Affiliated Contracts Clause Samples
The Affiliated Contracts clause defines how the terms of the main agreement extend to contracts involving affiliated entities of the parties. Typically, this clause clarifies that subsidiaries, parent companies, or other related entities are either included in the scope of the agreement or may enter into separate but related contracts governed by the same terms. This ensures consistency across multiple agreements within a corporate group and helps prevent disputes about which entities are covered, thereby streamlining contract administration and risk allocation.
Affiliated Contracts. Borrower shall have delivered copies of all executed Affiliate Contracts, each certified by Borrower.
Affiliated Contracts. After Closing, the Assets will not be bound or burdened by any contractual obligation to Seller or an Affiliate of Seller except pursuant to this Agreement.
Affiliated Contracts. Except as set forth on Schedule 4.15 and subject to the last sentence of this Section 4.15: (a) no current or former officer, director, shareholder or Affiliate of either Company (including Parent), and no entity in which such individual owns a controlling interest; and (b) to Seller’s Knowledge, no individual in such officer’s, director’s, shareholder’s or Affiliate’s immediate family, in each case: (i) is party to any agreement (other than for employment) with a Company; (ii) has an interest in any material tangible or intangible assets used or held for use by a Company; or (iii) owns, directly or indirectly, any financial interest in, or is a director, officer, shareholder or employee of any Person that is a supplier, lessor, lessee or competitor of a Company (“Affiliate Contracts”). For the purposes of this Section 4.15 and the definition of “Affiliate Contracts”: (I) all Contracts identified on Schedule 4.15, whether as an Affiliated Contract, an Articulation Agreement or otherwise, are included within the definition of “Affiliate Contracts;” and (II) the term “Affiliate” shall include only Persons that are directly or indirectly controlled by Parent, Persons that hold of record 25% or more of the voting or economic interests in Seller, and, in the case of any such Person, any other Persons holding of record 51% or more of the voting or economic interests in such Person. For the avoidance of doubt, the Dining Room Agreement is not an Affiliate Contract and shall not be deemed an Affiliate Contract under this Agreement. Prior to or on the Closing Date, the Companies shall terminate or otherwise cancel each Affiliated Contract, and no Affiliated Contract shall be regarded as an Assumed Contract.
Affiliated Contracts. 33 4.16 Environmental.........................................................................................................33
Affiliated Contracts. Binding Effect.......................................................................51 APPENDIX A PARTNERSHIP PERCENTAGES.........................................................
Affiliated Contracts. At or prior to Closing, the Seller shall and shall have caused its Affiliates to transfer to the Companies any assets or contracts used primarily in the businesses of a Company which the Seller or its Affiliates own or with respect to which the Seller or its Affiliates are the contracting party, as opposed to a Company, including, but not limited to, those assets and contracts listed on EXHIBIT 2.5.
Affiliated Contracts. 6.6 Agreement Preamble Assumed Contracts 1.1(e) Assumption Agreements 3.4 Buyer Preamble Claim(s) 7.1 Closing 3.1
Affiliated Contracts. Except for items disclosed on Schedule 3.17, or as entered into in the Ordinary Course of Business on arms’ length terms, to the knowledge of the Partnership, there are no (a) Contracts (other than, in the case of any director, employee, manager, officer or director, any employment or services Contract entered into in the Ordinary Course of Business) between or among the Partnership or any of its Subsidiaries, on the one hand, and any key employee, manager, officer, director, Equity Holder or Affiliate of the Partnership or any of its Subsidiaries (each, an “Affiliated Party”), on the other hand, (b) any amounts owed to or by the Partnership or any of its Subsidiaries from or to an Affiliated Party (other than in respect of employee, manager, officer or director relationships entered into in the Ordinary Course of Business or amounts due as normal salaries and bonuses and in reimbursement of expenses in the Ordinary Course of Business to such employee, manager, officer or director) or (c) any other material business arrangement or other material relationship between the Partnership or any of its Subsidiaries, on the one hand, and any Affiliated Party, on the other hand (each of the foregoing, an “Affiliate Contract”), that would survive the Closing.
Affiliated Contracts. Please see Schedule 3.14(a)(1)(ii).
Affiliated Contracts. (a) The Members hereby approve and authorize the Administrative Member to cause the Company to enter into a property and asset management agreement with the Portfolio Manager in the form of the Portfolio Management Agreement attached hereto as Exhibit C. Except for the foregoing, the Administrative Member shall not cause the Company or any Subsidiary to enter into any Affiliated Contract without the prior written consent of the Members. The VEREIT Member will cause the Portfolio Manager and any other Affiliate under an Affiliate Contract to provide services and carry out obligations consistent with the Standard of Care.
(b) Notwithstanding anything to the contrary in Section 5.1, if the Investor Member determines, in its sole discretion, that an Affiliated Contract with the VEREIT Member or an Affiliate of the VEREIT Member has been breached by the VEREIT Member or such Affiliate, then the Investor Member may, on behalf of the Company or a Subsidiary, provide written notice to the Administrative Member of such determination and thereafter cause the Company or the Subsidiary, as applicable, to take such action as may be reasonably necessary to enforce such Affiliated Contract in accordance with the terms of such Affiliated Contract. In addition, the Investor Member may, on behalf of the Company or a Subsidiary, exercise any right of termination expressly set forth in an Affiliated Contract with the VEREIT Member or an Affiliate of the VEREIT Member, subject to any grace or cure periods set forth therein. The Investor Member shall have the authority to sign documents on behalf of the Company and/or a Subsidiary, and to issue notices on behalf of the Company and/or a Subsidiary, in order to carry out such enforcement or termination and shall provide the Administrative Member contemporaneous notice of all such actions by the Investor Member on behalf of the Company or a Subsidiary.
(c) If the VEREIT Member determines, in its sole discretion, that an Affiliated Contract with the Investor Member or an Affiliate of the Investor Member has been breached by that Member or Affiliate, then the VEREIT Member may, on behalf of the Company or a Subsidiary, provide written notice to the Investor Member of such determination and thereafter cause the Company or the Subsidiary, as applicable, to take such action as may be reasonably necessary to enforce such Affiliated Contract in accordance with the terms of such Affiliated Contract. In addition, the VEREIT Member may, on ...