Payment and Performance of Charges and other Obligations. MRFC shall pay, perform and discharge or cause to be paid, performed and discharged all of its obli gations and liabilities, including all taxes, assessments and governmental charges upon its income and properties and all lawful claims for labor, materials, supplies and services, promptly when due, except that MRFC may in good faith contest, by appropriate proceedings, the validity or amount of any charges or claims described in this Section 5.01(t) if (A) adequate reserves with respect to such contest are maintained on the books of such Person, in accordance with GAAP, (B) such contest is maintained and prosecuted continuously and with diligence, (C) none of the Originator Collateral could reasonably be expected to become subject to forfeiture or loss as a result of such contest, (D) no Lien may be imposed to secure payment of such charges or claims other than inchoate tax liens and (E) the failure to pay, perform or discharge such claims could not reasonably be expected to have or result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Receivables Transfer Agreement (Metaldyne Corp), Receivables Transfer Agreement (Metaldyne Corp)