Common use of Elimination of Intercompany Accounts Clause in Contracts

Elimination of Intercompany Accounts. (i) Except as set forth in Section 3.03(a)(ii) or on Schedule 3.3(a), the Company, on behalf of itself and each other member of the Company Group, on the one hand, and Rockwell, on behalf of itself and each other member of the Rockwell Group, on the other hand, hereby settle and eliminate, by cancellation or transfer to a member of the other Group (whether to cancel or transfer and the manner thereof will be determined by Rockwell), effective as of the Time of Distribution, all intercompany receivables, payables and other balances (including, without limitation, intercompany cash management balances) between the Company and/or any Company Subsidiary, on the one hand, and Rockwell and/or any Rockwell Subsidiary, on the other hand. (ii) The provisions of Section 3.03(a)(i) will not apply to any intercompany receivables, payables and other balances (A) incurred in connection with or in contemplation of the transactions described on Schedule 3.1(c) or (B) incurred in connection with the payment by any party of any expenses which are required to be paid by the other party pursuant to Section 6.03.

Elimination of Intercompany Accounts. (i) Except as set forth in Section 3.03(a)(ii) or on Schedule 3.3(a), the Company, on behalf of itself and each other member of the Company Group, on the one hand, and Rockwell, on behalf of itself and each other member of the Rockwell Group, on the other hand, hereby settle and eliminate, by cancellation or transfer to a member of the other Group (whether to cancel or transfer and the manner thereof will be determined by Rockwell), effective as of the Time of Distribution, all intercompany receivables, payables and other balances (including, without limitation, intercompany cash management balances) between the Company and/or any Company Subsidiary, on the one hand, and Rockwell and/or any Rockwell Subsidiary, on the other hand. (ii) The provisions of Section 3.03(a)(i) will not apply to any intercompany receivables, payables and other balances (A) incurred in connection with or in contemplation of the transactions described on Schedule 3.1(c) (including, without limitation, payment of the Taiwan Purchase Amount by Conexant Systems Taiwan Co. Ltd.) or (B) incurred in connection with the payment by any party of any expenses which are required to be paid by the other party pursuant to Section 6.03.