Intercompany Amounts definition

Intercompany Amounts means all intercompany receivables and payables and intercompany balances, including in respect of any cash balances, any cash balances representing deposited checks or drafts, or any cash held in any centralized cash pooling arrangement between any member of the Cummins Group, on the one hand, and any member of the Filtration Group, on the other hand, which exist and are reflected in the accounting records of the relevant Parties immediately prior to the Effective Time.
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Intercompany Amounts means (a)(i) all trade accounts payable and other payment obligations of the Group Companies to their suppliers and service providers, including all trade accounts payable representing amounts payable in respect of goods shipped or products sold or services rendered, (ii) all other accounts and notes payable of the Group Companies, and (iii) any Liabilities related to any of the foregoing, in each case to the extent payable to the Company or any of its Subsidiaries (other than the Group Companies), and (b)(i) all trade accounts payable and other payment obligations of the Company and its Subsidiaries (other than the Group Companies) to their suppliers and service providers, including all trade accounts payable representing amounts payable in respect of goods shipped or products sold or services rendered, (ii) all other accounts and notes payable of the Company and its Subsidiaries (other than the Group Companies), and (iii) any Liabilities related to any of the foregoing, in each case to the extent payable to any Group Company.
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Intercompany Amounts means the liabilities, debts, obligations or amounts owing (including cash advances, federal and state taxes payable and receivable, intercorporate expense allocations, and other corporate charges or transactions in goods or services) for, upon or by reason of any matter, cause, conduct, event, occurrence, omission or thing whatsoever, existing or occurring before the Closing (whether or not reflected in the books and records of Seller or its Affiliates or any Member of the Company Group) from any Member of the Company Group to Seller or any of its Affiliates (other than any Member of the Company Group); provided that, the term “Intercompany Amounts” shall include the liabilities, debts, obligations or amounts owing by any Releasee to any Releasor only to the extent that any such liabilities, debts, obligations, or amounts owing were not previously transferred, setoff, extinguished or otherwise eliminated under the Intercompany Amount Agreement.
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Examples of Intercompany Amounts in a sentence

  • All Intercompany Agreements shall be deemed rejected, and any and all ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.17(b)(4)(B) of the Plan) arising therefrom shall be deemed Disallowed and expunged.

  • Pursuant to and in consideration of the Intercompany Settlement and Section 5.15 of the Plan and other terms of the Plan, on the Effective Date all Intercompany Agreements shall be rejected and all ABI Claims, including without limitation any ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.15(b)(4)(B) of the Plan), shall be deemed Disallowed and expunged.

  • All Intercompany Agreements shall be deemed rejected, and any and all ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.15(b)(4)(B) of the Plan) arising therefrom shall be deemed Disallowed and expunged.

  • Pursuant to and in consideration of the Intercompany Settlement and Section 5.15 and other terms of the Plan, on the Effective Date all Intercompany Agreements shall be rejected and all ABI Claims, including without limitation any ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.15(b)(4)(B) of the Plan), shall be deemed Disallowed and expunged.

  • All Intercompany Agreements shall be deemed rejected, and any and all ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.16(b)(4)(B) of the Plan) arising therefrom shall be deemed Disallowed and expunged.

  • Class 6 – ABI Claims Pursuant to and in consideration of the Intercompany Settlement and Section 5.15 of the Plan and other terms of the Plan, on the Effective Date all Intercompany Agreements shall be rejected and all ABI Claims, including without limitation any ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.15(b)(4)(B) of the Plan), shall be deemed Disallowed and expunged.

  • Pursuant to and in consideration of the Intercompany Settlement and Section 5.17 and other terms of the Plan, on the Effective Date all Intercompany Agreements shall be rejected and all ABI Claims, including without limitation any ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.17(b)(4)(B) of the Plan), shall be deemed Disallowed and expunged.

  • Class 6 – ABI Claims Pursuant to and in consideration of the Intercompany Settlement and Section 5.17 of the Plan and other terms of the Plan, on the Effective Date all Intercompany Agreements shall be rejected and all ABI Claims, including without limitation any ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.17(b)(4)(B) of the Plan), shall be deemed Disallowed and expunged.

  • Pursuant to and in consideration of the Intercompany Settlement and Section 5.17 of the Plan and other terms of the Plan, on the Effective Date all Intercompany Agreements shall be rejected and all ABI Claims, including without limitation any ABI Rejection Damages Claims (other than claims for payment of Unpaid Intercompany Amounts that may be asserted to the extent consistent with Section 5.17(b)(4)(B) of the Plan), shall be deemed Disallowed and expunged.

  • All intercompany obligations owed by Seller and its Affiliates (other than the Company and the Company Subsidiary) to the Company and the Company Subsidiary and all intercompany obligations owed by the Company and the Company Subsidiary to Seller or any of its Affiliates, in each case as of the Closing Date, shall be deemed paid in full, forgiven and unconditionally terminated as of the Closing Date (collectively, the "Forgiven Intercompany Amounts").


More Definitions of Intercompany Amounts

Intercompany Amounts means any amounts owed by any of the XxXxx Companies to SELLER or any of SELLER's Affiliates (other than any XxXxx Company) or owed by SELLER or any of SELLER's Affiliates (other than any XxXxx Company) to any of the XxXxx Companies.
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Intercompany Amounts means the liabilities, debts, obligations or amounts owing (including cash advances, federal and state taxes payable and receivable, intercorporate expense allocations, and other corporate charges or transactions in goods or services) for, upon or by reason of any matter, cause, conduct, event, occurrence, omission or thing whatsoever, existing or occurring before the Closing (whether or not reflected in the books and records of Seller or its Affiliates or any Member of the Company Group) from any of Seller or any of its Affiliates (other than the members of the Company Group), on the one hand, to any Member of the Company Group, on the other hand; provided that, the term “Intercompany Amounts” shall include the liabilities, debts, obligations or amounts owing by any Releasee to any Releasor only to the extent that any such liabilities, debts, obligations, or amounts owing were not previously transferred, setoff, extinguished or otherwise eliminated under the Intercompany Amount Agreement.
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Related to Intercompany Amounts

  • Intercompany Debt has the meaning specified in Section 7.02.

  • Intercompany Payables means all account, note or loan payables and all advances (cash or otherwise) or any other Extensions of Credit that are payable by Parent or any of its Subsidiaries (other than the Bank or its Subsidiaries) to the Bank or its Subsidiaries.

  • Intercompany Receivables means all account, note or loan payables and all advances (cash or otherwise) or any other Extensions of Credit that are receivable by Parent or any of its Subsidiaries (other than the Bank or its Subsidiaries) from the Bank or its Subsidiaries.

  • Intercompany Loans shall have the meaning provided in Section 10.05(h).

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

  • Intercompany Interest means an Interest in a Debtor held by another Debtor.

  • Intercompany Indebtedness means Indebtedness of Company or any of their respective Subsidiaries which is owing to any member of such group.

  • Subordinated Intercompany Debt shall have the meaning assigned to such term in Section 6.01(e).

  • Intercompany Loan shall have the meaning provided in Section 8.05(g).

  • Intercompany Obligations as defined in the Guarantee and Collateral Agreement.

  • Intercompany Account means any receivable, payable or loan between any member of the Ensign Group, on the one hand, and any member of the Pennant Group, on the other hand, that exists prior to the Effective Time and is reflected in the records of the relevant members of the Ensign Group and the Pennant Group, except for any such receivable, payable or loan that arises pursuant to this Agreement or any Ancillary Agreement.

  • Intercompany Claims means, collectively, any Claim held by a Debtor against another Debtor or an Affiliate of a Debtor or any Claim held by an Affiliate of a Debtor against a Debtor.

  • Scheduled Funded Debt Payments means, as of any date of determination for the Borrower and its Subsidiaries, the sum of all scheduled payments of principal on Funded Debt for the applicable period ending on the date of determination (including the principal component of payments due on Capital Leases during the applicable period ending on the date of determination).

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

  • Cure Amounts means all cure amounts payable in order to cure any monetary defaults required to be cured under Section 365(b)(1) of the Bankruptcy Code or otherwise to effectuate, pursuant to the Bankruptcy Code, the assumption by the applicable Seller and assignment to Purchaser of the Purchased Contracts.

  • 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, (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, the parties thereto are party to the Intercompany Subordination Agreement, and (d) a Loan Party to or in a Subsidiary that is not a Loan Party so long as (i) the aggregate amount of all such Investments made by the Loan Parties to or in Subsidiaries that are not Loan Parties does not exceed $1,000,000 at any time outstanding, (ii) no Default or Event of Default has occurred and is continuing either before or after giving effect to such Investment, and (iii) the Borrowers have Excess Availability plus Qualified Cash of not less than $10,000,000 after giving effect to such Investment.

  • Permitted Intercompany Advances means loans made by (a) a Loan Party to another Loan Party, (b) a Subsidiary of a Borrower that is not a Loan Party to another Subsidiary of a Borrower that is not a Loan Party and (c) a Subsidiary of a Borrower that is not a Loan Party to a Loan Party, so long as the parties thereto are party to the Intercompany Subordination Agreement.

  • Consolidated Scheduled Funded Debt Payments means, as of any date for the applicable period ending on such date with respect to the Borrower Parties on a consolidated basis, the sum of all scheduled payments of principal on Consolidated Funded Indebtedness made during such period (including the implied principal component of payments made on Capitalized Leases during such period) as determined in accordance with GAAP.

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

  • Off-Balance Sheet Obligations means liabilities and obligations of the Borrower, any Subsidiary or any other Person in respect of “off-balance sheet arrangements” (as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act) which the Borrower would be required to disclose in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of the Borrower’s report on Form 10-Q or Form 10-K (or their equivalents) which the Borrower is required to file with the Securities and Exchange Commission (or any Governmental Authority substituted therefor).

  • Deferred Payments means any severance pay or benefits to be paid or provided to Executive (or Executive’s estate or beneficiaries) pursuant to this Agreement and any other severance payments or separation benefits to be paid or provided to Executive (or Executive’s estate or beneficiaries), that in each case, when considered together, are considered deferred compensation under Section 409A.

  • Unpaid Realized Loss Amount With respect to any Class A Certificates and as to any Distribution Date, is the excess of Applied Realized Loss Amounts with respect to such Class over the sum of all distributions in reduction of the Applied Realized Loss Amounts on all previous Distribution Dates. Any amounts distributed to the Class A Certificates in respect of any Unpaid Realized Loss Amount shall not be applied to reduce the Certificate Principal Balance of such Class.

  • Class C Unpaid Realized Loss Amount As of any Distribution Date, the excess of (1) the Class C Applied Realized Loss Amount over (2) the sum of (x) all distributions in reduction of the Class C Unpaid Realized Loss Amounts on all previous Distribution Dates and (y) all increases in the Certificate Principal Balance of such Class C Certificates pursuant to the last sentence of the definition of "Certificate Principal Balance."

  • Deferred Intercompany Transaction has the meaning set forth in Treas. Reg. Section 1.1502-13.

  • Intercompany Claim means any Claim held by a Debtor against another Debtor.