FORM OF MASTERWORKS INTERCOMPANY AGREEMENTIntercompany Agreement • June 7th, 2023 • Masterworks 288, LLC • New York
Contract Type FiledJune 7th, 2023 Company JurisdictionThis intercompany agreement (“Agreement”) is made effective as of [ ], 2023 (the “Effective Date”) by and between MASTERWORKS, LLC (“Parent”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with Parent, “Masterworks”) and MASTERWORKS 288, LLC, a Delaware limited liability company (the “Company”), provided that as the context requires, the term “Company” as used herein may refer to a wholly owned subsidiary of the Company or a segregated portfolio of Masterworks Cayman SPC that is wholly owned by the Company, and is intended to set forth certain representations, covenants and agreements between Masterworks and the Company with respect to the offering (the “Offering”) for sale by the Company of its Class A ordinary membership interests (referred to herein as the “Shares”) as described in the Company’s Offering Circular dated as of the date of its qualification by the SEC, as amended by any post-qualification amendment (the “Offering Circular”). Capitalized terms used herei
FORM OF MASTERWORKS INTERCOMPANY AGREEMENTIntercompany Agreement • January 27th, 2021 • Masterworks 042, LLC • New York
Contract Type FiledJanuary 27th, 2021 Company JurisdictionThis intercompany agreement (“Agreement”) is made effective as of [ ], 2021 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 042, LLC, a Delaware limited liability company (the “Company”), and is intended to set forth certain representations, covenants and agreements between Masterworks and the Company with respect to the offering (the “Offering”) for sale by the Company of its Class A ordinary membership interests (referred to herein as the “Shares”) as described in the Company’s Offering Circular dated as of the date of its qualification by the SEC, as amended by any post-qualification amendment (the “Offering Circular”). Capitalized terms used herein and not otherwise defined herein have the meaning ascribed to such terms in the Offering Circular. Masterworks and the Company may be referred to collectively herein as the “Parties”.
Exhibit 10.3 INTERCOMPANY AGREEMENT THIS INTERCOMPANY AGREEMENT (the "Agreement") is made and entered into as of August 3, 1998, 1998, among MeriStar Hospitality Corporation, a Maryland corporation ("MSH"), MeriStar Hospitality Operating Partnership,...Intercompany Agreement • March 7th, 2002 • Meristar Hospitality Corp • Real estate investment trusts • New York
Contract Type FiledMarch 7th, 2002 Company Industry Jurisdiction
AMENDMENT NO. 5 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 16th, 2018 • SEPARATE ACCOUNT B OF VOYA INSURANCE & ANNUITY Co
Contract Type FiledApril 16th, 2018 CompanyThis Amendment No. 5, entered into on June 29, 2017 and effective as of May 01, 2017, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Voya Investment Management LLC (“VIM”) and Voya Insurance and Annuity Company (“VIAC”).
Exhibit 10.28 News America Incorporated 1211 Avenue of the Americas New York, New York 10036 Ladies and Gentlemen: The News Corporation Limited ("News Corporation") and the Non-Fox Group Subsidiaries (as defined in the Master Intercompany Agreement...Intercompany Agreement • September 20th, 2002 • Fox Entertainment Group Inc • Services-motion picture & video tape production
Contract Type FiledSeptember 20th, 2002 Company IndustryThe News Corporation Limited ("News Corporation") and the Non-Fox Group Subsidiaries (as defined in the Master Intercompany Agreement (the "Master Intercompany Agreement") by and between News Corporation and Fox Entertainment Group, Inc. ("Fox"), dated as of November 6, 1998) and Fox and its Subsidiaries (as defined in the Master Intercompany Agreement) hereby agree to and confirm the arrangements made pursuant to Section 3.1 of the Master Intercompany Agreement in connection with cash management services.
ContractIntercompany Agreement • April 2nd, 2018 • VOYA RETIREMENT INSURANCE & ANNUITY Co • Life insurance
Contract Type FiledApril 2nd, 2018 Company IndustryExhibit 16(1)(vi) Amendment No. 3 TO THE INTERCOMPANY AGREEMENT This Amendment No. 3, effective as of April 01, 2015, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Directed Services LLC (“DSL”) and Voya Retirement Insurance and Annuity Company (“VRIAC”). W I T N E S S E T H WHEREAS, DSL is an investment adviser for certain U.S. registered investment companies (“Funds”) and a registered broker-dealer distributing variable insurance contracts; and WHEREAS, VRIAC is an insurance company which offers a variety of insurance products, including variable annuities and which also provides administrative services to various tax-advantaged plans and programs established under Section 401(a), 403(b), 457 or 408 of the Internal Revenue Code (“Code”), certain non-qualified deferred compensation arrangements, and to custodial accounts established under Code Sections 403(b)(7) or 408 (collectively “non-insurance customers”); and WHEREAS
INTERCOMPANY AGREEMENTIntercompany Agreement • September 22nd, 2022 • Public Shrek Royalties LLC • Delaware
Contract Type FiledSeptember 22nd, 2022 Company JurisdictionThis intercompany agreement (this “Agreement”), dated as of _______, is entered into by and between Otis Wealth, Inc., a Delaware corporation (the “Manager”), and Public Shrek Royalties LLC, a Delaware limited liability company (the “Company”).
INTERCOMPANY AGREEMENTIntercompany Agreement • April 17th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
Contract Type FiledApril 17th, 2007 Company Industry JurisdictionTHIS INTERCOMPANY AGREEMENT (this “Agreement”) is made as of 12:01 a.m. this 1st day of January, 2006, by Masimo Corporation, a Delaware corporation (“Masimo”) and Masimo Canada ULC, a Nova Scotia unlimited liability company (“Subsidiary”).
SEVEN ARTS FILMED ENTERTAINMENT LIMITEDIntercompany Agreement • September 27th, 2010 • Seven Arts Pictures PLC • Services-motion picture & video tape production
Contract Type FiledSeptember 27th, 2010 Company IndustryYou ("SAP") are hereby appointed as the independent agent of us ("SAFE") to enter into agreements and to conduct business on behalf of us in all aspects related to the motion picture business. All of your actions will be taken pursuant to the direction of the Board of Directors of us and you shall take no actions without our approval. All results and proceeds of any actions and services performed by you shall belong to us and are hereby assigned to us in full for no further consideration. The intention of this agreement is that SAP will be an independent agent under the terms of the tax treaty between the United States and the United Kingdom as in effect or as it may be amended from time to time, and therefore the office of SAP in the United States shall not be and is not intended to be a "permanent establishment" of us.
FORM OF MASTERWORKS INTERCOMPANY AGREEMENTIntercompany Agreement • September 10th, 2021 • Masterworks 074, LLC • Retail-retail stores, nec • New York
Contract Type FiledSeptember 10th, 2021 Company Industry JurisdictionThis intercompany agreement (“Agreement”) is made effective as of [ ], 2021 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 074, LLC, a Delaware limited liability company (the “Company”), provided that as the context requires, the term “Company” as used herein may refer to a wholly owned subsidiary of the Company or a segregated portfolio of Masterworks Cayman SPC that is wholly owned by the Company, and is intended to set forth certain representations, covenants and agreements between Masterworks and the Company with respect to the offering (the “Offering”) for sale by the Company of its Class A ordinary membership interests (referred to herein as the “Shares”) as described in the Company’s Offering Circular dated as of the date of its qualification by the SEC, as amended by any post-qualification amendment (the “Offering Circular”). Capitalized terms used herein and
Exhibit 10.1 Amendment No. 1 to the Intercompany Agreement This Amendment No. 1 to the Intercompany Agreement (the "Amendment"), dated as of August 19, 2002, is amending that certain Intercompany Agreement, dated as of March 26, 2002 (the...Intercompany Agreement • November 14th, 2002 • Travelers Property Casualty Corp • Fire, marine & casualty insurance • New York
Contract Type FiledNovember 14th, 2002 Company Industry Jurisdiction
AGREEMENT ---------Intercompany Agreement • April 27th, 2000 • Leadersonline Inc • Services-business services, nec
Contract Type FiledApril 27th, 2000 Company Industry
AMENDMENT NO. 4 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 14th, 2017 • Select Life Variable Account
Contract Type FiledApril 14th, 2017 CompanyThis Amendment No. 4, effective as of March 01, 2016, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between ING Investment Management LLC (“IIM”), (now known as “Voya Investment Management LLC” or “VIM”) and ReliaStar Life Insurance Company (“RLIC”).
INTERCOMPANY AGREEMENT by and between PRIMERICA, INC. (formerly named PUCK HOLDING COMPANY, INC.) and CITIGROUP INC. Dated as of April 7, 2010Intercompany Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York
Contract Type FiledMay 17th, 2010 Company Industry JurisdictionINTERCOMPANY AGREEMENT, dated as of April 7, 2010, by and between PRIMERICA, INC. (formerly named Puck Holding Company, Inc.), a Delaware corporation (“Primerica”), and CITIGROUP INC., a Delaware corporation (“Citigroup”).
Amendment No. 3 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 14th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co
Contract Type FiledApril 14th, 2015 CompanyThis Amendment No. 3, effective as of April 1, 2014, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Directed Services LLC (“DSL”) and Voya Retirement Insurance and Annuity Company (“VRIAC”).
Amendment No. 4 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 22nd, 2016 • Separate Account N of Reliastar Life
Contract Type FiledApril 22nd, 2016 CompanyThis Amendment No. 4, effective as of May 01, 2015, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Directed Services LLC (“DSL”) and ReliaStar Life Insurance Company (“RLIC”).
Amendment No. 2 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • December 11th, 2014 • Separate Account N of Reliastar Life
Contract Type FiledDecember 11th, 2014 CompanyThis Amendment No. 2, made and entered into as of December 1, 2013 and effective, unless otherwise noted, as of December 23, 2010, amends the Intercompany Agreement, dated as of December 22, 2010 (the “Agreement”), by and among Directed Services LLC (“DSL”) and Reliastar Life Insurance Company (“RLIC”).
FORM OF INTERCOMPANY AGREEMENT This INTERCOMPANY AGREEMENT (the "Agreement") is made and entered into as of the ____ day of ______, 1998, by and between LTC Properties, Inc., a Maryland corporation ("LTC"), and LTC Healthcare, Inc., a Nevada...Intercompany Agreement • August 21st, 1998 • LTC Healthcare Inc • Services-nursing & personal care facilities • California
Contract Type FiledAugust 21st, 1998 Company Industry Jurisdiction
SEVEN ARTS PICTURES INC. 10202 W. Washington Blvd. David Lean Bldg. #430 Culver City, CA 90232 September 2, 2004Intercompany Agreement • April 21st, 2009 • Seven Arts Pictures PLC • Services-motion picture & video tape production
Contract Type FiledApril 21st, 2009 Company IndustryPlease make reference to the attached Intercompany Agreement among your predecessors in interest (the "UK Companies") and us ("SAP"). You ("SAFE") as successor in interest agree to be bound by the terms of the Intercompany Agreement in the same manner as the UK Companies and on the same terms. Pursuant to the Share Exchange Agreement between SAP and your parent company Seven Arts Pictures PLC ("PLC"), and this Agreement, SAP has agreed that the gross sums realized by SAP of concurrent date under the Intercompany Agreement and this, Amendment less any costs incurred by SAP and taxes due by SAP to any taxing authorities shall be payable to PLC as additional capital contributions by SAP.
SEVEN ARTS PICTURES PLCIntercompany Agreement • April 21st, 2009 • Seven Arts Pictures PLC • Services-motion picture & video tape production
Contract Type FiledApril 21st, 2009 Company IndustryYou ("SAP") are hereby appointed as the independent agent of us ("PLC") to enter into agreements and to conduct business on behalf of us in all aspects related to the motion picture business. All of your actions will be taken pursuant to the direction of the Board of Directors of us and you shall take no actions without our approval. All results and proceeds of any actions and services performed by you shall belong to us and are hereby assigned to us in full for no further consideration. The intention of this agreement is that SAP will be an independent agent under the terms of the tax treaty between the United States and the United Kingdom as in effect or as it may be amended from time to time, and therefore the office of SAP in the United States shall not be and is not intended to be a "permanent establishment" of us.
MASTERWORKS INTERCOMPANY AGREEMENTIntercompany Agreement • November 29th, 2019 • Masterworks 005, LLC • New York
Contract Type FiledNovember 29th, 2019 Company JurisdictionThis intercompany agreement (“Agreement”) is made as of the date set forth below by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 005, LLC, a Delaware limited liability company (the “Company”), and is intended to set forth certain representations, covenants and agreements between Masterworks and the Company with respect to the offering (the “Offering”) for sale by the Company of its Class A ordinary membership interests (referred to herein as the “Shares”) as described in the Company’s Offering Circular dated as of the date of its qualification by the SEC, as amended by any post-qualification amendment (the “Offering Circular”). Capitalized terms used herein and not otherwise defined herein have the meaning ascribed to such terms in the Offering Circular. Masterworks and the Company may be referred to collectively herein as the “Parties”.
EX-10.29 34 dex1029.htm INTERCOMPANY AGREEMENT, DATED 01/01/2006, WITH MASIMO EUROPE LIMITED INTERCOMPANY AGREEMENTIntercompany Agreement • May 5th, 2020 • California
Contract Type FiledMay 5th, 2020 JurisdictionTHIS INTERCOMPANY AGREEMENT (this “Agreement”) is made as of this 1st day of January, 2006, by Masimo Corporation, a Delaware corporation (“Masimo”) and Masimo Europe Limited, a corporation under the laws of the United Kingdom (“Subsidiary”).
ContractIntercompany Agreement • April 2nd, 2018 • VOYA RETIREMENT INSURANCE & ANNUITY Co • Life insurance • Delaware
Contract Type FiledApril 2nd, 2018 Company Industry JurisdictionTHIS AGREEMENT is executed as of the date below between Directed Services LLC (“DSL”), and ING Life Insurance and Annuity Company (“ILIAC”).
INTERCOMPANY AGREEMENT by and between LIBERTY MUTUAL AGENCY CORPORATION and LIBERTY MUTUAL GROUP INC. Dated as of [•], 2010Intercompany Agreement • September 13th, 2010 • Liberty Mutual Agency Corp • Fire, marine & casualty insurance • Massachusetts
Contract Type FiledSeptember 13th, 2010 Company Industry JurisdictionINTERCOMPANY AGREEMENT (this “Agreement”), dated as of [•], 2010 (the “Effective Date”), by and between LIBERTY MUTUAL AGENCY CORPORATION, a Delaware corporation (“Agency Markets”), and LIBERTY MUTUAL GROUP INC., a Massachusetts corporation (“Liberty Mutual”).
Amendment No. 4 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • September 28th, 2017 • VOYA RETIREMENT INSURANCE & ANNUITY Co • Life insurance
Contract Type FiledSeptember 28th, 2017 Company IndustryThis Amendment No. 4, effective as of March 01, 2016, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between ING Investment Management LLC (“IIM”), (now known as “Voya Investment Management LLC” or “VIM”) and ING Life Insurance and Annuity Company (“ILIAC”) (now known as “Voya Retirement Insurance and Annuity Company” or “VRIAC”).
AMENDMENT NO. 3 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 22nd, 2016 • Separate Account N of Reliastar Life
Contract Type FiledApril 22nd, 2016 CompanyThis Amendment No. 3, effective as of May 01, 2015, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Voya Investment Management LLC (“VIM”) and ReliaStar Life Insurance Company (“RLIC”).
Amendment No. 3 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 24th, 2015 • SEPARATE ACCOUNT B OF VOYA INSURANCE & ANNUITY Co
Contract Type FiledApril 24th, 2015 CompanyThis Amendment No. 3, effective as of April 01, 2015, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Directed Services LLC (“DSL”) and Voya Insurance and Annuity Company (“VIAC”).
BY AND AMONGIntercompany Agreement • December 12th, 1996 • Amerus Life Holdings Inc • Life insurance • Iowa
Contract Type FiledDecember 12th, 1996 Company Industry Jurisdiction
ContractIntercompany Agreement • April 16th, 2018 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co
Contract Type FiledApril 16th, 2018 CompanyExhibit 24(b)(3.9) TERMINATION AMENDMENT Effective April 30, 2017 To Intercompany Agreement, dated January 1, 2010, (“Agreement”) between ING Life Insurance and Annuity Company (nka Voya Retirement Insurance and Annuity Company) And Directed Services LLC Whereas, Voya Retirement Insurance and Annuity Company (“VRIAC”) and Directed Services LLC (“DSL”) entered into an Intercompany Agreement, effective as of January 1, 2010 (the Intercompany Agreement, as amended, is hereinafter referred to as the “Agreement”); Whereas, the parties wish to terminate the Agreement effective as of the close of business on April 30, 2017 (the “Effective Date”) Now, therefore, the parties mutually agree as follows: In accordance with Section 8 of the Agreement, VRIAC and DSL mutually acknowledge and agree that the Agreement (other than the payment provisions and calculation obligations of Section 1 with respect to all periods up to and including the Effective Date) shall terminate and be of no further force
Amendment No. 5 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 2nd, 2018 • VOYA RETIREMENT INSURANCE & ANNUITY Co • Life insurance
Contract Type FiledApril 2nd, 2018 Company IndustryThis Amendment No. 5, effective as of March 01, 2016, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Directed Services LLC (“DSL”) and ING Life Insurance and Annuity Company (“ILIAC”) (now known as “Voya Retirement Insurance and Annuity Company” or “VRIAC”).
AMENDMENT NO. 5 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • April 13th, 2018 • Select Life Variable Account
Contract Type FiledApril 13th, 2018 CompanyThis Amendment No. 5, entered into on June 29, 2017 and effective as of May 1, 2017, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Voya Investment Management LLC (“VIM”) and ReliaStar Life Insurance Company (“RLIC”).
AMENDMENT NO. 1 TO THE INTERCOMPANY AGREEMENT This Amendment No. 1, made and entered into as of December 1, 2013, and effective, unless otherwise noted, as of December 23, 2010, amends the Intercompany Agreement, dated as of December 22, 2010 (the...Intercompany Agreement • April 2nd, 2018 • VOYA RETIREMENT INSURANCE & ANNUITY Co • Life insurance
Contract Type FiledApril 2nd, 2018 Company Industry
AMENDMENT NO. 6 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • December 20th, 2017 • VOYA RETIREMENT INSURANCE & ANNUITY Co • Life insurance
Contract Type FiledDecember 20th, 2017 Company IndustryThis Amendment No. 6, entered into on June 29, 2017 and effective as of July 1, 2017, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Voya Investment Management LLC (“VIM”) and Voya Retirement Insurance and Annuity Company (“VRIAC”).
AMENDMENT NO. 2 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • December 12th, 2014 • Security Life Separate Account L1
Contract Type FiledDecember 12th, 2014 CompanyThis Amendment No. 2, effective as of September 30, 2014, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between ING Investment Management LLC (“IIM”) (now known as “Voya Investment Management LLC” or “VIM”) and Security Life of Denver Insurance Company (“SLD”).
AMENDMENT NO. 9 TO THE INTERCOMPANY AGREEMENTIntercompany Agreement • March 8th, 2024 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co
Contract Type FiledMarch 8th, 2024 CompanyThis Amendment No. 9, entered into on February 28, 2020 and effective as of January 1, 2020, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Voya Investment Management LLC (“VIM”) and Voya Retirement Insurance and Annuity Company (“VRIAC”).