Adjustment of Reserves and Valuation Accounts Sample Clauses

Adjustment of Reserves and Valuation Accounts. The amount of any reserve or valuation accounts shall be determined by applying methods, practices, assumptions, policies, factors and underlying data consistent with those used in determining the reserves or valuation accounts included in the March 31, 2002 Balance Sheet, and there shall be no increases or decreases made to any reserves or valuation accounts in the Pre-Closing Date Balance Sheet (including contract reserves, purchase accounting reserves, deferred tax asset valuation accounts, allowances for bad debts, inventory reserves of any kind, warranty reserves, income tax reserves and other reserves), except to the extent that such changes are required by documented and substantiated changes in facts and events occurring after March 31, 2002 and on or before the Balance Sheet Date and are not solely the result of changes in management estimates. It is further understood that there shall be no increase in the Balance Sheet Date Net Worth as a result of any reversal, reduction or other usage of reserves included in the March 31, 2002 Balance Sheet unless such reversal, reduction or usage was caused by facts or events that occurred after March 31, 2002, and on or before the Balance Sheet Date; provided, however, that if such facts causing such reversal or reduction existed and applied to, and were known or should have been known as of March 31, 2002, the reversals or reductions also shall be made to the March 31, 2002 Balance Sheet for purposes of increasing the Target Net Worth.
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Adjustment of Reserves and Valuation Accounts. In the determination of the Proposed Final Net Tangible Asset Amount and the Final Net Tangible Asset Amount, except as otherwise set forth in this Attachment VI, the amount of any reserves or valuation accounts shall be determined by applying methods, practices, assumptions, policies, factors and underlying data consistent with those used in determining the reserves or valuation accounts included in the December Statement, and there shall be no changes made to any reserves or valuation accounts (including, without limitation, contract reserves, purchase accounting reserves, allowances for bad debts, inventory reserves of any kind, warranty reserves and other reserves), except to the extent that such changes are required by changes in facts and events occurring after December 31, 1996 and before the Effective Date, it being further understood that there shall be no increase in the Proposed Final Net Tangible Asset Amount or the Final Net Tangible Asset Amount as a result of any reversal or other usage of reserves unless such reversal or usage arises out of facts or events that occur after December 31, 1996; provided, however, that notwithstanding the foregoing any reversal or other usage of the Advanced Recorders IR & VLDS Inventory Reserve of $1,100,000 million, the Advanced Recorders IR & VLDS Capitalized G&A reserve of $800,000 or the Advanced Recorders IR & VLDS fixed asset reserve of $1,030,000 in connection with any sale of all or a portion of such business to a third party prior to the Effective Date will result in a corresponding increase in the Proposed Final Net Tangible Asset Amount or the Final Net Tangible Asset Amount.
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Adjustment of Reserves and Valuation Accounts. The amount of any reserve or valuation accounts shall be determined by applying methods, practices, assumptions, policies, factors and underlying data consistent with those used in determining the reserves or valuation accounts included in the Baseline Balance Sheet, and there shall be no changes made to any reserves or valuation accounts (including contract reserves, purchase accounting reserves, deferred tax asset valuation accounts, allowances for bad debts, inventory reserves of any kind, warranty reserves and other reserves), except to the extent that such changes are required by facts and events occurring after December 31, 1998 and before the Closing Date. It is further understood that there shall be no increase or decrease in the Closing Date Net Worth as a result of changes of reserves unless such changes arise out of facts or events that occur after December 31, 1998 and on or before the Closing Date.
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Adjustment of Reserves and Valuation Accounts. In the determination of the Closing Date Adjusted Net Assets, the amount of any reserves or valuation accounts shall be determined by applying methods, practices, assumptions, policies, factors, and underlying data consistent with those used in determining the reserves or valuation accounts included in the December 31, 1997 Balance Sheet, and there shall be no changes made to any reserves or valuation accounts (including, without limitation, contract reserves, purchase accounting reserves, deferred tax asset valuation accounts, allowances for bad debts, inventory reserves of any kind, warranty reserves and other reserves) except to the extent that such changes are required by changes in facts and events occurring after December 31, 1997 and before the Closing Date, it being further understood that there shall be no increase in the Closing Date Adjusted Net Assets as a result of any reversal, reduction or other usage of reserves unless such reversal or usage arises out of facts or events that occur after December 31, 1997 and before the Closing Date.
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Adjustment of Reserves and Valuation Accounts. The amount of any reserve or valuation account shall be determined by applying methods, practices, assumptions, policies, factors and underlying data consistent with those used in determining the reserves or valuation accounts included in the Company Balance Sheet; and there shall be no decreases in Closing Net Working Capital due to changes made to any reserve or valuation account, and no new reserve or valuation account (including contract reserves, purchase accounting reserves, deferred Tax asset valuation accounts, allowances for bad debts, inventory reserves of any kind (including those for overabsorbed/applied overhead costs), warranty reserves and other reserves) or other expense, write-off or similar charge against an asset, except to the extent that such decreases in Closing Net Working Capital are, or such new account, expense, write-off or similar charge is, required by material changes in facts and events occurring after the Company Balance Sheet Date and before the Closing Date.
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Adjustment of Reserves and Valuation Accounts. The amount of any reserve or valuation accounts shall be determined by applying methods, practices, assumptions, TCAS Asset Purchase Agreement policies, factors and underlying data consistent with those used in determining the reserves or valuation accounts included in the Statement of Net Assets, and there shall be no changes made to any reserves or valuation accounts (including contract reserves, purchase accounting reserves, allowances for bad debts, inventory reserves of any kind, warranty reserves and other reserves), except to the extent that such changes are required by changes in facts and events occurring after September 30, 1999 and on or before the Closing Date. It is further understood and agreed that there shall be no increase in the Closing Date Net Assets as a result of reversal, reduction or other usage of reserves unless such reversal, reduction or usage arises out of facts or events that occur after September 30, 1999 and on or before the Closing Date. In connection with subparagraph (vii) below in this Section 2.9(b), it is further understood and agreed that there should be no increase in reserves and valuation amounts or write-down of Purchased Assets during the period between September 30, 1999 and the Closing Date which are recorded as purchase accounting adjustments with corresponding adjustments to goodwill. It is further understood and agreed that there shall be no increase in Closing Date Net Assets as a result of the reversal of any general, unspecified, unsubstantiated contingency or management reserve, after September 30, 1999 and on or before the Closing Date, that was (i) included in the determination of Target Net Assets and (ii) not disclosed as such by Seller to Buyer during Buyer's due diligence of the Business.
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Adjustment of Reserves and Valuation Accounts. In the determination of the Proposed Final Net Working Capital Amount and the Final Net Working Capital Amount, except as otherwise set forth in this Attachment II, the amount of any reserves or valuation accounts shall be determined by applying methods, practices, classifications, assumptions, estimates, policies, factors and underlying data consistent with those used in determining the reserves or valuation accounts included in the Opening Statement, and there shall be no changes made to any reserves or valuation accounts (including, without limitation, contract reserves, purchase accounting reserves, allowances for bad debts, inventory reserves, warranty reserves and other reserves), except to the extent that such changes are required by changes in facts and events occurring after December 28, 1997 and before the Closing Date.
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Adjustment of Reserves and Valuation Accounts. The amount of any reserve or valuation accounts shall be determined by applying methods, practices, assumptions, policies, and procedures consistent with those used in determining the reserves or valuation accounts included in the Baseline Balance Sheet, and there shall be no changes made to any reserves or valuation accounts (including contract reserves, purchase accounting reserves, deferred tax asset valuation accounts, allowances for bad debts, inventory reserves of any kind, warranty reserves and other reserves), except to the extent that such changes are required by changes in facts and events occurring after July 3, 1999 and on or before the Closing Date and except as disclosed on SCHEDULE 3.3. It is further understood and agreed that there shall be no increase in the Closing Date Net Book Value as a result of reversal, reduction or other usage of reserves unless such reversal, reduction or usage arises out of facts or events that occur after July 3, 1999 and on or before the Closing Date and except as disclosed on SCHEDULE 3.3. For avoidance of any doubt, nothing in this Agreement shall prevent the creation, reversal, reduction or usage of any reserve or valuation account for the purpose for which it was intended in accordance with GAAP applied on a basis consistent with the accounting methods, treatments, policies and procedures used by Trex in preparing the Baseline Financial Statements (including the Baseline Balance Sheet). In connection with subparagraph (viii) below in this SECTION 3.3(B), it is further understood and agreed that there should be no increase in reserves and valuation amounts or write-down of assets of the Business during the period between the Baseline Balance Sheet Date and the Closing Date which are recorded by the Business as purchase accounting adjustments with corresponding adjustments to goodwill, except with respect to the capitalization of G&A costs and work in process in the amount of $1,294,125 and the reclassification of certain deferred tax asset amounts in connection with acquisitions by Trex.
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Related to Adjustment of Reserves and Valuation Accounts

  • Set Up Accounts (a) Bank shall establish and maintain the following accounts ("Accounts"):

  • RECONCILIATION OF RESERVE ACCOUNT Beginning Reserve Account Balance Reserve Account Deposits Made Reserve Account Draw Amount Ending Reserve Account Balance Change in Reserve Account Balance Specified Reserve Balance

  • Adjustments to Capital Accounts At the end of each Fiscal Period, the Capital Accounts of the Partners shall be adjusted in the following manner:

  • Investment of Amounts in Special Payments Account Any amounts on deposit in the Special Payments Account prior to the distribution thereof pursuant to Section 2.4(b) or (c) shall be invested in accordance with Section 2.2(b). Investment Earnings on such investments shall be distributed in accordance with Section 2.4(b) or (c), as the case may be.

  • Investment of Balance in Collateral Account Amounts on deposit in the Collateral Account shall be invested from time to time in such Permitted Investments as the respective Pledgor through the Company (or, after the occurrence and during the continuance of a Default, the Agent) shall determine, which Permitted Investments shall be held in the name and be under the control of the Agent, PROVIDED that (i) at any time after the occurrence and during the continuance of an Event of Default, the Agent may (and, if instructed by the Banks as specified in Section 11.03 of the Second Amended and Restated Credit Agreement, shall) in its (or their) discretion at any time and from time to time elect to liquidate any such Permitted Investments and to apply or cause to be applied the proceeds thereof to the payment of the Secured Obligations in the manner specified in Section 5.09 hereof and (ii) if requested by the respective Pledgor through the Company, such Permitted Investments may be held in the name and under the control of one or more of the Banks (and in that connection each Bank, pursuant to Section 11.10 of the Second Amended and Restated Credit Agreement) has agreed that such Permitted Investments shall be held by such Bank as a collateral sub-agent for the Agent hereunder).

  • Cash Accounts The Custodian will open and maintain in the name of the Client one or more cash deposit accounts (each a “Cash Account”) in such currencies as may be required in connection with the investment activity of the Client.

  • Establishment of Reserve Account Pledgor and Secured Party hereby authorize and direct Securities Intermediary to establish and maintain in its corporate trust department, a segregated trust account that is an Eligible Deposit Account and that is a “securities account” as that term is defined in Section 8-501(a) of the UCC in the name of Secured Party and under the sole dominion and control of Secured Party, designated as “Toyota Auto Receivables 20[__]-[_] Owner Trust Reserve Account.” Securities Intermediary hereby undertakes to treat Secured Party as the person entitled to exercise the rights that comprise any Financial Asset credited to the Reserve Account. Secured Party and Pledgor agree that this account shall be the Reserve Account.

  • Permitted Withdrawals from the Collection Account and Distribution Account (a) The Master Servicer may from time to time make withdrawals from the Collection Account for the following purposes:

  • Excess Reserve Fund Account; Distribution Account (a) The Securities Administrator shall establish and maintain the Excess Reserve Fund Account, on behalf of the Class X Certificateholders, to receive that portion of the distributions on the Class X Interest up to an amount equal to any Basis Risk Payments and to pay to the LIBOR Certificateholders any Basis Risk Carry Forward Amounts (prior to using any Net Swap Receipts). For the avoidance of doubt, any Basis Risk Carry Forward Amounts shall be paid to the LIBOR Certificates first from the Excess Reserve Fund Account and then from the Supplemental Interest Trust. On each Distribution Date on which there exists a Basis Risk Carry Forward Amount on any Class of LIBOR Certificates, the Securities Administrator shall (1) withdraw from the Distribution Account and deposit in the Excess Reserve Fund Account, as set forth in Section 4.02(a)(iii)(L), the lesser of the Class X Distributable Amount (to the extent remaining after the distributions specified in Sections 4.02(a)(iii)(A)-(K) and without regard to the reduction in clause (iii) of the definition thereof for any Basis Risk Carry Forward Amounts or any Defaulted Swap Termination Payment) and the aggregate Basis Risk Carry Forward Amount and (2) withdraw from the Excess Reserve Fund Account amounts necessary to pay to such Class or Classes of LIBOR Certificates the applicable Basis Risk Carry Forward Amounts. Such payments, along with payments from the Supplemental Interest Trust, shall be allocated to those Classes based upon the amount of Basis Risk Carry Forward Amount owed to each such Class and shall be paid in the priority set forth in Section 4.02(a)(iii)(M). In the event that the Class Certificate Balance of any Class of Certificates is reduced because of Applied Realized Loss Amounts, the applicable Certificateholders will not be entitled to receive Basis Risk Carry Forward Amounts on the written down amounts on such Distribution Date or any future Distribution Dates (except to the extent such Class Certificate Balance is increased as a result of any Subsequent Recoveries), even if funds are otherwise available for distribution. The Securities Administrator shall account for the Excess Reserve Fund Account as an asset of a grantor trust under subpart E, Part I of subchapter J of the Code and not as an asset of any Trust REMIC created pursuant to this Agreement. The beneficial owners of the Excess Reserve Fund Account are the Class X Certificateholders. Any Basis Risk Carry Forward Amounts distributed by the Securities Administrator to the LIBOR Certificateholders from the Excess Reserve Fund Account shall be accounted for by the Securities Administrator, for federal income tax purposes, as amounts paid first to the Holders of the Class X Certificates (in respect of the Class X Interest) and then to the respective Class or Classes of LIBOR Certificates. In addition, the Securities Administrator shall account for the rights of Holders of each Class of LIBOR Certificates to receive payments of Basis Risk Carry Forward Amounts from the Excess Reserve Fund Account (along with payments of Basis Risk Carry Forward Amounts and without duplication, Upper-Tier Carry Forward Amounts from the Supplemental Interest Trust) as rights in a separate limited recourse interest rate cap contract written by the Class X Certificateholders in favor of Holders of each such Class. Notwithstanding any provision contained in this Agreement, the Securities Administrator shall not be required to make any payments from the Excess Reserve Fund Account except as expressly set forth in this Section 3.27(a).

  • Permitted Withdrawals from the Collection Accounts and Certificate Account (a) Each Servicer may from time to time make withdrawals from the related Collection Account for the following purposes:

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