Matters Contested in Good Faith definition

Matters Contested in Good Faith means matters (a) then being contested in good faith by appropriate proceedings diligently and continuously pursued, (b) of which the Bank has been notified in writing and is being kept informed in such detail as the Bank may from time to time reasonably request, (c) the enforcement of which is effectively stayed during the period of the contest, and (d) with respect to which either (i) for disputes valued in excess of $100,000, adequate reserves in the nature of a cash deposit or pledge of bonds or other securities, or a payment bond of a corporate surety in the face amount equal to the total amount in controversy, reasonably satisfactory to the Bank, have been furnished, or (ii) adequate provision therefor, reasonably satisfactory to the Bank, has been reserved on the financial statements of the Authority.
Sample 1Sample 2Sample 3
Matters Contested in Good Faith means the imposition of charges, assessments, taxes or other payments, the application of any laws, rules, regulations or policies, or any other matters
Sample 1Sample 2Sample 3
Matters Contested in Good Faith means matters (a) then being contested in good faith by appropriate proceedings diligently and continuously pursued, (b) the enforcement of which is effectively stayed during the period of the contest and (c) with respect to which the Board obtains a payment bond of a corporate surety or establishes sufficient reserves. Obligation or Obligations shall mean and include
Sample 1Sample 2Sample 3

Examples of Matters Contested in Good Faith in a sentence

  • With respect to Matters Contested in Good Faith, the Borrower will promptly pay any valid, final and non-appealable judgment enforcing any such Lien or xxxx and cause the same to be satisfied of record.

  • The Borrower will comply in all material respects with all Applicable Laws, including without limitation, the CCRC Law, the Assisted Living Law and the Nursing Home Law and any requirements of the Departments relating to the Project, the Borrower or its business, operations or assets, except for any Matters Contested in Good Faith.

  • The separate corporate existence of MainStreet thereupon shall cease, and American shall be the surviving corporation in the Merger.

  • Any amount payable by the Borrower hereunder which is not paid within ten (10) Business Days following demand shall bear interest at the Default Rate except for Matters Contested in Good Faith.

  • The Borrower will comply in all material respects with all Applicable Laws except for Matters Contested in Good Faith, provided that any such contest does not have a Material Adverse Effect.

  • In the event the Borrower undertakes any remedial action with respect to any Hazardous Materials on, under or about the Project, the Borrower will conduct and complete or cause to be completed such remedial action in compliance with all applicable federal, State and local laws, regulations, rules, ordinances, orders, directives and policies of all Governmental Authorities, except for any such orders, directives or policies which are Matters Contested in Good Faith.

  • The Borrower shall comply in all material respects with all Applicable Laws except for Matters Contested in Good Faith and except where such noncompliance could not reasonably be expected to have a Material Adverse Effect.

  • Each of the Borrower and its Subsidiaries has filed all United States federal income tax returns and all other material tax returns, domestic and foreign, required to be filed by it and has paid all taxes and assessments payable by it which have become due pursuant to such returns or pursuant to any assessment received by the Borrower or any Subsidiary, other than those not yet due and except for those which are Matters Contested in Good Faith.

  • Notwithstanding the previous sentence, the Borrower shall not be required to pay any tax, charge, assessment or imposition nor to remove any Lien, nor to comply with any Applicable Law, with respect to any Matters Contested in Good Faith.


More Definitions of Matters Contested in Good Faith

Matters Contested in Good Faith means matters (a) then being contested in good faith by appropriate proceedings diligently and continuously pursued, (b) of which the Administrative Agent has been notified in writing and is being kept informed in such detail as the Administrative Agent may from time to time reasonably request, (c) the enforcement of which is effectively stayed during the period of the contest and (d) with respect to which either (i) adequate reserves in the nature of a cash deposit or pledge of bonds or other securities, or a payment bond of a corporate surety in the face amount equal to the total amount in controversy or a contract of insurance (such as a title company endorsement), reasonably satisfactory to the Administrative Agent, have been furnished or (ii) adequate provision therefor, reasonably satisfactory to the Administrative Agent, has been reserved on the financial statements of the Borrower.
Sample 1Sample 2
Matters Contested in Good Faith means matters (i) then being contested in good faith by appropriate proceedings diligently and continuously pursued; (ii) of which the Master Trustee has been notified in writing and is being kept informed in such detail as the Master Trustee may from time to time reasonably request; (iii) the enforcement of which is effectively stayed during the period of the contest; and (iv) with respect to which, if so requested by the Master Trustee, an Adequate Reserve shall have been established.
Sample 1
Matters Contested in Good Faith means matters (a) then being contested in good faith by appropriate proceedings diligently and continuously pursued,
Sample 1
Matters Contested in Good Faith means matters (a) then being contested in good faith by appropriate proceedings diligently and continuously pursued, (b) of which the Administrative Agent has been notified and is being kept informed in such detail as the Administrative Agent may from time to time reasonably request, (c) the enforcement of which is effectively stayed during the period of the contest and (d) with respect to which either
Sample 1
Matters Contested in Good Faith means the imposition of charges, assessments, taxes or other payments, the application of any Applicable Laws or policies, or any other matters (a) then being contested in good faith by appropriate proceedings diligently and continuously pursued, (b) of which the Purchaser has been notified in writing and is being kept informed in such detail as the Purchaser may from time to time reasonably request, (c) the enforcement of which is effectively stayed during the period of the contest, and (d) with respect to which either (i) adequate reserves in the nature of a cash deposit or pledge of bonds or other securities, or a payment bond of a corporate surety in the face amount equal to the total amount in controversy, reasonably satisfactory to the Purchaser, have been furnished or (ii) adequate provision therefor, reasonably satisfactory to the Purchaser, has been reserved on the financial statements of the Authority.
Sample 1
Matters Contested in Good Faith means matters (a) then being contested in good faith by appropriate proceedings diligently and continuously pursued, (b) of which the Administrative Agent has been notified in writing and is being kept informed in such detail as the Administrative Agent may from time to time reasonably request, (c) the enforcement of which is effectively stayed during the period of the contest and (d) with respect to which either (i) adequate reserves in the nature of a cash deposit or pledge of bonds or other securities, or a payment bond of a corporate surety in the face amount equal to the total amount in controversy, reasonably satisfactory to the Administrative Agent, have been furnished or (ii) adequate provision therefor, reasonably satisfactory to the Administrative Agent, has been reserved on the financial statements of the Borrower.
Sample 1

Related to Matters Contested in Good Faith

  • Good Faith Contest means the contest of an item as to which: (a) such item is contested in good faith, by appropriate proceedings, (b) reserves that are adequate are established with respect to such contested item in accordance with GAAP and (c) the failure to pay or comply with such contested item during the period of such contest could not reasonably be expected to result in a Material Adverse Effect.

  • good faith means that degree of diligence which a reasonable person would exercise in the performance of legal duties and obligations;

  • Permitted Contest means a contest maintained in good faith by appropriate proceedings promptly instituted and diligently conducted and with respect to which such reserve or other appropriate provision, if any, as shall be required in conformity with GAAP shall have been made; provided that compliance with the obligation that is the subject of such contest is effectively stayed during such challenge.

  • Properly Contested means, in the case of any Indebtedness, obligation or Lien, as applicable, of any Person (including any Taxes) that is not paid as and when due and payable by reason of such Person’s bona fide dispute concerning its liability to pay same or concerning the amount thereof: (i) such Indebtedness or Lien, as applicable, is being properly contested in good faith by appropriate proceedings promptly instituted and diligently conducted; (ii) such Person has established appropriate reserves as shall be required in conformity with GAAP; (iii) the non-payment of such Indebtedness will not have a Material Adverse Effect; (iv) no Lien is imposed upon any of such Person’s assets with respect to such Indebtedness unless such Lien is at all times junior and subordinate in priority to the Liens in favor of Agent (except only with respect to Liens that have priority as a matter of applicable state law) and enforcement of such Lien is stayed during the period prior to the final resolution or disposition of such dispute; (v) if such Indebtedness or Lien, as applicable, results from, or is determined by the entry, rendition or issuance against a Person or any of its assets of a judgment, writ, order or decree, enforcement of such judgment, writ, order or decree is stayed pending a timely appeal or other judicial review; and (vi) if such contest is abandoned, settled or determined adversely (in whole or in part) to such Person, such Person forthwith pays such Indebtedness and all penalties, interest and other amounts due in connection therewith.

  • Contested case means a proceeding defined by Iowa Code section 17A.2(5) and includes any matter defined as a no factual dispute contested case under 1998 Iowa Acts, chapter 1202, section 14.

  • Specified Representations means the representations and warranties of the Borrower and set forth in Sections 5.01(a) (solely as it relates to the Loan Parties), 5.01(b)(ii), 5.02 (other than 5.02(b)), 5.04, 5.12, 5.15, 5.16 (subject to the proviso to Section 4.01(a)(iv)) and 5.20 (limited to the use of proceeds of the Loans on the Closing Date).

  • Indemnified Matters has the meaning specified therefor in Section 12.15.

  • Statement of Objections has the meaning set forth in Section 2.04(c)(ii).

  • Excluded Representations means the representations and warranties set forth in clause (iii) of Section 4.01(e) and in Section 4.01(f).

  • Expedited Dispute Timetable means the accelerated timetable for the resolution of disputes as set out in paragraph 2.6;

  • Good Faith Effort means efforts to achieve a DBE goal or other requirement of this Special Provision which, by their scope, intensity, and appropriateness to the objective, can reasonably be expected to fulfill the program requirement.

  • Tax Dispute has the meaning set forth in Section 5.06.

  • Contested Claim means any Tax, Indebtedness or other claim or liability (i) the validity or amount of which is being diligently contested in good faith, (ii) for which adequate reserve, or other appropriate provision, if any, as required in conformity with GAAP shall have been made, and (iii) with respect to which any right to execute upon or sell any assets of the Company or of any of its Subsidiaries has not matured or has been and continues to be effectively enjoined, superseded or stayed.

  • Tax Contest means an audit, review, examination, or any other administrative or judicial proceeding with the purpose or effect of redetermining Taxes (including any administrative or judicial review of any claim for refund).

  • Competent Court of Law means any court or tribunal or any similar judicial or quasi- judicial body in India that has jurisdiction to adjudicate upon issues relating to this Agreement;

  • Election Contest is used as it is defined for purposes of Rule 14a-11 under the Exchange Act;

  • Bad Faith means, with respect to any determination, action or omission, of any Person, board or committee, that such Person, board or committee reached such determination, or engaged in or failed to engage in such act or omission, with the belief that such determination, action or omission was adverse to the interest of the Partnership.

  • Good Faith Efforts means actions undertaken by a bidder or contractor to achieve a Contract Specific Goal that the CPO or his or her designee has determined, by their scope, intensity, and appropriateness to the objective, can reasonably be expected to fulfill the program’s requirements.

  • Enforced disappearance of persons means the arrest, detention or abduction of persons by, or with the authorization, support or acquiescence of, a State or a political organization, followed by a refusal to acknowledge that deprivation of freedom or to give information on the fate or whereabouts of those persons, with the intention of removing them from the protection of the law for a prolonged period of time.

  • Indemnified Matter has the meaning specified in Section 11.4 (Indemnities).

  • Contest means the contest, game, sweepstake, promotion, marketing activity or other event specified in the Contest Summary (see Rule 15, below);

  • Tax Proceeding has the meaning set forth in Section 5.2(a).

  • indemnified representative means any and all directors and officers of the corporation and any other person designated as an indemnified representative by the board of directors of the corporation (which may, but need not, include any person serving at the request of the corporation, as a director, officer, employee, agent, fiduciary or trustee of another corporation, partnership, joint venture, trust, employee benefit plan or other entity or enterprise);

  • the specified year means the school year beginning at or about the beginning of September 2023;

  • Specified Matter means any Amendment of a Portfolio Investment that (a) reduces the principal amount of such Portfolio Investment, (b) reduces the rate of interest payable on such Portfolio Investment, (c) postpones the due date of any scheduled payment or distribution in respect of such Portfolio Investment, (d) alters the pro rata allocation or sharing of payments or distributions required by any related underlying instrument in a manner adverse to the Company, (e) releases any material guarantor of such Portfolio Investment from its obligations, (f) terminates or releases any lien on a material portion on the collateral securing such Portfolio Investment, (g) changes any of the provisions of any such underlying instrument specifying the number or percentage of lenders required to effect any of the foregoing or (h) materially changes any financial maintenance covenant.

  • Final Determination means a determination within the meaning of Section 1313 of the Code or any similar provision of state or local Tax Law.