Partner Accounts Sample Clauses
The Partner Accounts clause defines the terms and conditions under which accounts are established and maintained for partners within a business arrangement. Typically, this clause outlines the process for creating partner accounts, the responsibilities of each party regarding account management, and any limitations or requirements for accessing or using these accounts. For example, it may specify who can authorize transactions, how account information is shared, or the procedures for resolving discrepancies. The core function of this clause is to ensure clear guidelines for the administration and oversight of partner accounts, thereby reducing the risk of misunderstandings or disputes related to account usage.
Partner Accounts. 4.1 For every limited partner a limited partners’ contribution account I (liability capital account), a limited partners’ contribution account II, a contribution account III, a current account, a profit reserve account and, in addition, for each of the AMD Limited Partners a loss carryover account and for Leipziger Messe GmbH and for M+W a profit netting account shall be kept.
4.2 The limited partners’ contribution account I and the limited partners’ contribution account II (collectively the “Capital Accounts”) will be kept as non-interest-bearing fixed accounts. The contribution account III will be kept as non-interest bearing variable capital account. The limited partners’ contribution I will be entered in the limited partners’ contribution account I. The limited partners’ contribution II will be entered in the limited partners’ contribution account II. Contributions of a Partner (Section 3.7) in excess of the sum of the limited partners’ contribution I and the limited partners’ contribution II will be entered in the contribution account III.
4.3 Withdrawable profit shares, withdrawals, interest on such account and other payment transactions between the limited partners and the Partnership will be entered on the current accounts. The balances on the current accounts are liabilities and/or claims of the Partners and of the Partnership. The accounts shall bear interest at a rate of 6.5 % per annum calculated on an equated basis.
4.4 Non-withdrawable profit shares will be entered in the profit reserve accounts. The accounts shall bear interest at a rate of 6.5% per annum calculated on an equated basis. These accounts do not constitute liabilities of the Partnership. However, in the event of liquidation of the Partnership, they vest a claim for preferential payment and may be transferred only together with the limited partner’s interests.
4.5 The pro rata losses will be entered in the loss carryover accounts. These accounts are non-interest-bearing and, in the event of transfer of limited partner’s interests, they devolve on the legal successor. The loss carryover accounts do not constitute liabilities of the Partners. However, in the event of liquidation of the Partnership, they have to be settled in advance without any additional funding obligation of the limited partners resulting therefrom.
4.6 A current account will be kept each for the General Partner and the Second General Partner. In particular, remuneration for activities/compensation for liability ...
Partner Accounts. (a) An individual partner account ("Partner Account") shall be maintained for each Partner and shall be adjusted as set forth herein.
(b) The Partner Account maintained for each Partner (x) shall be credited with the sum of (a) the fair market value at the time of contribution of all capital contributions made by such Partner to the Partnership and the amount of all Net Income credited to the Partner account of such Partner pursuant to Section 4 and decreased by the sum of (i) the amount of all distributions made to such Partner and (ii) the amount of Net Loss charged to the Partner Account of such Partner pursuant to Section 4.1;
(c) Partnership income, gains, losses and deductions shall, solely for income tax purposes, be allocated among the Partners in accordance with Section 704(c) of the Internal Revenue Code of 1986, as amended.
Partner Accounts. 4.1 For each partner,a capital account I, a capital account II, a reserve account, a loss carry forward account and a transaction account shall be maintained.
4.2 The contribution to be registered in the commercial register shall be booked into the capital account I of each of the Limited Partners. This capital account is fixed. Pursuant to the Contribution Agreement Behringwerke has contributed DM 5,000,000 (in words: Deutsche ▇▇▇▇ five million) in kind to the capital account I of Behringwerke, of which 49 % will be transferred to the capital account I of 31. Corsa GmbH.
4.3 The remainder of the capital contribution of Behringwerke in accordance with the Contribution Agreement shall be booked into the capital account II of Behringwerke.
4.3.1 49 % of such capital is transferred according to the Purchase Agreement to the capital account II of 31. Corsa GmbH.
4.3.2 Any future contribution of Behringwerke to the Partnership pursuant to the Contribution Agreement will be booked at 51% into the capital account II of Behringwerke and at 49% into the capital account II of 31. Corsa GmbH.
4.3.3 The contributions to the capital accounts II are fixed and may not be withdrawn by either Partner.
4.4 Profits of the Partnership which are not distributed are booked into the reserve account of each Partner in proportion to their Partnership Interest.
4.5 Losses attributable to each Partner shall be booked into the loss-carry-forward account of each Partner in proportion to their Partnership Interest.
4.6 Distributable profit shares, withdrawals, compensation for services rendered, commissions, other than commissions pursuant to clause 4.7 of the Purchase Agreement, which shall be paid to Behringwerke in accordance with the Purchase Agreement, reimbursement of expenses, interest and all other payments between the Partnership and the Partners shall be booked into the respective transaction accounts.
4.7 In addition, separate loan accounts shall be kept to the extent Partners grant loans to the Partnership.
4.8 The capital accounts I and II, the reserve accounts and the transaction account shall not bear interest. Debit and credit balances of loan accounts, if any, shall bear interest at the rate specified in the relevant loan agreement, if any, or at due year FIBOR.
Partner Accounts. The Partnership shall maintain in Euros and in respect of each Partner, inter alia, (a) a capital account (“Capital Account”), and (b) an income account (“Income Account”) which shall be designated as that Partner’s accounts and which will operate as follows:
Partner Accounts. 4.1. You have a limited, non-exclusive, non-transferable, and non-sublicensable right to use the Zestty Service in the form offered to you by us from time to time solely for the purposes set out herein. The license granted to the Partner and/or any employee of the partner for the iOS Zestty App downloaded from Apple’s App Store is further limited to a license to use the Zestty App on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service and these Terms of Service.
4.2. In order to use the Zestty Service, the Partner must create a user account by following the registration instructions in the Zestty Service. The Zestty Service credentials are personal. The Partner and/or Employee shall ensure that any account credentials, and equivalent information required to access the account of the Partner are kept confidential and used in a secure manner not accessible by third parties. A Partner may have only one personal account per Employee.
4.3. Where it is suspected that any unauthorized person has become aware of a Partner’s and/or Employee’s account credentials or has access to the account of the Partner and/or Employee, the Partner and/or Employee shall immediately inform Zestty thereof. The Partner shall be responsible for any use of the Zestty Service and any activity under the user account of the Partner.
4.4. In order to use the Zestty Service, you must enter into a valid signed Partner Agreement with Zestty and provide the following information to Zestty: Bank details for payment, business license number, a valid copy of the ID of the owner of the business.
Partner Accounts. In order to use our Services, you consent to accounts with our partner custodians including, but not limited to, Anchorage Trust Company, Bitgo Trust, and Silvergate Bank, (“Custodial Accounts”).
Partner Accounts. 4.1 A fixed capital account, a current account, a profit reserve account and a profit netting account shall be kept for the Silent Partners.
4.2 The silent partner’s contributions are fixed contributions which are entered in the fixed capital account and which constitute the capital interests of the Silent Partners.
4.3 Withdrawable profit claims, withdrawals, interest on such account and other payment transactions between the Silent Partners and the Owner will be entered in the current accounts. The balances on the current accounts are liabilities and/or claims of the Silent Partners and of the Owner. The accounts shall bear interest at a rate of 6.5 % per annum calculated on an equated basis.
4.4 Non-withdrawable profit claims will be entered in the profit reserve accounts. The accounts shall bear interest at a rateof 6.5 % per annum calculated on an equated basis. These accounts do not constitute liabilities of the Owner. However, in the event of liquidation of the Owner, they vest a claim for preferential payment and may be transferred only together with the silent partner’s interest.
4.5 The Silent Partners have no share in the losses of the Owner. They are entitled to a profit in accordance with para. 5.5.2.
4.6 The profit claims of the Silent Partners pursuant to para. 5.5.1 sentence 3 shall be entered in the profit netting accounts. They serve for the calculation of the profit claims of the Silent Partners pursuant to para. 5.
Partner Accounts. 8.1 The Partnership shall maintain a capital account for each Partner (the “Partner Account(s)”) except for the Partner Without Asset Share.
8.2 The deposits, profit shares, loss shares, withdrawals, interest and other payment transactions between the Partnership and each Partner shall be recorded on the Partner Account of the relevant Partner, with the exception of the deposits to be made in accordance with section 4 and except as expressly set forth otherwise in this Agreement. The Partner Accounts are non-interest-bearing.
8.3 No distributions or withdrawals shall be made from the Partner Accounts or otherwise to the Partners except in case of dissolution of the Partnership or upon unanimous vote by all Partners. Notwithstanding the preceding sentence,
8.3.1 any Cash Compensation Amounts shall be distributed to the Partner With Unallocated Asset Share within one (1) week after receipt of the relevant amount by the Partnership,
8.3.2 Any HSOP Assets held after the occurrence, or received in connection with, a Liquidity Event pursuant to section 6.4.4 lit. a) (Change of Control) or lit. b) (Liquidation), that are then allocated to a Partner With Asset Share shall be distributed to a relevant Partner With Asset Share upon request to be issued at least in Textform towards the Partnership, c/o the Managing Partner. For the avoidance of any doubt: The other provisions of this Agreement, in particular section 7.7, shall apply.
8.3.3 Any HSOP Assets held after the occurrence, or received in connection with, a Liquidity Event pursuant to section 6.4.4 lit. c) (Listing) shall be distributed in accordance with section 11.
Partner Accounts. 4.6.1 Where the Partner acts as a Sales Partner in respect of each individual Qualifying Sales deal, the Partner shall establish and maintain a Partner Account in accordance with the Partner Manual in respect of each such Customer. In addition to the commitments outlined in the Partner Manual, the Partner shall be responsible for -
4.6.1.1 periodically billing the Fees to the Customer in accordance with Libryo’s standard billing practices and/or instructions from time to time;
4.6.1.2 actively managing the collection of Fees payable by the Customer and payment of the relevant amount to Libryo in accordance with Libryo’s standard billing practices and/or instructions from time to time;
4.6.1.3 actively assisting Libryo in securing renewals of the Libryo Services in respect of each Qualifying Sales deal, in accordance with the terms and conditions set out in the Partner Customer Agreement and/or Customer Terms.
Partner Accounts. Subject to Customer’s compliance with all terms and conditions of the Agreement (including payment of all applicable f ees), AVEVA grants to Customer a personal, non-exclusive, non- transf erable limited right to access and use the Partner Account, and all applications subscribed within, solely for (a) supporting the development, promotion and sale of Products via AVEVA Connect and (b) non- production use for its internal business purposes. However, if Customer uses a Partner Account for production purposes, AVEVA reserves the right to charge such Customer f ees for the applicable Product. Partner Accounts are exclusively reserved for AVEVA’s partners and such partners must have an active partner agreement with AVEVA in order to access a Partner Account and not be in breach of such agreement. If the partner agreement terminates or expires, then such Customer’s Partner Account will immediately terminate and will not be renewed. Customer shall not make the Partner Account, or any applications subscribed within the Partner Account, accessible or available for use by any other individual or entity unless expressly permitted by AVEVA. Customer is liable for (i) all acts or omissions (including non-compliance with terms of the Agreement) of Users, Affiliates, Permitted Third Parties, and (ii) access to the Partner Account by any other individuals or entities.
