Common use of Intercompany Receivables and Payables Clause in Contracts

Intercompany Receivables and Payables. At or prior to the Closing, Seller shall, and shall cause its Subsidiaries to, eliminate all intercompany receivables and payables between the Business, on the one hand, and any Retained Business, on the other hand, incurred in the ordinary course of business. For the avoidance of doubt, any Taxes of the Purchased Subsidiaries arising from such elimination shall be treated as a Purchased Subsidiary Liability for purposes of this Agreement.

Appears in 4 contracts

Samples: Asset and Stock Purchase Agreement, Asset and Stock Purchase Agreement (Texas Instruments Inc), Asset and Stock Purchase Agreement (Sensata Technologies Holland, B.V.)

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Intercompany Receivables and Payables. At or prior to the Closing, Seller shall, and shall cause its Subsidiaries to, eliminate all intercompany receivables and payables between the Business, on the one hand, and any Retained Businessbusiness retained by them, on the other hand, incurred in the ordinary course of business. For the avoidance of doubt, any Taxes of the Purchased Subsidiaries Transferred Companies arising from such elimination shall be treated as a Purchased Subsidiary an Excluded Liability for purposes of this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Brooks Automation Inc)

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