![]() ![]() Representative of each party to such Service Order. ![]() No Service Order shall be effective unless and until it is executed by an authorized Terms or provisions of a Service Order conflict with the terms and provisions of this Agreement, the terms and provisions of the Service Order shall control. Notwithstanding the foregoing, OSI and SHI acknowledge and agree that some of the terms and conditions contained in this Agreement may not be applicable to every Service Order and that in such instances, such terms shall not apply. Each Service Order shall be deemed to incorporate all of the terms and conditions of this Agreement. Each Service Order will include, at a minimum, a description of the Service to be provided, the identity of the Service Provider and the Service Recipient, the term during which the Services will be provided, and the applicable feesĪnd charges, as well as any requirements, considerations, or objectives which are in addition to the general provisions of this Agreement. or as otherwise agreed in writing (each, a “Service Service to be provided by a Service Provider under this Agreement shall be separately negotiated and specified in services orders substantially in the form attached hereto as Exhibit A. Each party agrees toĪccept performance of any Service and the exercise of any other rights or obligations arising under this Agreement that have been so assigned, withoutĪ “master” form of contract, this Agreement allows the parties to contract for Services through the issuance of service orders without having to re-negotiate the basic terms and conditions contained herein. SHI may, in its discretion, cause some or all of its obligations under this Agreement to be performed, and permit some or all of its rights hereunder to be exercised, by any member of the SHI Group. OSI may, in its discretion, cause some or all of its obligations under this Agreement to be performed, and permit some or all of its rights hereunder to be exercised, by any member Receiving a Service shall be identified as a “Service Recipient”.Ģ. ![]() The party providing a Service shall be identified as a “Service Provider”. In which that party has a majority equity interest, measured by voting power andġ.3. The “SHI Group” means SHI and its subsidiaries. The “OSI Group” means OSI and its subsidiaries, other than SHI subsidiaries ġ.2. WHEREAS, the OSI and SHI each wish to set forth the frameworkġ. WHEREAS, OSI, SHI and their various subsidiaries are willing to provide such Services for each other in exchange for appropriate compensation and Subsidiaries (who are not SHI subsidiaries) on the other hand, from time to time require assistance from each other in administrative, operational, financial, manufacturing and other matters (each, a “Service” and collectively, theĬurrently collectively owe to OSI an intercompany balance reflected on the books of the respective companies. WHEREAS, SHI and its subsidiaries on the one hand, and OSI and its a Delaware corporation with offices at 5150 220th Avenue SE, Issaquah, WA 98029 (“SHI”), effective as of October 24, 2005. ![]() Located at 12525 Chadron Avenue, Hawthorne, California (“OSI”) and Spacelabs Healthcare, Inc. This Master Intercompany Agreement (this “Agreement”) is made and entered into by and between OSI Systems, Inc., a California corporation ![]()
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