Treatment of Intercompany Accounts Sample Clauses

Treatment of Intercompany Accounts. 2 Section 1.2.
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Treatment of Intercompany Accounts. Prior to or contemporaneously with the Commission declaring effective the IPO Registration Statement, E-Z-EM shall cause all of the intercompany long term debt of $16,148,000 owed by AngioDynamics to E-Z-EM, less three million dollars ($3,000,000), to be "capitalized" by making an in-kind contribution to AngioDynamics of its rights in such obligations or otherwise treating such obligations in the manner reasonably requested by AngioDynamics in order to minimize or eliminate any adverse income tax effects upon AngioDynamics. Upon the receipt by AngioDynamics of proceeds of the Offering, AngioDynamics shall promptly (but in no event after two (2) Business Days after receipt of same) deliver to E-Z-EM in same day funds the sum of three million dollars ($3,000,000) as payment in full and satisfaction of the remaining intercompany indebtedness owing to E-Z-EM by AngioDynamics.
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Treatment of Intercompany Accounts. All intercompany receivables, payables and loans (other than receivables, payables and loans otherwise specifically provided for hereunder or under any Ancillary Agreement, including payables created or required hereby or by any Ancillary Agreement), including, without limitation, in respect of any cash balances, any cash balances representing deposited checks or drafts for which only a provisional credit has been allowed or any cash held in any centralized cash management system, between any member of the Corn Products Group, on the one hand, and any member of the CPC Group, on the other hand, which exist and are reflected in the accounting records of the parties shall, to the extent practicable, be paid or settled prior to the Distribution Date, and otherwise thereafter, in the ordinary course of business in a manner consistent with the payment or settlement of similar accounts arising from transactions with third parties.
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Treatment of Intercompany Accounts. All intercompany accounts receivable, intercompany accounts payable and other obligations due and owing to any Seller by any of its Subsidiaries will be disregarded for purposes of the transactions contemplated hereby and will not be transferred or assigned to Buyer, and all intercompany accounts payable of the ATI-2587197v29 22 Acquired Subsidiaries together with all intercompany accounts receivable by the Acquired Subsidiaries, will be settled prior to Closing.
Sample 1
Treatment of Intercompany Accounts. On or prior to the Distribution Date, the parties shall settle (i) the net intercompany receivable due from Merck to Medco arising from transactions that occurred after December 29, 2001 and on or prior to July 31, 2003 (the "Initial Period") and (ii) any amounts owing between the parties solely as a result of transfers of cash during the period from August 1, 2003 through the day prior to the Distribution Date (the "August Pre-Distribution Period") pursuant to the parties' customary cash transfer procedures by means of a cash payment from Merck to Medco in cash equal to the sum of (a) the amount of such net intercompany receivable and (b) the August Pre-Distribution Net Cash Transfer Amount (such net payment from Merck, the "Intercompany Payment"). All amounts payable by Merck to Medco and by Medco to Merck arising from transactions that occurred prior to the Distribution after July 31, 2003 (or from transactions that occurred during the Initial Period but which are not appropriately reflected in the Intercompany Payment) shall be settled after the Distribution Date in accordance with the timeframe in which the payor customarily settles such payables but not to exceed 60 days (unless otherwise provided in an agreement between Merck and Medco). The "August Pre-Distribution Net Cash Transfer Amount" (which may be positive or negative) shall mean (x) the amount of cash transferred from Medco to Merck during August Pre-Distribution Period pursuant to the parties' customary cash transfer procedures less (y) the amount of cash transferred from Merck to Medco during such period pursuant to such procedures.
Sample 1
Treatment of Intercompany Accounts. On or prior to the Distribution Date, the parties shall settle (i) the net intercompany receivable due from Merck to Medco arising from transactions that occurred after December 29, 2001 and on or prior to July 31, 2003 and (ii) any amounts owing between the parties solely as a result of transfers of cash during the period from August 1, 2003 through the day prior to the Distribution Date (the "August Pre-Distribution Period") pursuant to the parties' customary cash transfer procedures by means of a cash payment from Merck to Medco equal to the sum of (a) the amount of such net intercompany receivable and (b) the August Pre-Distribution Net Cash Transfer Amount (such payment from Merck, the "Intercompany Payment"). All amounts payable by Merck to Medco and by Medco to Merck arising from transactions that occurred prior to the Distribution not appropriately reflected in the Intercompany Payment shall be settled after the Distribution Date in accordance with the timeframe in which the payor customarily settles such payables but not to exceed 60 days (unless otherwise provided in an agreement between Merck and Medco). The "August Pre-Distribution Net Cash Transfer Amount" (which may be positive or negative) shall mean (x) the amount of cash transferred from Medco to Merck during August Pre-Distribution Period pursuant to the parties' customary cash transfer procedures less (y) the amount of cash transferred from Merck to Medco during such period pursuant to such procedures.
Sample 1
Treatment of Intercompany Accounts. On or prior to the Distribution Date, the parties shall settle the net intercompany receivable due from Merck to Medco arising from transactions that occurred after December 29, 2002 and prior to the Distribution Date pursuant to a payment from Merck to Medco in cash equal to the amount of such net intercompany receivable (less the amounts payable by Medco to Merck pursuant to Sections 2.01(b) and 2.01(c) of the Tax Agreement (as defined herein)) (such net payment from Merck, the "Intercompany Payment").
Sample 1
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Treatment of Intercompany Accounts. On or prior to the Distribution Date intercompany accounts, if any, shall be settled.
Sample 1
Treatment of Intercompany Accounts. Other than as expressly contemplated by any Related Agreement or Annex E hereof, all intercompany accounts receivable, intercompany accounts payable and other obligations due and owing between any Seller and any of its Affiliates shall be disregarded for purposes of the transactions contemplated hereby and shall not be treated as Assumed Liabilities, Contributed Assets, Excluded Assets or Excluded Liabilities.
Sample 1

Related to Treatment of Intercompany Accounts

  • Settlement of Intercompany Accounts Each Intercompany Account outstanding immediately prior to the Effective Time, will be satisfied and/or settled in full in cash or otherwise cancelled and terminated or extinguished by the relevant members of the Ensign Group and the Pennant Group prior to the Effective Time, in each case, in the manner agreed to by the Parties.

  • Intercompany Accounts 39 SECTION 3.31

  • Treatment of Accounts Not grant or extend the time for payment of any Account, or compromise or settle any Account for less than the full amount thereof, or release any Person or property, in whole or in part, from payment thereof, or allow any credit or discount thereon, other than as normal and customary in the ordinary course of a Grantor’s business or as required by law.

  • Management Accounts The Management Accounts:

  • Investment Accounts Schedule 2 sets forth under the headings “Securities Accounts” and “Commodity Accounts”, respectively, all of the Securities Accounts and Commodity Accounts in which such Grantor has an interest. Except as disclosed to the Administrative Agent, such Grantor is the sole entitlement holder of each such Securities Account and Commodity Account, and such Grantor has not consented to, and is not otherwise aware of, any Person (other than the Administrative Agent) having “control” (within the meanings of Sections 8-106 and 9-106 of the UCC) over, or any other interest in, any such Securities Account or Commodity Account or any securities or other property credited thereto;

  • Control Accounts The Agent shall maintain on its books a control account or accounts in which shall be recorded (a) the amount of any Unpaid Sum and the face amount of each Letter of Credit issued hereunder, (b) the amount of all fees, interest and other sums due or to become due from the Borrower and (c) the amount of any sum received or recovered by the Agent hereunder.

  • Termination of Intercompany Agreements Without limiting the generality of Section 3.1(e) and subject to the terms of Section 3.1 and Schedule 1.92, each of the parties hereto agrees that, except for this Agreement and the Ancillary Agreements (including any amounts owed with respect to such agreements), all Intercompany Agreements and all other intercompany arrangements and course of dealings whether or not in writing and whether or not binding or in effect immediately prior to the Distribution Time shall terminate immediately prior to the Distribution Time unless the parties thereto otherwise agree in writing after the date of this Agreement.

  • Certain Post-Closing Obligations As promptly as practicable, and in any event within the time periods after the Effective Date specified in Schedule 5.14 or such later date as the Administrative Agent reasonably agrees to in writing, including to reasonably accommodate circumstances unforeseen on the Effective Date, Holdings, the Parent Borrower and each other Loan Party shall deliver the documents or take the actions specified on Schedule 5.14 that would have been required to be delivered or taken on the Effective Date but for the proviso to Section 4.01(f), in each case except to the extent otherwise agreed by the Administrative Agent pursuant to its authority as set forth in the definition of the term “Collateral and Guarantee Requirement”.

  • No Impairment of Intercompany Transfers No Credit Party shall directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) that could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by a Subsidiary of any Borrower to any Borrower or between Borrowers.

  • Collections on Accounts The Agent hereby authorizes the Grantor to collect the Accounts and the Agent may curtail or terminate said authority at any time upon the occurrence and during the continuance of an Event of Default. If required by the Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Accounts, when collected by the Grantor, shall be forthwith (and, in any event, within two Business Days) deposited by the Grantor in the exact form received, duly endorsed by the Grantor to the Agent if required, in a special collateral account maintained by the Agent, subject to withdrawal by the Agent for the account of the Lenders only, as hereinafter provided, and, until so turned over, shall be held by the Grantor in trust for the Agent and the Lenders, segregated from other funds of the Grantor. Each deposit of any such Proceeds shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. All Proceeds constituting collections of Accounts while held by the Agent (or by the Grantor in trust for the Agent and the Lenders) shall continue to be collateral security for all the Guarantee Obligations and shall not constitute payment thereof until applied as hereinafter provided. At such intervals as may be agreed upon by the Grantor and the Agent, or, if an Event of Default shall have occurred and be continuing, at any time at the Agent's election, the Agent shall apply all or any part of the funds on deposit in said special collateral account on account of the Guarantee Obligations in such order as the Agent may elect, and any part of such funds which the Agent elects not so to apply and deems not required as collateral security for the obligations shall be paid over from time to time by the Agent to the Grantor or to whomsoever may lawfully be entitled to receive the same. Upon the occurrence of an Event of Default that is continuing, at the Agent's request, the Grantor shall deliver to the Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Accounts, including, without limitation, all original orders, invoices and shipping receipts.

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