Inter-Company Sample Clauses

Inter-Company. Trading Debt means all amounts owed, outstanding or accrued in the ordinary course of trading, including any VAT or sales tax arising on such amounts, as between (i) the Business and any other business unit of the Seller or (ii) the Seller and any member of the Seller Group (in each case only to the extent that the relevant amount relates to the Business) as at Closing in respect of inter-company trading activity and the provision of services, facilities and benefits between them; for the avoidance of doubt, Inter-Company Trading Debt:
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Inter-Company. Relationships (a) Without prejudice to the transactions to be implemented in connection with the UK Pension Reorganization, the Buyer shall procure that at Closing each Sellers’ Retained Group Company identified on Exhibit 10.4 is released in full from the Third Party Guarantee(s) identified on Exhibit 10.4 and given by it in respect of obligations of AOAG (including obligations of New AOAG transferred to it as a result of the AOAG Contribution), or any of the Target Group Companies as set forth therein. With respect to any of the Sellers’ Retained Group Companies which are not released in full from such Third Party Guarantee(s) on Closing, a Buyer Designee to be agreed upon by the Buyer and General Motors shall enter into a back to back guarantee with any such Sellers’ Retained Group Companies in its capacity as guarantor. (b) Notwithstanding the foregoing, the Parties acknowledge and agree that as of the Closing, as between the Sellers’ Retained Group Companies, on the one hand, and the Buyer and its Affiliates (including the Target Group Companies), on the other hand, the Sellers’ Retained
Inter-Company. DEBT All indebtedness of the Seller, or any Affiliate of the Seller to the Purchased Business;
Inter-Company. Claims all debts and liabilities of each Group Member to any other Group Member on any account and in any capacity, irrespective of whether the debts and liabilities: 1 are present or future; 2 are actual, prospective, contingent or otherwise; 3 are at any time ascertained or unascertained; 4 are owed or incurred by or on account of a Group Member alone severally or jointly with another person; 5 are owed to or incurred for the account of a Group Member alone, or severally or jointly with another person; 6 are owed to another person as agent (whether disclosed or not) for or on behalf of a Group Member; 7 are owed or incurred as principal, interest, fees, charges, taxes, duties or other imposts, damages (whether for breach of contract or tort or incurred on another ground), losses, costs or expenses, or on any other account; 8 are owed to or incurred for the account of a Group Member before or after the date of this agreement; or 9 comprise a combination of the above.
Inter-Company. Trading Payables means all amounts owed, outstanding or accrued in the ordinary course of trading, including any VAT, by a Target Company to a member of the Seller Group that is not recoverable by the debtor or a member of its VAT group arising on the supply for which such amounts are consideration, as between (i) any member of the Seller Group and any Target Company or (ii) a Business and any other business unit of the relevant Business Seller (in the case of (ii), only to the extent that the relevant amount relates to the Business of the relevant Business Seller) as at the Closing Time in respect of inter-company trading activity and the provision of services, facilities and benefits between them; for the avoidance of doubt, Inter-Company Trading Debt:
Inter-Company. Trading Debt means all amounts owed, outstanding or accrued in the ordinary course of trading, including any VAT or sales tax arising on such amounts, as between (i) any member of the Seller Group and any Target Company or (ii) the Business and any other business unit of the Business Seller or (iii) the Business Seller and any member of the Seller Group (in the case of (ii) and (iii), only to the extent that the relevant amount relates to the Business of the Business Seller) as at Closing in respect of inter-company trading activity and the provision of services, facilities and benefits between them; for the avoidance of doubt, Inter-Company Trading Debt:
Inter-Company. Loans (i) which are fully subordinated to the payment and performance of all Obligations, (ii) which are unsecured, and (iii) with respect to which (x) Agent and the obligee have entered into a written Subordination Agreement; and (y) Required Lenders' prior written consent has been obtained, which consent may be withheld, granted or granted conditionally subject to such protective and other conditions as Required Lenders may require in their sole and absolute discretion;
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Inter-Company. Transfer The Company may, as required, assign an employee to carry out similar work for and or on behalf of any of the sister companies with continuous service and benefits from previous Company. . 6.0 REMUNERATION The Employer shall recognize the principle of equal pay for equal work irrespective of sex.

Related to Inter-Company

  • Related Entities If Tenant is a legal entity, the transfer (by one or more transfers), directly or indirectly, by operation of law or otherwise, of a majority of the stock or other beneficial ownership interest in Tenant or of all or substantially all of the assets of Tenant (collectively “Ownership Interests”) shall be deemed a voluntary assignment of this Lease; provided, however, that the provisions of this Article 13 shall not apply to the transfer of Ownership Interests in Tenant if and so long as Tenant is publicly traded on a nationally recognized stock exchange. For purposes of this Article, the term “transfers” shall be deemed to include (x) the issuance of new Ownership Interests which results in a majority of the Ownership Interests in Tenant being held by a person or entity which does not hold a majority of the Ownership Interests in Tenant on the Effective Date and (y) except as provided below, the sale or transfer of all or substantially all of the assets of Tenant in one or more transactions and the merger or consolidation of Tenant into or with another business entity. Notwithstanding the foregoing, the prior consent of Landlord shall not be required with respect to an assignment or sublease to a Related Entity, or to a business entity into or with which Tenant is merged or consolidated, or to which all or substantially all of Tenant’s assets or all or substantially all of Tenant’s stock are transferred, so long as (i) such transfer was made for a legitimate independent business purpose and not for the purpose of transferring this Lease, (ii) the sublessee or assignee (as applicable) has a Net Worth at least equal to the Net Worth of Tenant as of the Effective Date, and (iii) proof satisfactory to Landlord of such Net Worth is delivered to Landlord at least ten (10) days prior to the effective date of any such transaction (or promptly thereafter if prior notice is prohibited by any applicable Requirements). Notwithstanding the foregoing, if any Tenant hereunder succeeds to the interest of Tenant in this Lease in violation of the terms and conditions of this Lease, such Tenant shall have no right to assign this Lease or sublease all or any portion of the Premises without Landlord’s prior written consent notwithstanding the provisions of this Section 13.6.

  • Entities If the undersigned is not an individual but an entity, the individual signing on behalf of such entity and the entity jointly and severally agree and certify that:

  • Financial Public Relations Firm Promptly after the execution of a definitive agreement for a Business Combination, the Company shall retain a financial public relations firm reasonably acceptable to the Representative for a term to be agreed upon by the Company and the Representative.

  • Entity If the Subscriber is a corporation, company, trust, employee benefit plan, individual retirement account, Xxxxx Plan, or other tax-exempt entity, it is authorized and qualified to become an investor in the Company and the person signing this Agreement on behalf of such entity has been duly authorized by such entity to do so.

  • Portfolio Companies The Company has duly authorized, executed and delivered any agreements pursuant to which it made the investments described in the Prospectus under the caption “Portfolio Companies” (each a “Portfolio Company Agreement”). To the Company’s knowledge, except as otherwise disclosed in the Prospectus, each Portfolio Company is current, in all material respects, with all its obligations under the applicable Portfolio Company Agreements, no event of default (or a default which with the giving of notice or the passage of time would become an event of default) has occurred under such agreements, except to the extent that any such failure to be current in its obligations and any such default would not reasonably be expected to result in a Material Adverse Change.

  • Investment Company; Public Utility Holding Company Neither the Company nor any Subsidiary is an "investment company" or a company "controlled" by an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "public utility holding company" within the meaning of the Public Utility Holding Company Act of 1935, as amended.

  • Equity Ownership; Subsidiaries All issued and outstanding Capital Securities of each Loan Party are duly authorized and validly issued, fully paid, non-assessable, and (except with respect to the Company) free and clear of all Liens, and such securities were issued in compliance with all applicable state and federal laws concerning the issuance of securities. Schedule 9.8 sets forth the authorized Capital Securities of each Loan Party as of the Closing Date. All of the issued and outstanding Capital Securities of each Wholly-Owned Subsidiary is, directly or indirectly, owned by the Company and is set forth on Schedule 9.8. Except for certain Dormant Entities, the Company has no Subsidiaries that are not Wholly-Owned Subsidiaries. As of the Closing Date, except as set forth on Schedule 9.8, there are no pre-emptive or other outstanding rights, options, warrants, conversion rights or other similar agreements or understandings for the purchase or acquisition of any Capital Securities of any Loan Party.

  • Merchant has the power and authority to authorize the automatic funds transfer provided for in the Merchant Agreement;

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