Inter-Company Clause Samples

The Inter-Company clause defines the terms and conditions governing transactions or arrangements between affiliated companies within the same corporate group. It typically outlines how goods, services, or funds are exchanged, sets pricing or transfer pricing rules, and may address dispute resolution or compliance with regulatory requirements. This clause ensures that inter-company dealings are conducted transparently and in accordance with legal and tax obligations, thereby reducing the risk of regulatory penalties and internal misunderstandings.
Inter-Company. Trading Debt means all amounts owed, outstanding or accrued in the ordinary course of trading, including any VAT arising on such amounts, as between any Target Company
Inter-Company. Claims all debts and liabilities of each Group Member to any other Group Member on any account and in any capacity, irrespective of whether the debts and liabilities: 1 are present or future; 2 are actual, prospective, contingent or otherwise; 3 are at any time ascertained or unascertained; 4 are owed or incurred by or on account of a Group Member alone severally or jointly with another person; 5 are owed to or incurred for the account of a Group Member alone, or severally or jointly with another person; 6 are owed to another person as agent (whether disclosed or not) for or on behalf of a Group Member; 7 are owed or incurred as principal, interest, fees, charges, taxes, duties or other imposts, damages (whether for breach of contract or tort or incurred on another ground), losses, costs or expenses, or on any other account; 8 are owed to or incurred for the account of a Group Member before or after the date of this agreement; or 9 comprise a combination of the above.
Inter-Company. DEBT All indebtedness of the Seller, or any Affiliate of the Seller to the Purchased Business;
Inter-Company. Loans (i) which are fully subordinated to the payment and performance of all Obligations, (ii) which are unsecured, and (iii) with respect to which (x) Agent and the obligee have entered into a written Subordination Agreement; and (y) Required Lenders' prior written consent has been obtained, which consent may be withheld, granted or granted conditionally subject to such protective and other conditions as Required Lenders may require in their sole and absolute discretion;
Inter-Company. Trading Debt means all amounts owed, outstanding or accrued in the ordinary course of trading, including any VAT or sales tax arising on such amounts, as between (i) any member of the Seller Group and any Target Company or (ii) the Business and any other business unit of the Business Seller or (iii) the Business Seller and any member of the Seller Group (in the case of (ii) and (iii), only to the extent that the relevant amount relates to the Business of the Business Seller) as at Closing in respect of inter-company trading activity and the provision of services, facilities and benefits between them; for the avoidance of doubt, Inter-Company Trading Debt:
Inter-Company. Transfer The Company may, as required, assign an employee to carry out similar work for and or on behalf of any of the sister companies with continuous service and benefits from previous Company. .
Inter-Company. Trading Payables means all amounts owed, outstanding or accrued in the ordinary course of trading, including any VAT, by a Target Company to a member of the Seller Group that is not recoverable by the debtor or a member of its VAT group arising on the supply for which such amounts are consideration, as between (i) any member of the Seller Group and any Target Company or (ii) a Business and any other business unit of the relevant Business Seller (in the case of (ii), only to the extent that the relevant amount relates to the Business of the relevant Business Seller) as at the Closing Time in respect of inter-company trading activity and the provision of services, facilities and benefits between them; for the avoidance of doubt, Inter-Company Trading Debt:
Inter-Company. Relationships (a) Without prejudice to the transactions to be implemented in connection with the UK Pension Reorganization, the Buyer shall procure that at Closing each Sellers’ Retained Group Company identified on Exhibit 10.4 is released in full from the Third Party Guarantee(s) identified on Exhibit 10.4 and given by it in respect of obligations of AOAG (including obligations of New AOAG transferred to it as a result of the AOAG Contribution), or any of the Target Group Companies as set forth therein. With respect to any of the Sellers’ Retained Group Companies which are not released in full from such Third Party Guarantee(s) on Closing, a Buyer Designee to be agreed upon by the Buyer and General Motors shall enter into a back to back guarantee with any such Sellers’ Retained Group Companies in its capacity as guarantor.

Related to Inter-Company

  • Management of Company 5.1.1 The Members, within the authority granted by the Act and the terms of this Agreement shall have the complete power and authority to manage and operate the Company and make all decisions affecting its business and affairs. 5.1.2 Except as otherwise provided in this Agreement, all decisions and documents relating to the management and operation of the Company shall be made and executed by a Majority in Interest of the Members. 5.1.3 Third parties dealing with the Company shall be entitled to rely conclusively upon the power and authority of a Majority in Interest of the Members to manage and operate the business and affairs of the Company.

  • Transnet (i) For legal notices: …………………………………………………… …………………………………………………… …………………………………………………… Fax No. ………… Attention: Group Legal Department (ii) For commercial notices: …………………………………………………… …………………………………………………… …………………………………………………… Fax No. ………… Attention: …………

  • Management Company The UCITS and its Sub-Funds are managed by the Management Company, in accordance with this Unit Trust Agreement for the account, and in the sole interest, of the Unitholders. In accordance with the applicable laws and regulations and this Unit Trust Agreement, the Management Company is entitled to dispose of the assets of the UCITS / Sub-Funds and to exercise any and all rights thereunder.

  • Related Entities If Tenant is a legal entity, the transfer (by one or more transfers), directly or indirectly, by operation of law or otherwise, of a majority of the stock or other beneficial ownership interest in Tenant or of all or substantially all of the assets of Tenant (collectively “Ownership Interests”) shall be deemed a voluntary assignment of this Lease; provided, however, that the provisions of this Article 13 shall not apply to the transfer of Ownership Interests in Tenant if and so long as Tenant is publicly traded on a nationally recognized stock exchange. For purposes of this Article, the term “transfers” shall be deemed to include (x) the issuance of new Ownership Interests which results in a majority of the Ownership Interests in Tenant being held by a person or entity which does not hold a majority of the Ownership Interests in Tenant on the Effective Date and (y) except as provided below, the sale or transfer of all or substantially all of the assets of Tenant in one or more transactions and the merger or consolidation of Tenant into or with another business entity. Notwithstanding the foregoing, the prior consent of Landlord shall not be required with respect to an assignment or sublease to a Related Entity, or to a business entity into or with which Tenant is merged or consolidated, or to which all or substantially all of Tenant’s assets or all or substantially all of Tenant’s stock are transferred, so long as (i) such transfer was made for a legitimate independent business purpose and not for the purpose of transferring this Lease, (ii) the sublessee or assignee (as applicable) has a Net Worth at least equal to the Net Worth of Tenant as of the Effective Date, and (iii) proof satisfactory to Landlord of such Net Worth is delivered to Landlord at least ten (10) days prior to the effective date of any such transaction (or promptly thereafter if prior notice is prohibited by any applicable Requirements). Notwithstanding the foregoing, if any Tenant hereunder succeeds to the interest of Tenant in this Lease in violation of the terms and conditions of this Lease, such Tenant shall have no right to assign this Lease or sublease all or any portion of the Premises without Landlord’s prior written consent notwithstanding the provisions of this Section 13.6.

  • Management Grievance The Employer may initiate a grievance at Step 3 of the grievance procedure by the Employer or designate presenting the grievance to the President of the Union or designate. Time limits and process are identical to a union grievance.