Inter-Company Relationships Sample Clauses

Inter-Company Relationships. All inter-company agreements, liabilities, loans, advances, payables and receivables with respect to the Business between Ceding Company or any Affiliate of Ceding Company, on the one hand, and Ceding Company on the other hand, in effect as of the date hereof, are listed on Schedule 2.15. Each of the agreements, if any, listed on Schedule 2.15 has been reported to and not disapproved by the applicable Governmental Entity if required by Applicable Law. Except as set forth in Schedule 2.15, since December 31, 2006, Ceding Company has not entered into any inter-company agreement with, or incurred any material inter-company obligations owing to, Ceding Company or any Affiliate of Ceding Company in connection with the Business.
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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 Group Companies shall own all Intellectual Property licensed to the Target Group Companies by the Sellers’ Retained Group Companies prior to Closing.
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Inter-Company Relationships. As of the date of the Transfer of the Business, VCP will only enter into and carry out transactions and contracts with Newco which do not violate the provisions of Section 7.2 above and are on an arms-length basis, including, without limitation, the applicable Definitive Agreements.
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Inter-Company Relationships. Except as listed in EXHIBIT 4.12A, there are no contractual relationships or agreements or arrangements between Target and any of their Affiliated Companies or any of its shareholders, partners, managers or employees and there are no fees for services due by Target to any or all of Seller or of Seller's Affiliated Companies or any of its shareholders, partners, managers or employees and there is no agreement or arrangement providing for future services for which fees would be payable. Except as listed in EXHIBIT 4.12B, there are no cash pooling arrangements concerning Target or any of Seller's Affiliated Companies or any of its shareholders, partners, managers or employees. There are no claims of Target against Seller or Seller's Affiliated Companies or any of its shareholders, partners, managers or employees and no claims of Seller or Seller's Affiliated Companies or any of its shareholders, partners, managers or employees against Target.
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Inter-Company Relationships. (a) If for any reasons, any Intercompany Non-Trading Payables and Intercompany Non-Trading Receivables have not been paid at the Completion Date in accordance with Clauses 6.2(b) and 6.2(c), the Purchasers shall pay or procure that the relevant Group Companies shall pay any such Intercompany Non-Trading Payables and the Vendors shall pay or procure that their relevant Affiliates pay any such Intercompany Non-Trading Receivables as soon as reasonable practicable and in any event no later than three months from the Completion Date. (b) The Vendors shall procure that at Completion, all contracts between the Group Companies, on the one hand, and the Vendors or any member of the Vendors Group, on the other hand, but excluding those contracts which are listed in Schedule 6.3, are terminated without any payment, penalty or indemnity due by, or remaining liability for, such Group Companies other than the outstanding Intercompany Trading Indebtedness having arisen from such contracts for the period up to the Completion Date and which is not payable as at the Completion Date (which amounts shall be settled in the ordinary course of business).
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Inter-Company Relationships. All inter-company agreements, liabilities, loans, advances, payables and receivables with respect to the Business between Ceding Company or any Affiliate of Ceding Company, on the one hand, and Ceding Company on the other hand, in effect as of the date hereof, are listed on Schedule 2.15. Each of the agreements, if any, listed on Schedule 2.15 has been reported to and not disapproved by the applicable Governmental Entity if required by Applicable Law. Except as set forth in Schedule
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Related to Inter-Company Relationships

  • Other Relationships Any Agent and any other person, whether or not acting for itself, may acquire, hold or dispose of any Note, Coupon, Talon or other security (or any interest therein) of the Issuer or any other person, may enter into or be interested in any contract or transaction with any such person, and may act on, or as depositary, trustee or agent for, any committee or body of holders of securities of any such person, in each case with the same rights as it would have had if that Agent were not an Agent and need not account for any profit.

  • AGENCY RELATIONSHIPS If permitted by applicable law, the Owner hereby consents to the Agent acting as a dual agent for the Owner and any tenant(s) or buyer(s) resulting in a real estate transaction. The Owner understands that the Agent may have or obtain property management agreements on other properties and that potential tenants may consider, make offers on, or lease through the Agent property the same as or similar to the Property. The Owner consents to the Agent's representation of the other owners' properties before, during, and after the expiration of this Agreement.

  • Customer Relationships The Executive understands and acknowledges that the Company has expended significant resources over many years to identify, develop, and maintain its clients. The Executive additionally acknowledges that the Company’s clients have had continuous and long-standing relationships with the Company and that, as a result of these close, long-term relationships, the Company possesses significant knowledge of and confidential information about its clients and their needs. Finally, the Executive acknowledges the Executive’s association and contact with these clients is derived solely from Executive’s employment with the Company. The Executive further acknowledges that the Company does business throughout the United States and that the Executive personally has significant contact with the Company’s clients and customers solely as a result of Executive’s relationship with the Company.

  • Lending Relationships Except as disclosed in the Pricing Disclosure Package, Registration Statement and the Prospectus, the Company (i) does not have any material lending or other relationship with any bank or lending affiliate of the Underwriters and (ii) does not intend to use any of the proceeds from the sale of the Securities hereunder to repay any outstanding debt owed to any affiliate of the Underwriters.

  • RELATIONSHIPS WITH RELATED PERSONS Neither Seller, Acquired Company or any Related Person of each Seller or of either Acquired Company has, or since the first day of the next to last completed fiscal year of any Acquired Company has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to any Acquired Company’s business. Neither Seller, Acquired Company or any Related Person of each Seller or of any Acquired Company is, or since the first day of the next to last completed fiscal year of any Acquired Company has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest in, a Person that has (i) had business dealings or a material financial interest in any transaction with any Acquired Company other than business dealings or transactions conducted in the Ordinary Course of Business with any Acquired Company at substantially prevailing market prices and on substantially prevailing market terms, or (ii) engaged in competition with any Acquired Company with respect to any line of the products or services of any Acquired Company (a “Competing Business”) in any market presently served by any Acquired Company except for less than one percent of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Neither Seller or any Related Person of each Seller or of any Acquired Company is a party to any Contract with, or has any claim or right against, any Acquired Company.

  • Banking Relationships Schedule 3.22 shows the names and locations of all banks, trust companies and other financial institutions in which the Company has accounts, lines of credit or safety deposit boxes and, with respect to each account, line of credit or safety deposit box, the names of all Persons authorized to draw thereon or to have access thereto.

  • Relationships Nothing contained in this Agreement shall be deemed to constitute either party a partner, joint venturer or employee of the other party for any purpose.

  • EMPLOYMENT RELATIONSHIPS The ORGANIZATION, its employees, volunteers or agents performing under this Agreement are not deemed to be employees of the COUNTY, nor volunteers or agents of the COUNTY in any manner whatsoever. No officer, employee, volunteer or agent of the ORGANIZATION will hold themselves out as, or claim to be, an officer, employee, volunteer or agent of the COUNTY by reason hereof, nor will they make any claim, demand or application to or for any right or privilege applicable to an officer, employee volunteer or agent of the COUNTY. The parties agree that the COUNTY will not be responsible for the payment of any industrial insurance premiums or related claims or other benefits that may arise during the performance of services under this Agreement for any ORGANIZATION employee or volunteer, or for any consultant’s, contractor’s or subcontractor’s employee(s) or agent(s) that has been retained by the ORGANIZATION.

  • Certain Relationships No relationship, direct or indirect, exists between or among either of the Transaction Entities, on the one hand, and the directors, officers, stockholders, partners, customers or suppliers of the Transaction Entities, on the other hand, which is required to be described in the Registration Statement, the General Disclosure Package or the Prospectus which is not so described.

  • Agency Relationship Nothing herein shall be construed as constituting the Sub-Advisor as an agent of the Trust or the Fund, except as otherwise contemplated herein.

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