Assets and Third Party Contracts Sample Clauses
The "Assets and Third-Party Contracts" clause defines how assets and existing agreements with third parties are handled in the context of a transaction, such as a business sale or merger. It typically outlines which assets are included or excluded from the deal and specifies the process for transferring or assigning contracts with third parties, such as suppliers or customers. This clause ensures that both parties are clear on what is being transferred and helps prevent disputes over ownership or responsibility for ongoing obligations, thereby facilitating a smooth transition of business operations.
Assets and Third Party Contracts. 21
6.1 Fees 29 6.1.1 General 29 6.1.2 Transition Services 29 6.1.3 Annual Services Fees 29 6.1.4 Service Rates 29 6.1.5 Taxes 30 6.1.6 Currency 30 6.2 Adjustments to Fees 31 6.2.1 Terminated Services 31 6.2.2 Fee Reductions 31 6.2.3 Baselines and ARCs and RRCs 31 6.2.4 Addition or Divestiture of Affiliates and Business Ventures 32 6.2.5 Set Off 33 6.3 Invoices 33 6.3.1 Services 33 6.3.2 Other Services 33 6.4 Disputed Amounts 33 ARTICLE 7 RECORDKEEPING AND AUDIT RIGHTS 34 7.1 Recordkeeping 34 7.2 Operational Audits 34 7.3 Financial Audits 35 Table of Contents
Assets and Third Party Contracts. 56 13 ARTICLE 13: INTELLECTUAL PROPERTY RIGHTS 61 14 ARTICLE 14: AUDIT, ACCESS AND REPORTING 64 15 ARTICLE 15: PERSONNEL 65
Assets and Third Party Contracts