Closing Inventory. On the day before the Closing Date, a ----------------- physical count of the items of Inventory as of the Closing Date (the "Closing Inventory") shall be conducted by a third party mutually agreeable to the Parties (the "Appraiser"). Each Party shall have the right to observe the physical count of the Closing Inventory. The Appraiser shall value the Closing Inventory on the basis of Seller's net cost (including applicable discounts) of the Closing Inventory. Buyers shall be obligated to purchase at the Closing all of the Closing Inventory up to a maximum of $500,000 in value as determined by the Appraiser. Buyers shall have the option to purchase the Closing Inventory at the Closing to the extent it exceeds $500,000 in value.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Allscripts Inc /Il), Asset Purchase Agreement (Allscripts Inc /Il)