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Intercompany Cost Sharing Agreement
"I need an Intercompany Cost Sharing Agreement between our US parent company and three European subsidiaries to share IT infrastructure costs, with specific provisions for quarterly true-ups and transfer pricing documentation, to be implemented by March 2025."
1. Parties: Identification of participating companies and their legal status
2. Background/Recitals: Purpose of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Scope of Cost Sharing: Details of costs to be shared and allocation methodology
5. Cost Pool Determination: Definition of includable costs and calculation methods
6. Allocation Keys: Specific formulas and methods for cost distribution
7. Payment Terms: Timing and method of payments between parties
8. Term and Termination: Duration and termination provisions
9. Governing Law: Applicable jurisdiction and dispute resolution
1. Buy-in Payments: Required when pre-existing intangibles are involved - use when parties bring existing IP or assets to the arrangement
2. Tax Provisions: Specific tax handling agreements - use when cross-border transactions are involved
3. Audit Rights: Rights to audit cost calculations and allocations - use when significant amounts are involved or required by regulation
4. Force Majeure: Provisions for extraordinary events - use when long-term arrangements are contemplated
1. Schedule A - Cost Pool Components: Detailed list of includable and excludable costs
2. Schedule B - Allocation Methodology: Detailed calculations and examples of cost allocation
3. Schedule C - Participating Entities: List of all participating entities and their roles
4. Schedule D - Transfer Pricing Documentation: Required documentation for tax compliance
5. Schedule E - Service Level Agreements: Specific service levels and performance metrics
6. Appendix 1 - Financial Reporting Templates: Standard templates for cost reporting
7. Appendix 2 - Dispute Resolution Procedures: Detailed procedures for handling disputes
Authors
Affiliate
Allocated Costs
Allocation Key
Business Day
Cost Pool
Cost Sharing Payments
Effective Date
Excluded Costs
Fiscal Year
Group
Includable Costs
Intellectual Property
Participating Entity
Party/Parties
Pre-existing Rights
Quarter
Service Provider
Shared Services
Term
Territory
Transfer Pricing Documentation
Cost Pool Definition
Allocation Methodology
Payment Terms
True-up Provisions
Documentation Requirements
Transfer Pricing Compliance
Intellectual Property Rights
Confidentiality
Audit Rights
Record Keeping
Tax Compliance
Dispute Resolution
Force Majeure
Term and Termination
Amendment and Modification
Assignment
Notices
Governing Law
Severability
Entire Agreement
Representations and Warranties
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