Intercompany Services definition

Intercompany Services and "Intercompany Charges" shall have the meaning set forth in Section 8.1.
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Intercompany Services means the services and/or functions provided by or on behalf of the Vendor or its Affiliates (other than the Purchased Entities) to the Purchased Entities described in Schedule 1.1.48; 1.1.49 "Inventions" has the meaning attributed to such term in Section 1.1.47(b); 1.1.50 "Know-How" has the meaning attributed to such term in Section 1.1.47(d); 1.1.51 "Leased Premises" means all real property that is leased or occupied by any of the Purchased Entities under the Premises Leases; 1.1.52 "Liabilities" means all costs, expenses, charges, debts, liabilities, claims, demands and obligations, whether primary or secondary, direct or indirect, known or unknown, fixed, contingent, absolute or otherwise, including under or in respect of any contract, agreement, arrangement, lease, commitment or undertaking, Applicable Law and Governmental Charges and Taxes; 1.1.53 "Licensed Intellectual Property" means all Intellectual Property that is licensed to a Purchased Entity by a Person, other than another Purchased Entity; 1.1.54 "Licensed Software" means all Software that is licensed to a Purchased Entity by a Person other than another Purchased Entity, excluding BANNER Modifications, but including the Software identified in Parts C and E of Schedule 3.1.41; 1.1.55 "Limited Partnership Agreement" means the limited partnership agreement between Enlogix CIS Inc. (a company that has since been amalgamated with Enlogix Inc. to form the Corporation) and UEI Holdings Inc. (a company that has since been amalgamated with various entities to form the Vendor), dated June 1, 1998, as amended on December 20, 1999, and January 17, 2002; 1.1.56 "Material Adverse Effect", in respect of any of the Purchased Entities, means a material adverse effect on (a) the business operations, results of operations, affairs, financial or other condition, assets, properties or liabilities of any of the Purchased Entities, taken as a whole, or (b) the ability of the Purchased Entities to continue operating the Business in the manner it was conducted in the last twelve (12) months;
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Intercompany Services means those material services provided by Covance to the Company listed on Section 4.19 of the Disclosure Schedule.
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Examples of Intercompany Services in a sentence

  • Xxxxx XX Title: (Director/Secretary) The Parties have caused this Intercompany Services Agreement to be executed as of the date specified above.

  • Intercompany Services Agreement - EarthWeb Inc., Global Network Partners LLC, EarthWeb LLC, Xxxx X.

  • The Parties have caused this Intercompany Services Agreement to be executed as of the date specified above.

  • Intercompany Service Agreement Sample Intercompany Services Agreements - Infogrames Entertainment SA, Atari Interactive Inc.

  • US LLC, Ventures, and certain subsidiaries of US LLC and Ventures entered into a new Master Intercompany Services Agreement (the “MISA”), pursuant to which certain services are provided among the subsidiaries.

  • The annual rental costs for such Shared Facilities shall be calculated on the same basis and methodology as set forth in the Intercompany Services Agreement.

  • Any transfer or grant of access by either Party to such technological embodiments, know-how and Confidential Information shall be made solely pursuant to the terms of the Intercompany Services Agreement.

  • Nothing in this provision shall alter the manner in which costs and expenses are allocated in the LLC Operating Agreement or the Intercompany Services Agreements.

  • With respect to those Intercompany Costs that are ascertainable in advance or remain relatively constant, such as contributions for the respective salaries and benefits set forth on Exhibit C, the parties agree to negotiate in good faith a more frequent payment schedule if requested by the party who employs or has engaged the personnel providing such Intercompany Services.

  • The Corporate Assessment (as defined in the Intercompany Services Agreement) paid by Licensee to Licensor includes the payment of royalties for the rights granted herein.


More Definitions of Intercompany Services

Intercompany Services means services provided or received by Seller or of any of its Affiliates to or from the Company prior to the Closing, including the following services or activities provided by Seller to the Company (in each case currently provided at Seller’s expense to varying degrees): (a) human resources and employee benefits processing and administration; (b) participation by Company executives and Company key management employees in any of the Pella Corporation Long-Term Incentive Plan, Pella Corporation Key Management Share Purchase Plan, Pella Corporation Key Management Supplemental Retirement Deferred Compensation Plan, Seller’s executive physical program or Seller’s financial services program; (c) participation by Company employees in Seller’s employee assistance plan; (d) for employees of Seller who perform the majority of their employment services for the Company (as disclosed in the Schedules), such employees participate in Seller’s Plans; (e) Seller’s foundation’s activities, including matching gifts, sons and daughters scholarship matters and volunteer recognition program; (f) workers compensation matters, including shared broker services; (g) payroll processing and administration; (h) financial auditing; (i) tax return preparation and filing and tax administration; (j) general counsel and legal services; (k) risk management and insurance administration (including insurance policy and bonding overlap between Seller and the Company, and including Seller providing insurance and bonding capacity or coverage for the Company); (l) information technology and software services and licenses, including regarding or for Office 365 (including email and file storage), non-cloud-based operating systems, WebEx, cloud-based web security, telephone systems, video gateways, cellular telephones and services, long distance telephones, private network voice and data systems, Ricoh-sourced or Ricoh-related equipment, facsimile systems, onsite staffing of one individual provided by Ricoh (which individual’s actions include assistance in monthly billing, copy center services, toner replacement, printer replacement and printer and copier maintenance) and, for many of the foregoing, software and equipment maintenance; (m) third party lending, cash management and credit facilities; (n) market share analyses and marketing expenses; and (o) services performed for the Company at Seller’s West Chicago, Illinois location.
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Intercompany Services is defined in Section 6.11.
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Intercompany Services has the meaning specified in Section 3.22.
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Related to Intercompany Services

  • Company Services means any services (including but not limited to technical and product support, technical advice, underwriting and customer services) supplied by the Company or its Affiliates in the specialty property and/or casualty insurance business.

  • Intercompany License Agreement means any cost sharing agreement, commission or royalty agreement, license or sublicense agreement, distribution agreement, services agreement, intellectual property rights transfer agreement, any related agreements or similar agreements, in each case where all parties to such agreement are one or more of the Issuer or a Restricted Subsidiary.

  • Intercompany Agreement means any intercompany Contract between (a) any of the Acquired Companies, on the one hand, and (b) Seller or any of its Affiliates (other than the Acquired Companies) or any of their respective directors, officers or employees, on the other hand.

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

  • Transition Services Agreements means the transition services agreements between the Purchaser and one or more of the Sellers in substantially the forms attached hereto as Exhibit D and Exhibit E.

  • Transitional Services means services involving technical or specialized knowledge required to complete a project or to provide temporary consulting services to the City.

  • Transition Services Agreement means the transition services agreement, dated as of the Closing Date, to be entered into by the Seller and the Buyer, substantially in the form of Exhibit G.

  • Distribution Services means services related to the distribution of electricity and the services the Board has required distributors to carry out, for which a charge or rate has been approved by the Board under section 78 of the Act.

  • Transitional Services Agreement means the transitional services agreement in the Agreed Terms to be entered into between the Seller Parent and the Buyer;

  • Transition Services means a coordinated set of activities for a child with a disability that:

  • Administrative Services Agreement has the meaning set forth in Section 2.1(d).

  • Corporate Services Agreement means the Corporate Services Agreement dated as of the date hereof between the Borrower and the Services Provider, as amended from time to time in accordance with the terms hereof and thereof.

  • Personal services contract means a contract that, by its express terms or as administered, makes the contractor per- sonnel appear to be, in effect, Government employees (see 37.104).

  • Extra Services means those services set forth in Schedule “B” that are requested by the Municipality for itself or on behalf of its citizens and provided by the Company in accordance with paragraph 7 of this Agreement;

  • Pharmacy services means the practice of pharmacy as defined in chapter 18.64 RCW and includes any drugs or devices as defined in chapter 18.64 RCW.

  • Beta Services means Xxxxxx services or functionality that may be made available to Customer to try at its option at no additional charge which is clearly designated as beta, pilot, limited release, developer preview, non-production, evaluation, or by a similar description.

  • Personal Services means “the performance of any work or labor and shall also include acting as an independent contractor or providing any consulting advice or assistance, or otherwise acting as an agent pursuant to a contractual relationship.”

  • BPO Services means Provider’s business process outsourcing services described in the applicable Solution Exhibit, whereby Provider assumes responsibility for Customers’ business processes.

  • Contractual Services are defined as those specified services established within the OAG approved budget for which the Provider is to be paid upon completion at the set rate also established within the OAG approved budget, as authorized expenditures eligible for payment, or reimbursement pursuant to ARTICLE 9, AUTHORIZED EXPENDITURES, of this Agreement.

  • Shared Services means shared order filling or shared order processing, or both.

  • IT Services any services relating to the IT Systems or to any other aspect of the Company's or any of the Subsidiaries' data processing or data transfer requirements, including facilities management, bureau services, hardware maintenance, software development or support, consultancy, source code deposit, recovery and network services;

  • Supportive services means those services and activities provided in con- nection with minority business enter- prise programs which are designed to increase the total number of minority businesses active in the highway pro- gram and contribute to the growth and eventual self-sufficiency of individual minority businesses so that such busi- nesses may achieve proficiency to com- pete, on an equal basis, for contracts and subcontracts.

  • Administrative Services means the provision to the Fund, by or at the expense of the Manager, of the following: