Existing Intercompany Agreements definition

Existing Intercompany Agreements shall have the meaning set forth in Section 3.12.
Existing Intercompany Agreements means each of those agreements specified on Schedule 1.1(b) hereto, as amended and in effect as of the Effective Date.
Existing Intercompany Agreements means any agreements , or any regular, established accounting practice, consistently applied, which is in existence prior to June 30, 1997, between any entities (the "Source Europe Entities") included within the business (the "European Business") of Source, including without limitation Source Europe, that is being sold to PMSI, on the one hand, and any entities (the "Source US Entities") included within the business (the "US Business") of Source, including without limitation source, that is being sold to NDC, on the other hand. Notwithstanding the foregoing, agreements ("Third Party Agreements") with third parties relating to the European Business or the US Business, as the case may be, shall not be deemed to be Existing Intercompany Agreements, notwithstanding that a Source Europe Entity and a Source US Entity are also parties thereto and shall not be deemed altered, amended or terminated as a result of this Agreement or the consummation of the Merger and shall otherwise remain in full force and effect (provided that nothing in this Agreement shall be deemed to limit any party's ability to terminate any such agreement in accordance with its terms).

Examples of Existing Intercompany Agreements in a sentence

  • Each of the parties ---------------------------------------- hereto agrees that, except for this Agreement and except as otherwise expressly set forth in Appendix C hereto, all Existing Intercompany Agreements shall be ---------- terminated on the Closing Date.

  • SCHEDULE 6.12 Existing Intercompany Agreements and Arrangements None.


More Definitions of Existing Intercompany Agreements

Existing Intercompany Agreements means any and all Contracts between or among Seller and its Affiliates pursuant to which Seller and/ or such Affiliates, on the one hand, has granted any rights, licenses, sublicenses, immunities, releases, or covenants not to sue or assert, of or with respect to any of the Acquired IP or Acquired Technology (including Business Products) to any of Seller and/or any Affiliate of Seller, on the other hand.
Existing Intercompany Agreements means any and all Contracts between or among Seller and its Affiliates pursuant to which Seller and/ or such Affiliates, on the one hand, has granted any rights, licenses, sublicenses, immunities, releases, or covenants not to xxx or assert, of or with respect to any of the Acquired IP or Acquired Technology (including Business Products) to any of Seller and/or any Affiliate of Seller, on the other hand.
Existing Intercompany Agreements means each of those agreements specified on Schedule 1.1(b) hereto, as amended and in effect as of the Effective Date. “Existing Lenders” has the meaning provided in the recitals to this Agreement.
Existing Intercompany Agreements means the Intercompany Agreements set forth on Exhibit C.

Related to Existing Intercompany Agreements

  • Intercompany Agreements has the meaning set forth in Section 2.03(a).

  • Intercompany Agreement means the agreement regarding the treatment of certain existing intercompany balances entered into on June 11, 2020 by and among ODBINV S.A. - Em Recuperação Judicial, Odebrecht S.A. - Em Recuperação Judicial and Odebrecht Engenharia e Construção S.A., as generally described and summarized in “The Restructuring – Treatment of Intercompany Claims” of the Consent Solicitation Statement.

  • Company Agreements means all Contracts to which the Company is a party or by which the Company or any of its properties may be bound or affected.

  • Intercompany Loan Agreement has the meaning set forth in the Purchase and Sale Agreement.

  • Existing Agreements means the [*****].

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Investment Agreements or “Flow-Through Agreements” means written agreements pursuant to which the Partnership will subscribe for Flow-Through Shares (including Flow-Through Shares issued as part of a unit) or agreements by the Partnership to otherwise invest in or purchase securities of a Resource Issuer, and in respect of Flow-Through Shares comprised of units, the Resource Issuer will covenant and agree:

  • Company Agreement means any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which the Company or any Company Subsidiary is a party or by which any of them or any of their properties or assets may be bound.

  • Tax Receivable Agreements means this Agreement, the Investors Tax Receivable Agreement (Exchanges) and the Management Tax Receivable Agreement.

  • Permitted Intercompany Investments means Investments made by (a) a Loan Party to or in another Loan Party and (b) a Subsidiary that is not a Loan Party to or in another Subsidiary that is not a Loan Party.

  • Funding Agreements means all or any of the agreements or instruments to be entered into by a Project Service Provider or any of their Associates relating to the financing of its business of providing services pursuant to the terms of any Project Agreements, excluding always the Project Agreements themselves;

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.

  • Tax Sharing Agreements means all existing agreements or arrangements (whether or not written) binding the Company or any of its Subsidiaries that provide for the allocation, apportionment, sharing or assignment of any Tax liability or benefit, or the transfer or assignment of income, revenues, receipts, or gains for the purpose of determining any Person’s Tax liability.

  • Intercompany Subordination Agreement means a subordination agreement executed and delivered by Borrowers and Agent, the form and substance of which is satisfactory to Agent.

  • Original Financing Agreement means the development credit agreement for a Social Investment Program Project between the Recipient and the Association, dated April 7, 2003, as amended to the date of this Agreement (Credit No. 3740-BD).

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Operating Agreement means this Operating Agreement as originally executed and as amended from time to time.

  • Equity Agreements has the meaning set forth in Section 5.1.

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

  • Intercompany Advance Agreement The Intercompany Advance Agreement, dated as September 11, 2009, between Ally Bank and Ally Auto, as amended, supplemented or modified from time to time.

  • Permitted Intercompany Activities means any transactions between or among the Issuer and its Restricted Subsidiaries that are entered into in the ordinary course of business of the Issuer and its Restricted Subsidiaries and, in the good faith judgment of the Issuer are necessary or advisable in connection with the ownership or operation of the business of the Issuer and its Restricted Subsidiaries, including, but not limited to, (a) payroll, cash management, purchasing, insurance and hedging arrangements; and (b) management, technology and licensing arrangements.

  • Sale Agreements This Agreement, the Current Excess Servicing Spread Acquisition Agreement for FHLMC Mortgage Loans and the Current Excess Servicing Spread Acquisition Agreement for FNMA Mortgage Loans.

  • Partnership Agreements means the partnership agreements together with all agreements, certificates and other documents provided to and approved by Lender and which govern the existence, operation and ownership of the Partnerships.

  • Contribution Agreements has the meaning set forth in the Recitals.