreement (Sprint Nextel Corp), Credit Agreement (Sprint Nextel Corp)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the relevant Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves with respect thereto in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Navistar International Corp), Credit Agreement (Navistar Financial Corp), Servicing Agreement (Navistar Financial Corp)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves in accordance with GAAP, or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Term Loan Credit Agreement (Fuller H B Co), Loan Agreement (Fuller H B Co), Loan Agreement (Fuller H B Co)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Myr Group Inc.), Credit Agreement (Myr Group Inc.), Credit Agreement (Myr Group Inc)
Taxes. Each of the Borrower and its Restricted Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed by it and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could not would not, individually or in the aggregate, reasonably be expected to result in have a Material Adverse Effect.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Hess Midstream Partners LP), Revolving Credit Agreement (Hess Midstream Partners LP), Revolving Credit Agreement (Hess Midstream Partners LP)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves in accordance with GAAP including Taxes that are being contested in good faith by appropriate proceedings or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Newfield Exploration Co /De/), Credit Agreement (Newfield Exploration Co /De/), Credit Agreement (Newfield Exploration Co /De/)
Taxes. Each of the Borrower and its Material Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such the applicable Material Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc)
Taxes. Each of the The Borrower and each of its Significant Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Significant Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Fedex Corp), Credit Agreement (Fedex Corp), Credit Agreement (Federal Express Corp)
Taxes. Each of the Borrower Borrowers and its their Material Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the applicable Borrower or such Material Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all material Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effectaccordance with GAAP.
Appears in 3 contracts
Samples: Credit Agreement (HighPeak Energy, Inc.), Credit Agreement (HighPeak Energy, Inc.), Credit Agreement (HighPeak Energy, Inc.)
Taxes. Each of the Borrower and its Material Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Material Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Genworth Financial Inc), Credit Agreement (Itt Educational Services Inc), Credit Agreement (Itt Educational Services Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed by it and has paid or caused to be paid all Taxes required to have been paid by it, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the such Borrower or such Subsidiary, as applicable, has has, to the extent required by GAAP, set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effectreserves.
Appears in 3 contracts
Samples: Credit Agreement (Freeport McMoran Copper & Gold Inc), Credit Agreement (Freeport McMoran Copper & Gold Inc), Credit Agreement (Freeport McMoran Copper & Gold Inc)
Taxes. Each Borrower, and each of the Borrower and its Subsidiaries Subsidiaries, has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and proceedings, for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves reserves, and as to which no Lien has arisen, or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Dillards Inc), Credit Agreement (Dillards Inc), Credit Agreement (Dillards Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (SPX Corp), Credit Agreement (SPX Corp), Credit Agreement (SPX Corp)
Taxes. Each of the Borrower Borrowers and its their respective Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required shown thereon to have been paid by itbe due, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the such Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves with respect thereto in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Amendment No. 1 (Sprint Nextel Corp), Credit Agreement (Sprint Nextel Corp)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all income tax returns and other material Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Galyans Trading Co Inc), Credit Agreement (Galyans Trading Co Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such any Subsidiary, as applicable, if required, has set aside on its books adequate reserves in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Revolving Credit Agreement, Revolving Credit Agreement (Oaktree Strategic Income II, Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves to the extent required in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Senior Secured Revolving Credit Agreement (Halcon Resources Corp), Credit Agreement (Bea Systems Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Federal, state and other material Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except except
(a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or or
(b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Heidrick & Struggles International Inc), Credit Agreement (Heidrick & Struggles International Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse EffectChange.
Appears in 2 contracts
Samples: Credit Agreement (Magellan Midstream Partners Lp), Credit Agreement (Magellan Midstream Partners Lp)
Taxes. Each of the Borrower and its the Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes (except Taxes which in the aggregate are not material in amount) required to have been paid by it, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effectaccordance with GAAP.
Appears in 2 contracts
Samples: Credit Agreement (Sungard Data Systems Inc), 364 Day Credit Agreement (Sungard Data Systems Inc)
Taxes. Each of the The Borrower and its Subsidiaries has have timely filed or caused to be filed all Tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes required to have been paid by itdue and payable, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves with respect thereto in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Term Loan and Guarantee Agreement, Term Loan and Guarantee Agreement (Evercore Partners Inc.)
Taxes. Each Borrower, and each of the Borrower and its Subsidiaries Subsidiaries, has timely filed or caused to be filed all Tax tax returns and reports required to have been filed by it and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and proceedings, for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves reserves, and as to which no Lien has arisen, or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Zale Corp), Credit Agreement (Zale Corp)
Taxes. Each of the Borrower and each of its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by itdue with respect thereto, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Loan Agreement (Moodys Corp /De/), 364 Day Bridge Credit Agreement (Moodys Corp /De/)
Taxes. Each of the The Borrower and each of its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves to the extent required by GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (TBC Corp), Credit Agreement (TBC Corp)
Taxes. Each Borrower, and each of the Borrower and its Subsidiaries Subsidiaries, has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes taxes required to have been paid by it, except (a) Taxes taxes that are being contested in good faith by appropriate proceedings and proceedings, for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves reserves, and as to which no Lien has arisen, or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Circuit City Stores Inc), Credit Agreement (Circuit City Stores Inc)
Taxes. Each of the Borrower and its Restricted Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Restricted Subsidiary, as applicable, has set aside on its books adequate reserves including Taxes that are being contested in good faith by appropriate proceedings or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Newfield Exploration Co /De/), Credit Agreement (Newfield Exploration Co /De/)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the such Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Allied Motion Technologies Inc), Credit Agreement (Allied Motion Technologies Inc)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves in conformity with GAAP or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Wright Express CORP), Credit Agreement (Wright Express CORP)
Taxes. Each The Borrower and each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could has not had and would not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Blockbuster Inc), Credit Agreement (Blockbuster Inc)
Taxes. Each of the The Borrower and its Subsidiaries has have timely filed or caused to be filed all Tax Federal income tax returns and all other material tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes taxes required to have been paid by it, except (a) Taxes taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (First American Financial Corp), Credit Agreement (First American Financial Corp)
Taxes. Each of the Borrower and its the Subsidiaries has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has shall have set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in have a Material Adverse Effect.
Appears in 2 contracts
Samples: Revolving Credit Facility Agreement (Belo Corp), Amendment and Restatement Agreement (Belo Corp)
Taxes. Each of the Borrower and each of its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, its applicable Subsidiary has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Healthtronics, Inc.), Credit Agreement (Healthtronics, Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax tax returns and reports required to have been filed and has paid or caused to be paid all Taxes taxes required to have been paid by it, except (a) Taxes taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves reserves, or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Revolving Credit Agreement (TPG Specialty Lending, Inc.), Revolving Credit Agreement (TPG Specialty Lending, Inc.)
Taxes. Each Borrower, and each of the Borrower and its Subsidiaries Subsidiaries, has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and proceedings, for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves reserves, and as to which no Lien has arisen, or (b) to the extent that the failure to do so could would not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Dillard's, Inc.), Credit Agreement (Dillard's, Inc.)
Taxes. Each of the The Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so file such returns or reports or to pay such Taxes could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: 364 Day Revolving Credit Agreement (Cme Group Inc.), 364 Day Revolving Credit Agreement (Cme Group Inc.)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all material Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, Person has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Senior Secured Revolving Credit Agreement (Oaktree Finance, LLC), Senior Secured Revolving Credit Agreement (Oaktree Capital Group, LLC)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid paid, reserved for or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Biovail Corp International), Credit Agreement (Biovail Corp International)
Taxes. Each of the Borrower and its Subsidiaries has Borrowers have timely filed or caused to be filed all Tax returns and reports required to have been filed and has have paid or caused to be paid all Taxes required to have been paid by iteach of them, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has Borrowers have set aside on its its/their respective books adequate reserves with respect thereto in accordance with GAAP or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Loan Agreement (Blue Ridge Real Estate Co), Loan Agreement (Blue Ridge Real Estate Co)
Taxes. Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings action and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Borgwarner Inc), Credit Agreement (Borgwarner Inc)
Taxes. Each of the Borrower and each of its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: 364 Day Credit Agreement (Nielsen Media Research Inc), Credit Agreement (Nielsen Media Research Inc)
Taxes. Each of the The Borrower and each of its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) any Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary, as applicable, has set aside on its books adequate reserves or (b) to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Dress Barn Inc), Credit Agreement (Dress Barn Inc)