Intra-Group Services amend the definition of Intra-Group Services in the Credit Agreement and as referred to in paragraph 19(d) of Schedule 5 (Further Amendments, Waivers, Consents and Other Modifications) of this Agreement to delete the reference to “IT” and replace it with a reference to “branding, marketing, network, technology, research and development, installation and customer service,”.
Intra-Group Services amend the definition of Intra-Group Services under the Credit Agreement to add the following language after the first proviso in parenthesis: “(or, in the event that there are no comparable transactions to apply for comparative purposes, is otherwise on terms that, taken as a whole, the Company or any Permitted Affiliate Parent has conclusively determined in good faith to be fair to that member of the Group)”.
Intra-Group Services. The Purchaser acknowledges and agrees that (a) prior to the Closing Date certain legal, HR, finance, IT, corporate QA, regulatory and other intra—group services are being provided to the Target Company by the Seller or any of its Affiliated Companies, and (b) such services will be terminated with respect to the Target Company and its business effective as of the Closing Date unless otherwise agreed between the Parties and the Purchaser or the Target Company will have to obtain replacement services. [***] Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to omitted portions.
Intra-Group Services amend the definition of Intra-Group Services under the Credit Agreement to add the following language after the first proviso in parenthesis:
Intra-Group Services. Amend the definition of Intra-Group Services under the Credit Agreement to be consistent with other Liberty Global Reference Agreements by amending paragraph (c) of that definition to remove the words “provided that the consideration for the provision thereof is, in the reasonable opinion of the Company, no less than Cost”.
Intra-Group Services include a new definition of Intra-Group Services but delete the reference to “IT” and replace it with a reference to “branding, marketing, network, technology, research and development, installation and customer service,”.
Intra-Group Services amend the definition of Intra-Group Services under the Credit Agreement to be consistent with the Liberty Global Reference Agreement referred to at limb (viii) of that definition by:
Intra-Group Services. 1 The details of the intra-Group services provided to the Company or the Subsidiaries by any member of the Retained Group set out in the Disclosure Documents are true, complete and accurate and there are no other intra-Group services provided to the Company or the Subsidiaries. Export Compliance 2 Save as disclosed in the Disclosure Documents, neither the Company and/or the Subsidiaries nor any of their current or former employees, representatives, agents, consultants, independent contractors, subcontractors, leased employees, volunteers, or “temps” in connection with their affiliation with, or the performance of their duties to, the Company and/or the Subsidiaries within the past five years: (A) have engaged in any activity or transaction prohibited by or in violation of any applicable domestic or foreign export control or import law ; (B) have been the recipient of a subpoena, warning letter, finding of violation letter, charging letter, draft charging letter, or other document alleging a violation, or possible violation, of any applicable domestic or foreign export control or import law; (C) have been (x) the subject of an indictment for a violation or violations of any applicable domestic or foreign export control or import law; (y) convicted of violating any applicable domestic or foreign export control or import law or (z) barred or suspended, even temporarily, from doing business with any agency of any foreign or domestic government as a result of a violation of any applicable domestic or foreign export control or import law; (D) (x) are subject to trade restrictions under any applicable domestic or foreign law; (y) are owned or controlled by, or is acting on behalf of, any person subject to trade restrictions under any applicable domestic or foreign law or (z) have engaged in activities, dealings or transactions with or involving any person subject to trade restrictions under any applicable domestic or foreign law; (E) have entered into a settlement, plea agreement, or deferred prosecution agreement with any applicable foreign or domestic trade control agency for alleged violations of any domestic or foreign export control or import law; or (F) have been officially reprimanded or terminated in whole or in part due to his or her violation of the Company’s policies and procedures related to any domestic or foreign export control or import law. There is no pending or, to the knowledge of the Vendor, threatened foreign or domestic trade control agency ...
Intra-Group Services. You acknowledge and agree that some of the Greenwood Services may be provided by Greenwood Affiliates.
