Affiliate Contracts; Intercompany Accounts Sample Clauses

Affiliate Contracts; Intercompany Accounts. (a) All of the agreements, contracts, understandings or arrangements set forth on Schedule 5.7(a) to this Agreement in effect as of immediately prior to the execution and delivery of this Agreement, between one or more of the Seller or any of its affiliates (other than Filene’s Basement, FB Services and FB Leasing), on the one hand, and Filene’s Basement, FB Services or FB Leasing, on the other hand, shall survive the Closing and remain in full force and effect and be valid, binding on and enforceable against the parties thereto in accordance with their respective terms.
Sample 1
AutoNDA by SimpleDocs
Affiliate Contracts; Intercompany Accounts. Section 6.10 Seller’s Name Section 6.11 Company’s Name Section 6.12 Further Assurances
Sample 1
Affiliate Contracts; Intercompany Accounts. (a) Except as set forth on Section 6.9 of the Seller Disclosure Letter and except as agreed to in writing by the Seller and the Purchaser, all Contracts between the Company and Seller or a Subsidiary of the Seller, including any agreements or understandings (written or oral) with respect thereto, shall terminate simultaneously with the Closing without any further action or liability on the part of the parties thereto. Notwithstanding the foregoing, in the absence of a written agreement, the provision of any services (similar to those contemplated by the preceding sentence) by the Seller to the Company from and after the Closing, which services may be provided by the Seller in its sole discretion, shall be for the convenience, and at the expense, of the Purchaser.
Sample 1

Related to Affiliate Contracts; Intercompany Accounts

  • Intercompany Accounts 39 SECTION 3.31

  • Settlement of Intercompany Accounts Each Intercompany Account outstanding immediately prior to the Effective Time, will be satisfied and/or settled in full in cash or otherwise cancelled and terminated or extinguished by the relevant members of the Ensign Group and the Pennant Group prior to the Effective Time, in each case, in the manner agreed to by the Parties.

  • Affiliate Contracts The Company and Sellers will cause the termination, effective no later than the Closing, of the contracts or arrangements set forth on Schedule 10.05 without any further cost or Liability to the Company or its Subsidiaries (or, after the Closing, Buyer or its Affiliates).

  • Cash Accounts, Deposits and Money Movements Subject to the terms and conditions set forth in this Section 7, the Fund hereby authorizes the Custodian to open and maintain, with itself or with Subcustodians, cash accounts in United States Dollars, in such other currencies as are the currencies of the countries in which the Fund maintains Investments or in such other currencies as the Fund shall from time to time request by Instruction.

  • Securities Accounts If a Collateral Account is a securities account, the Financial Institution agrees that:

  • Management Accounts The Management Accounts:

  • Intercompany Liabilities Any and all Liabilities of Seller for intercompany advances, charges, or accounts payable of any kind or nature; and

  • Separate Accounts If the Fund has more than one series or portfolio, the Bank will segregate the assets of each series or portfolio to which this Agreement relates into a separate account for each such series or portfolio containing the assets of such series or portfolio (and all investment earnings thereon). Unless the context otherwise requires, any reference in this Agreement to any actions to be taken by the Fund shall be deemed to refer to the Fund acting on behalf of one or more of its series, any reference in this Agreement to any assets of the Fund, including, without limitation, any portfolio securities and cash and earnings thereon, shall be deemed to refer only to assets of the applicable series, any duty or obligation of the Bank hereunder to the Fund shall be deemed to refer to duties and obligations with respect to such individual series and any obligation or liability of the Fund hereunder shall be binding only with respect to such individual series, and shall be discharged only out of the assets of such series.

  • Control Accounts; Approved Deposit Accounts Each Loan Party shall (i) deposit in an Approved Deposit Account all Cash it receives, (ii) not establish or maintain any Securities Account or Commodities Account that is not a Control Account and (iii) not establish or maintain any Deposit Account other than an Approved Deposit Account, provided however that notwithstanding the foregoing, each Loan Party may (w) maintain zero-balance accounts for the purpose of managing local disbursements and collections and may maintain payroll, withholding tax and other fiduciary accounts, (x) maintain accounts into which amounts are paid by a governmental entity pursuant to one or more Health Care Laws so long as the amounts on deposit therein are transferred each Business Day to an Approved Deposit Account or any other account permitted to be so utilized under this Section 5.14, (y) maintain other accounts as long as the aggregate monthly average daily balance over the immediately preceding 12-month period for all such Loan Parties in all such other accounts does not exceed $3,000,000 at any time and (z) make pledges or cash deposits permitted by Section 6.02.

  • Collection Accounts Section 3.11 Withdrawals from the Collection Accounts..................... Section 3.12 Investment of Funds in the Collection Accounts and the Distribution Account......................................... Section 3.13 Maintenance of Hazard Insurance and Errors and Omissions and Fidelity Coverage........................................ Section 3.14 Enforcement of Due-on-Sale Clauses; Assumption Agreements.... Section 3.15

Time is Money Join Law Insider Premium to draft better contracts faster.