Intercompany Account Settlement definition

Intercompany Account Settlement shall have the meaning ascribed in Section 6.5.
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Intercompany Account Settlement means (a) the payment to Colfax or an Affiliate thereof of any Cash Equivalent (as defined in the Acquisition Agreement) that constitutes an Excluded Asset (as defined in the Acquisition Agreement, but without regard to the last sentence of Section 5.5(e) thereof) and (b) the settlement of any intercompany account between Colfax and any Subsidiary, on the one hand, and any Transferred FH Company (as defined in the Acquisition Agreement) or Closing Subsidiary (as defined in the Acquisition Agreement), on the other hand, that has not been fully settled or terminated as of or prior to the Closing Date.
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Intercompany Account Settlement means (a) the payment to Colfax or an Affiliate thereof of any Cash Equivalent (as defined in the Acquisition Agreement) that constitutes an Excluded Asset (as defined in the Acquisition Agreement, but without regard to the last sentence of Section 5.5(e) thereof) and(b) the settlement of any intercompany account between Colfax and any Subsidiary, on the one hand, and any Transferred FH Company (as defined in the Acquisition Agreement) or Closing Subsidiary (as defined in the Acquisition Agreement), on the other hand, that has not been fully settled or terminated as of or prior to the Closing Date.
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Examples of Intercompany Account Settlement in a sentence

  • After giving effect to the Intercompany Account Settlement, (a) the fair saleable value of all of the assets and properties (including goodwill) of the Company will be greater than the total of its Liabilities and (b) the projected cash flow from operating activities of the Company is sufficient to pay the probable Liability on its existing debts as such debts become due and payable and will not result in unreasonably small capital of the Company.

  • Section 3.4(a) of the Disclosure Schedule contains (x) a pro forma, unaudited consolidated balance sheet of GNLV and GNELLC as of March 31, 2003, assuming the consummation of the Distribution and the Intercompany Account Settlement and (y) pro forma, unaudited consolidated statements of income and cash flows of GNLV and GNELLC for the three months ended March 31, 2003, assuming the consummation of the Distribution and the Intercompany Account Settlement.

  • After giving effect to the consummation of the Intercompany Account Settlement, the Company shall not owe or be liable for the satisfaction of any intercompany accounts or amounts payable (or accrued) to Seller or its Affiliates, and Seller and its Affiliates shall not owe or be liable for the satisfaction of any intercompany accounts or amounts payable (or accrued) to the Company.

  • Section 3.4(b) of the Disclosure Schedule contains (x) a pro forma, unaudited balance sheet of GNL as of March 31, 2003, assuming the consummation of the Intercompany Account Settlement and (y) pro forma, unaudited statements of income and cash flows of GNL for the three months ended March 31, 2003, assuming the consummation of the Intercompany Account Settlement.

  • Preferred Stock, par value $.01 per share, designated as $15.00 Cumulative Exchangeable Redeemable Preferred Stock, Series A, in Article Fourth B.3. of the Company's Restated Certificate of Incorporation.

  • After giving effect to the consummation of the Intercompany Account Settlement, the Company shall not owe or be liable for the satisfaction of any intercompany accounts or amounts payable (or accrued) to Parent or any of its Affiliates, and neither Parent nor any of its Affiliates shall owe or be liable for the satisfaction of any intercompany accounts or amounts payable (or accrued) to the Company.

  • After giving effect to the consummation of the Intercompany Account Settlement, neither the Company nor PRMA (with respect to the Convenience Store), on the one hand, or the MGM Entities, on the other hand, shall owe or be liable to the other for the satisfaction of any intercompany accounts or amounts payable (or accrued) to the other.

  • After giving effect to the consummation of the Intercompany Account Settlement, the Company shall not owe or be liable for the satisfaction of any intercompany accounts or amounts payable (or accrued) to MRG or its Affiliates, except those between the Company and DB, if any.

  • After giving effect to the consummation of the Intercompany Account Settlement, the Company shall not owe or be liable for the satisfaction of any intercompany accounts or amounts payable (or accrued) to MRG or its Affiliates, except those between the Company and DE, if any.

  • For the avoidance of doubt, Pre-Closing Taxes includes any Taxes of the Acquired Group Companies arising as a direct result of the the Distributed Asset Distribution, the Business Asset Contribution, the Excluded Assets, the Intercompany Account Settlement or the cancellation or settlement of the Funding Notes.


More Definitions of Intercompany Account Settlement

Intercompany Account Settlement has the meaning ascribed to it in Section 4.16. 57
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Related to Intercompany Account Settlement

  • Customer account service means metering, billing, or such

  • Net Settlement Fund means the Settlement Fund, plus accrued interest, less any award of attorneys’ fees or reimbursement of expenses and less applicable taxes, tax preparation expenses, and costs of notice and administration, that may be awarded or approved by the Court.

  • First Settlement Date means the date set forth in footnote 3 under "Summary of Essential Financial Information" in the Prospectus Part I for a Trust.

  • Account Statement means a periodic statement of the transactions credited or debited to an Account;

  • Account Schedule means a computer file or microfiche list containing a true and complete list of Accounts, identified by account number, and setting forth, with respect to each Account, the aggregate amount outstanding in such Account (a) on the Initial Cut-Off Date (for the Account Schedule delivered on the Closing Date) and (b) on the applicable Addition Cut-Off Date (for any Account Schedule relating to Additional Accounts).

  • Settlement Account means an account established at a financial institution designated by Merchant as the account to be credited and debited by the Servicers for Transactions, Card Fees, Chargebacks and other amount assessed by a Card Association and passed- through to Merchant pursuant to the terms of this Agreement.

  • Excluded Accounts means any deposit account or securities account used exclusively as (a) payroll and other employee wage and benefit accounts, (b) tax accounts, including sales tax accounts, (c) escrow, fiduciary or trust accounts, (d) zero balance accounts and (e) the funds or other property held in or maintained in any such account identified in clauses (a) through (d).

  • securities settlement system means a securities settlement system (as defined in the CSD Regulation) operated by a central securities depository;

  • Running Account Bill means a bill for the payment of "On Account" money to the Contractor during the progress of work on the basis of work done and the supply of non-perishable materials to be incorporated in the work.

  • Gross Settlement Fund means the Settlement Amount plus all interest earned thereon.

  • Settlement Class Period means the period from March 3, 2018 through February 10, 2022.

  • PJM Settlement or “PJM Settlement, Inc.” shall mean PJM Settlement, Inc. (or its successor), established by PJM as set forth in Section 3.3 of the Operating Agreement.

  • Reserve Account Surplus means, as of any Transfer Date following the Reserve Account Funding Date, the amount, if any, by which the amount on deposit in the Reserve Account exceeds the Required Reserve Account Amount.

  • Day-ahead Settlement Interval means the interval used by settlements, which shall be every one clock hour.

  • Net Settlement Amount means the Gross Settlement Amount, less the following payments in the amounts approved by the Court: Individual PAGA Payments, the LWDA PAGA Payment, Class Representative Service Payment, Class Counsel Fees Payment, Class Counsel Litigation Expenses Payment, and the Administration Expenses Payment. The remainder is to be paid to Participating Class Members as Individual Class Payments.

  • Excluded Account means (a) any deposit account specifically and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of any Loan Party’s employees and (b) any Xxxxx Cash Accounts.

  • Relevant Settlement Method In respect of any Option:

  • Income Account Record Date means the "Record Dates" set forth in the "Essential Information" in the Prospectus.

  • Concentration Accounts has the meaning ascribed to it in Annex C.

  • Involuntary Resettlement Safeguards means the principles and requirements set forth in Chapter V, Appendix 2, and Appendix 4 (as applicable) of the SPS;

  • Income Account Distribution Date means the "Distribution Dates" set forth in the "Essential Information" in the Prospectus.

  • TARGET Settlement Day means any day on which TARGET2 is open for the settlement of payments in euro;

  • Funding Accounts has the meaning assigned to such term in Section 4.01(h).

  • Capital Account Record Date and "Income Account Record Date" shall mean the "Record Dates" set forth in the "Essential Information" in the Prospectus.

  • Collection Account Bank means any of the banks or other financial institutions holding one or more Collection Accounts.

  • Distribution Account Deposit Date As to any Distribution Date, 12:30 p.m. Pacific time on the Business Day immediately preceding such Distribution Date.