Pay and discharge promptly when due all material Taxes imposed upon it or upon its income or profits or in respect of its property before the same shall become delinquent or in default, as well as all lawful claims which, if unpaid, might give rise to a Lien upon such properties or any part thereof, except (i) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower or such Subsidiary has set aside on its books adequate reserves to the extent required in accordance with GAAP, or (ii) Taxes or claims, which, if not paid, could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.