Existing Intercompany Agreements definition

Existing Intercompany Agreements shall have the meaning set forth in Section 3.12.
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Existing Intercompany Agreements means each of those agreements specified on Schedule 1.1(b) hereto, as amended and in effect as of the Effective Date.
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Existing Intercompany Agreements means any agreements , or any regular, established accounting practice, consistently applied, which is in existence prior to June 30, 1997, between any entities (the "Source Europe Entities") included within the business (the "European Business") of Source, including without limitation Source Europe, that is being sold to PMSI, on the one hand, and any entities (the "Source US Entities") included within the business (the "US Business") of Source, including without limitation source, that is being sold to NDC, on the other hand. Notwithstanding the foregoing, agreements ("Third Party Agreements") with third parties relating to the European Business or the US Business, as the case may be, shall not be deemed to be Existing Intercompany Agreements, notwithstanding that a Source Europe Entity and a Source US Entity are also parties thereto and shall not be deemed altered, amended or terminated as a result of this Agreement or the consummation of the Merger and shall otherwise remain in full force and effect (provided that nothing in this Agreement shall be deemed to limit any party's ability to terminate any such agreement in accordance with its terms).
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Examples of Existing Intercompany Agreements in a sentence

  • Each of the parties ---------------------------------------- hereto agrees that, except for this Agreement and except as otherwise expressly set forth in Appendix C hereto, all Existing Intercompany Agreements shall be ---------- terminated on the Closing Date.


More Definitions of Existing Intercompany Agreements

Existing Intercompany Agreements means the Intercompany Agreements set forth on Exhibit C.
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Existing Intercompany Agreements means any and all Contracts between or among Seller and its Affiliates pursuant to which Seller and/ or such Affiliates, on the one hand, has granted any rights, licenses, sublicenses, immunities, releases, or covenants not to xxx or assert, of or with respect to any of the Acquired IP or Acquired Technology (including Business Products) to any of Seller and/or any Affiliate of Seller, on the other hand.
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Existing Intercompany Agreements means each of those agreements specified on Schedule 1.1(b) hereto, as amended and in effect as of the Effective Date. “Existing Lenders” has the meaning provided in the recitals to this Agreement.
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Existing Intercompany Agreements means any and all Contracts between or among Seller and its Affiliates pursuant to which Seller and/ or such Affiliates, on the one hand, has granted any rights, licenses, sublicenses, immunities, releases, or covenants not to sue or assert, of or with respect to any of the Acquired IP or Acquired Technology (including Business Products) to any of Seller and/or any Affiliate of Seller, on the other hand.
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Existing Intercompany Agreements means each of those agreements specified on Schedule 1.1(b) hereto, as amended and in effect as of the Closing Date. “Existing Tax Liability” means the liability of any Loan Party to the Internal Revenue Service relating to Camelot Music Inc. or Camelot Holding Inc. (or any
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Related to Existing Intercompany Agreements

  • Intercompany Agreements has the meaning set forth in Section 2.03(a).

  • Intercompany Agreement means the agreement regarding the treatment of certain existing intercompany balances entered into on June 11, 2020 by and among ODBINV S.A. - Em Recuperação Judicial, Odebrecht S.A. - Em Recuperação Judicial and Odebrecht Engenharia e Construção S.A., as generally described and summarized in “The Restructuring – Treatment of Intercompany Claims” of the Consent Solicitation Statement.

  • Company Agreements means all Contracts to which the Company is a party or by which the Company or any of its properties may be bound or affected.

  • Intercompany Loan Agreement has the meaning set forth in the Purchase and Sale Agreement.

  • Existing Agreements has the meaning as set forth in Section 3.2 hereof.

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Investment Agreements has the meaning set forth in the Recitals.

  • Company Agreement means the “Company Agreement for Utilisation of Gassco Systems” between the Operator and the Shipper.

  • Tax Receivable Agreements means this Agreement and any Post-IPO TRA.

  • Permitted Intercompany Investments means Investments made by (a) a Loan Party to or in another Loan Party, (b) a Subsidiary that is not a Loan Party to or in another Subsidiary that is not a Loan Party and (c) a Subsidiary that is not a Loan Party to or in a Loan Party, so long as, in the case of a loan or advance made pursuant to this clause (c), the parties thereto are party to the Intercompany Subordination Agreement.

  • Funding Agreements means all or any of the agreements or instruments to be entered into by a Project Service Provider or any of their Associates relating to the financing of its business of providing services pursuant to the terms of any Project Agreements, excluding always the Project Agreements themselves;

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.

  • Tax Sharing Agreements means all existing agreements or arrangements (whether or not written) binding the Company or any of its Subsidiaries that provide for the allocation, apportionment, sharing or assignment of any Tax liability or benefit, or the transfer or assignment of income, revenues, receipts, or gains for the purpose of determining any Person’s Tax liability.

  • Intercompany Subordination Agreement means an intercompany subordination agreement, dated as of even date with this Agreement, executed and delivered by each Loan Party and each of its Subsidiaries, and Agent, the form and substance of which is reasonably satisfactory to Agent.

  • Original Financing Agreement means the development credit agreement for a Social Investment Program Project between the Recipient and the Association, dated April 7, 2003, as amended to the date of this Agreement (Credit No. 3740-BD).

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Operating Agreement means this Operating Agreement as originally executed and as amended from time to time.

  • LLC Agreements means the Initial Holdings LLC Agreement, the Holdings LLC Agreement, the Initial Investors LLC Agreement and the Investors LLC Agreement.

  • Equity Agreements has the meaning set forth in Section 5.1.

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

  • Intercompany Advance Agreement The Intercompany Advance Agreement, dated as of September 11, 2009, between Ally Bank and Ally Auto, as amended, supplemented or modified from time to time.

  • Permitted Intercompany Activities means any transactions between or among the Borrower and its Restricted Subsidiaries that are entered into in the ordinary course of business of the Borrower and its Restricted Subsidiaries and, in the good faith judgment of the Borrower are necessary or advisable in connection with the ownership or operation of the business of the Borrower and its Restricted Subsidiaries, including, but not limited to, (i) payroll, cash management, purchasing, insurance and hedging arrangements and (ii) management, technology and licensing arrangements.

  • Sale Agreements This Agreement, the Current Excess Servicing Spread Acquisition Agreement for FHLMC Mortgage Loans, the Current Excess Servicing Spread Acquisition for GNMA Mortgage Loans and the Current Excess Servicing Spread Acquisition Agreement for Non-Agency Mortgage Loans.

  • Partnership Agreements means, collectively, all of the Partnership Agreements.