Intragroup Receivables definition
Examples of Intragroup Receivables in a sentence
Third Ranking Intragroup Receivables Pledge Agreement (2025 U.S. notes); 13.
Second Ranking Intragroup Receivables Pledge Agreement (superpriority credit agreement); 9.
For purposes of Sections 1.2(b), 1.3(c), 1.3(e) and 1.5(a), the Closing Date Intragroup Receivables Amount shall be treated as Closing Date Indebtedness.
On Completion, the Seller shall procure that the amount of the Estimated Outstanding Intragroup Receivables is settled in full by the relevant members of the Seller’s Group and the Purchaser shall procure that the amount of the Estimated Outstanding Intragroup Payables is settled in full by the Company.
The Closing Intragroup Receivables shall be settled in the Ordinary Course of Business as soon as possible as from the Closing Date and in any event within sixty (60) calendar days after Closing.
Subsequently to the transfer of the Intragroup Receivables described in the previous paragraph, the Company shall declare and pay the Extraordinary Dividend by way of set off against the receivable created pursuant to Article 6.4(a)(i).
Without limiting the generality of the foregoing, prior to the Closing, the Seller shall have repaid, settled or otherwise satisfied and extinguished all Intragroup Receivables and have satisfied, terminated or otherwise amended to remove the Company as a party to any and all Intragroup Contracts, including those disclosed in Schedule 6.4(b), in each case without any continuing Liabilities on behalf of the Company to any member of Seller's Group or any other person.
On Closing, the Seller shall procure that the amount of the Estimated Outstanding Intragroup Receivables is settled in full by the relevant member(s) of the Seller’s Group and the amount of the Estimated Outstanding Intragroup Payables is settled in full by the Company.
Notwithstanding that the Purchaser is acquiring the Shares as of the Effective Time, the Seller shall bear all costs, risks and Liabilities arising in respect of the Intragroup Receivables, the Extraordinary Dividend, the Intragroup Contracts and any other transactions or agreements by and among Company and any member of the Seller's Group.
The total purchase price for the Closing Date Intragroup Receivables shall be equal to the sum of (1) the aggregate nominal amounts of all such receivables and claims and (2) interest accrued on such nominal amounts, if applicable (the “Closing Date Intragroup Receivables Amount”) and shall be due and payable at the Closing, such payment to be made as part of the Purchase Price as set forth in Section 1.2(b).