Intercompany Transactions. 89 Section 9.13
Intercompany Transactions. Neither the Company nor any of the Company Subsidiaries has engaged in any intercompany transactions within the meaning of Treasury Regulations Section 1.1502-13 for which any material income or material gain will remain unrecognized as of the close of the last taxable year prior to the Closing Date.
Intercompany Transactions. None of the Acquired Corporations has engaged in any transactions with affiliates which would require the recognition of income by any of the Acquired Corporations with respect to such transaction for any period ending on or after the Closing Date.
Intercompany Transactions. Prior to the Closing, all intercompany payables and receivables between Seller and each Shareholder and between Seller and any of its Affiliates that in any way is related to or otherwise affects any Purchased Asset shall be released by Seller, each Shareholder or any Affiliate of either of them, as the case may be, and each Shareholder hereby releases any claims or other rights he or she may have in and to any of the Purchased Assets.
Intercompany Transactions. Except as may be expressly permitted or required by the Loan Documents and except as may be contained in the Holdings Senior Notes Indenture as approved by the Administrative Agent and the Required Lenders, none of the Loan Parties will create or otherwise cause or permit to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary of Holdings or the Borrower to (a) pay dividends or make any other distribution to Holdings or the Borrower or any of their Subsidiaries in respect of such Subsidiary's Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any indebtedness owed to Holdings or the Borrower or any of their Subsidiaries, (c) make any loan or advance to Holdings or the Borrower or any of their Subsidiaries, or (d) sell, lease or transfer any of its Property to Holdings or the Borrower or any of their Subsidiaries.
Intercompany Transactions. All outstanding receivables, payables and other intercompany transactions and arrangements between the Seller or any of its Affiliates, on the one hand, and any Acquired Company, on the other hand, shall remain in full force and effect through and after the Closing.
Intercompany Transactions. The Company has not engaged in any intercompany transactions within the meaning of U.S. Treasury Regulations Section 1.1502-13 for which any income or gain will remain unrecognized as of the close of the last taxable year prior to the Closing Date.
Intercompany Transactions. Those agreements listed on Schedule 4(g)(vi) that are also listed on Schedule 5(h)(i) shall be terminated as of the Closing, in such manner as the Seller or its applicable Affiliates shall specify, without imposing liabilities or expenses upon the Buyer, and none of the parties to such agreements shall have any further liability or obligation in respect of any such transaction or arrangement. The Seller shall have the right to settle any and all intercompany balances at any time (and from time to time) up to and at the Closing in any manner as it so chooses, including payment, offset, capitalization or otherwise; provided that, such settlements shall be appropriately reflected in the calculation of Working Capital.
Intercompany Transactions. (a) Except as described in Section 6.26(a) of the AT&T Disclosure Schedule, since December 31, 1999 through the date hereof there have been no material transactions (including allocations) between the AT&T Broadband Group, on the one hand, and the AT&T Communications Group, on the other hand.
Intercompany Transactions. Notwithstanding anything to the contrary in this Indenture, the Intercompany Transactions and any transactions that are related to the Intercompany Transactions, including, but not limited to, the restructuring of certain Subsidiaries of the Issuer and subsequent steps to consolidate duplicative Subsidiaries in various countries, eliminate dormant or unnecessary entities and rationalize and integrate the supply chains, operations and workforces, are expressly permitted hereunder.
