Common use of Business Inventory Clause in Contracts

Business Inventory. None of the Business Inventory fails to meet Seller's applicable quality and shipping specifications for such Inventory as in effect on the date hereof. In the event of a breach of the representation in the immediately preceding sentence, the aggregate amount of the Loss arising from or in connection with such breach for purposes of Section 8.01 shall equal the book value of the Business Inventory not meeting such specifications as of the Closing Date, and, if Purchaser elects to seek indemnification pursuant to Section 8.01 with respect to such breach, Purchaser shall promptly return to Seller, free carrier Santa Rosa Facility, the Business Inventory not meeting such specification▇. ▇he amount of Business Inventory reflected in the Balance Sheet Data and in Closing Date Net Working Capital reflects the amount of the actual Business Inventory as of September 30, 1996 or the Closing Date, as applicable, booked in accordance with Seller's standard historical practice and as of the date hereof, computed in a manner consistent with GAAP, except to the extent set forth in Appendix G or Schedule 4.01(c)-1.

Appears in 1 contract

Sources: Asset Purchase Agreement (Cytec Industries Inc/De/)

Business Inventory. None of the Business Inventory fails to meet Seller's applicable quality and shipping specifications for such Inventory as in effect on the date hereof. In the event of a breach of the representation in the immediately preceding sentence, the aggregate amount of the Loss arising from or in connection with such breach for purposes of Section 8.01 shall equal the book value of the Business Inventory not meeting such specifications as of the Closing Date, and, if Purchaser elects to seek indemnification pursuant to Section 8.01 with respect to such breach, Purchaser shall promptly return to Seller, free carrier Santa Rosa ▇▇▇▇ Facility, the Business Inventory not meeting such specification▇specifications. ▇he The amount of Business Inventory reflected in the Balance Sheet Data and in Closing Date Net Working Capital reflects the amount of the actual Business Inventory as of September 30, 1996 or the Closing Date, as applicable, booked in accordance with Seller's standard historical practice and as of the date hereof, computed in a manner consistent with GAAP, except to the extent set forth in Appendix G or Schedule 4.01(c)-1.

Appears in 1 contract

Sources: Asset Purchase Agreement (Sterling Chemical Inc)