Common use of Payment, Performance and Discharge of Obligations Clause in Contracts

Payment, Performance and Discharge of Obligations. (i) Subject to Section 4.02(k)(ii) and other than, individually or in the aggregate, as could reasonably be expected to have a Material Adverse Effect, such Seller shall pay, perform and discharge or cause to be paid, performed and discharged all of its obligations and liabilities, including all Charges upon its income and properties and all lawful claims for labor, materials, supplies and services, promptly when due. (ii) Such Seller may in good faith contest, by appropriate proceedings, the validity or amount of any Charges or claims described in Section 4.02(k)(i); provided, that (A) adequate reserves with respect to such contest are maintained on the books of such Seller or such member, as applicable, in accordance with GAAP, (B) such contest is maintained and prosecuted continuously and with diligence, (C) none of the Receivables may become subject to forfeiture or loss as a result of such contest, (D) no Lien may be imposed on any Receivables to secure payment of such Charges or claims other than inchoate tax liens and (E) Buyer has advised such Seller or such member, as applicable, in writing that Buyer reasonably believes that nonpayment or nondischarge thereof could not reasonably be expected to have or result in a Material Adverse Effect. (iii) Each Seller shall, at its expense, timely and fully perform and comply, in all material respects, with all provisions, covenants and other promises required to be observed by it under the Contracts (including, without limitation, under all Contracts related to any Continuing Service Receivables).

Payment, Performance and Discharge of Obligations. (i) Subject to Section 4.02(k)(ii) and other than, individually or in the aggregate, as could reasonably be expected to have a Material Adverse Effect), such Seller Originator shall (and shall cause each other member of the Parent Group to) pay, perform and discharge or cause to be paid, performed and discharged all of its obligations and liabilities, including (A) all Charges upon its income and properties and (B) all lawful claims for labor, materials, supplies and services, promptly when before the same shall become past due, except in each case where failure to do so could not reasonably be expected to result in a Material Adverse Effect. (ii) Such Seller Originator and each other member of the Parent Group may in good faith contest, by appropriate proceedings, the validity or amount of any Charges or claims described in Section 4.02(k)(i); provided, that (A) adequate reserves with respect to such contest are maintained on the books of such Seller Originator or such member, as applicable, in accordance with GAAP, (B) such contest is maintained and prosecuted continuously and with diligence, (C) none of the Receivables may become subject to forfeiture or loss as a result of such contest, (D) no Lien may be imposed on any of the Receivables to secure payment of such Charges or claims other than inchoate tax liens and (E) Buyer has advised such Seller or such member, as applicable, in writing that Buyer Originator reasonably believes that nonpayment or nondischarge thereof could not reasonably be expected to have or result in a Material Adverse Effect. (iii) Each Seller Such Originator shall, at its expense, timely and fully perform and comply, in all material respects, with all provisions, covenants and other promises required to be observed by it under the Contracts (includingContracts, without limitationexcept any failure to perform or comply which could not reasonably be expected to impair the validity, under all Contracts related to any Continuing Service Receivables)collectibility or enforceability of such Transferred Receivable or otherwise result in a Material Adverse Effect.

Payment, Performance and Discharge of Obligations. (i) Subject to Section 4.02(k)(ii) and other than, individually or in the aggregate, as could reasonably be expected to have a Material Adverse Effect4.03(k)(ii), such Seller Transferor shall (and shall cause each other member of the Parent Group to) pay, perform and discharge or cause to be paid, performed and discharged all of its obligations and liabilities, including (A) all Charges upon its income and properties and (B) all lawful claims for labor, materials, supplies and services, promptly when before the same shall become past due, except in each case, with respect to a member of the Parent Group other than a Transferor, where the failure to do so could not reasonably be expected to result in a Material Adverse Effect. (ii) Such Seller Transferor and each other member of the Parent Group may in good faith contest, by appropriate proceedings, the validity or amount of any Charges or claims described in Section 4.02(k)(i4.03(k)(i); provided, that (A) adequate reserves with respect to such contest are maintained on the books of such Seller Transferor or such member, as applicable, in accordance with GAAP, (B) such contest is maintained and prosecuted continuously and with diligence, (C) none of the Receivables may become subject to forfeiture or loss as a result of such contest, (D) no Lien may be imposed on any of the Receivables to secure payment of such Charges or claims other than inchoate tax liens and (E) Buyer has advised such Seller or such member, as applicable, in writing that Buyer Transferor reasonably believes that nonpayment or nondischarge thereof could not reasonably be expected to have or result in a Material Adverse Effect. (iii) Each Seller Such Transferor shall, at its expense, timely and fully perform and comply, in all material respects, with all provisions, covenants and other promises required to be observed by it under the Contracts (includingContracts, without limitationexcept any failure to perform or comply which could not reasonably be expected to impair the validity, under all Contracts related to any Continuing Service Receivables)collectibility or enforceability of such Transferred Receivable or otherwise result in a Material Adverse Effect.