Intercompany Claims Clause Samples
The Intercompany Claims clause defines how claims or obligations between entities within the same corporate group are handled under an agreement. Typically, it outlines the process for recognizing, prioritizing, or settling debts and liabilities that one affiliate owes to another, often in the context of insolvency or restructuring. By establishing clear rules for intercompany transactions, this clause helps prevent disputes and ensures that internal claims are managed consistently, thereby reducing uncertainty and potential conflicts among related parties.
Intercompany Claims. The Depositor will not enter into any guarantees made by its stockholder with respect to obligations of the Depositor and the Depositor will make no guarantees with respect to obligations of its stockholder. There will be no intercompany debt or claims between the Depositor and its stockholder other than (i) the obligation of the Depositor to pay to its stockholder the Deferred Payment under the Purchase Agreement, (ii) the demand note of its stockholder contributed to the Depositor as part of the Depositor's capitalization, (iii) such intercompany claims as may arise in connection with the management services contract referred to above, including a cash management system for its stockholder and its consolidated subsidiaries as described above, and (iv) such amounts as may temporarily be carried in intercompany accounts relating to expenses incurred by its stockholder or its affiliates, to the extent the Depositor is properly obligated to reimburse its stockholder or any such affiliate for amounts allocable to the Depositor. The demand note referred to above will be properly documented on the books and records of the Depositor.
Intercompany Claims. The Parties agree that:
(i) Any prepetition or postpetition Claims of Xcel or any Affiliate against any of the NRG Entities arising from the provision of intercompany goods or services of the type set forth on Schedule 5(b)(i) hereto to any of the NRG Entities or from payment by Xcel or any Affiliate under any Guaranty shall be paid in full in cash by NRG in the ordinary course (including payment during the Chapter 11 Cases) in the appropriate amount based on the underlying contracts or agreements between the parties (including all agreements listed on Schedule 8(m) to this Agreement), without any subordination or recharacterization of such Claims, except that the Claims which are to be paid in full in the ordinary course during the Chapter 11 Cases shall not include Claims of Xcel or any Affiliate arising under the Guarantees listed in Schedule 5(b)(i) hereto (such Claims, subject to the next sentence, to be paid in full in cash by NRG on the Effective Date as provided in clause (ii) below) but shall include any Claims of Xcel or any Affiliate related to Northern States Power Company, NRG Energy Center-Rock Tenn LLC, NRG Thermal f/k/a Norenco Corporation, NRG Resource Recovery, Inc., Minnesota Waste Processing Company LLC, and NRG Energy, Inc. Notwithstanding the foregoing, (A) Settled Claims shall not be paid until the Effective Date, at which time Xcel shall receive, on account of and in full and final settlement of such Claims, the Xcel Plan Note; and (B) after January 31, 2003 NRG shall only be responsible under the Services Agreement for Reimbursable Claims. NRG agrees that it shall not order services from Xcel or any Affiliate under the Services Agreement or otherwise inconsistent with any provisions of this Agreement.
(ii) To the extent, if any, that intercompany Claims of Xcel or any Affiliate (other than Settled Claims and other than Claims under the Services Agreement which are not Reimbursable Claims, but including Claims for reimbursement of payments made by Xcel or any Affiliate under Guarantees) are unpaid as of the Petition Date, such amounts shall be paid in full in cash on the Effective Date by the relevant NRG Entity or NRG under the NRG Plan without any subordination or recharacterization of such Claims.
(iii) The provisions of clauses (i) and (ii) of this Section 5(b) shall not apply to any tax sharing agreement. All tax sharing agreements or understandings to the extent otherwise binding on Xcel and NRG, shall terminate (without any r...
Intercompany Claims. Upon consummation of the Plan and the closing hereunder, the TSN Debtors shall have no liabilities or obligations to any non-TSN Debtor Affiliate.
Intercompany Claims. The Seller has not guaranteed any obligations of any LOL Company. The Seller will not guaranty or assume any obligations of any LOL Company. There is no intercompany debt between the Seller and any LOL Company other than the SPV Purchaser Notes and debts incurred in connection with their respective obligations to each other under the Purchase Agreement. The Seller will not lend funds or extend credit to any LOL Company other than pursuant to the Purchase Agreement in connection with the purchase of Receivables thereunder.
Intercompany Claims. Each Allowed Intercompany Claim against the Debtors shall, at the sole discretion of the applicable Debtor, receive the following treatment: (i) be unimpaired under the Plan and, pursuant to section 1124 of the Bankruptcy Code, all legal, equitable and contractual rights as to an Allowed Intercompany Claim shall be fully Reinstated and retained, (ii) be paid in accordance with the terms under which such Allowed Intercompany Claim arose, (iii) receive such other treatment as may be agreed upon in writing by the holder of such Claim; provided that such agreed upon treatment may not provide the holder of such Claim with a return having a present value as of the Effective Date that is greater than the amount of such Allowed Intercompany Claim, or (iv) be canceled and be of no further force or effect.
Intercompany Claims. All Intercompany Claims will be adjusted, reinstated, or discharged in the Company’s discretion, subject to the reasonable consent of the Initial Supporting Noteholders. Unimpaired —
Intercompany Claims. On the Plan Effective Date, each Intercompany Claim shall be either Reinstated or cancelled and released without any distribution. Impaired; deemed to reject or Unimpaired; deemed to accept.
Intercompany Claims. On or as soon as practicable after the Effective Date, and after consultation with and approval by the Agent, all Intercompany Claims will either be reinstated to the extent determined to be appropriate by the Company or adjusted, continued, or capitalized, either directly or indirectly, in whole or in part. Any such transaction may be effected on or subsequent to the Effective Date without any further action by the stockholders of the Reorganized Debtors.
Intercompany Claims. All Intercompany Claims will be paid, adjusted, reinstated or discharged to the extent reasonably determined to be appropriate by Dynegy, Genco and the holders of such Intercompany Claims.
Intercompany Claims. To the extent Reinstated under the Plan, any distributions on account of Intercompany Claims are not being received by Holders of such Intercompany Claims on account of their Intercompany Claims but for the purposes of administrative convenience and due to the importance of maintaining the corporate structure given the various foreign affiliate-subsidiaries of the Debtors, for the ultimate benefit of the Holders of New Common Equity, to preserve ordinary course intercompany operations and in exchange for the Debtors’, Reorganized Debtors’, or Plan Administrator’s, as applicable, agreement under the Plan to make certain distributions to the Holders of Allowed Claims.