Coal Inventory Clause Samples
The Coal Inventory clause defines the requirements and procedures for maintaining, measuring, and reporting the quantity of coal held at a specified location, such as a power plant or storage facility. It typically outlines how inventory levels are to be determined, the frequency of inventory checks, and the responsibilities of each party in managing and reconciling inventory records. This clause ensures accurate tracking of coal supplies, helps prevent disputes over shortages or overages, and supports operational planning and financial accounting.
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Coal Inventory. (a) At Closing, the Sellers hereby agree to have at least the amount of clean and severed coal of a saleable quality on a blended basis (or, solely in the case of the Triad Complex, the amount of clean and severed coal of a saleable quality, plus the clean equivalent of raw coal whether at the preparation plant or in the surface pit) (collectively, the “Saleable Coal Inventory”) at each loadout as set forth on Schedule 2.07(a) (the “Minimum Tons”). The Parties acknowledge and agree that Schedule 2.07(a) sets forth the Minimum Tons assuming the completion of all production days in August 2014 prior to the Closing. If the Closing occurs prior to August 31, 2014, the Minimum Tons set forth on Schedule 2.07(a) shall be adjusted proportionally to reflect the total number of production days that have been completed prior to the Closing out of the total number of production days in August 2014.
(b) For purposes of calculating the Saleable Coal Inventory, the Parties shall jointly engage CBC Engineers and Associates, Ltd. (“CBC”), a third-party engineer, to determine the Saleable Coal Inventory on the Closing Date, which shall be delivered to the Parties immediately thereafter. CBC’s determinations of the amount of Saleable Coal Inventory shall be final and binding on the Parties unless they mutually agree to an adjustment due to an error in CBC’s calculation that is apparent on the face of such calculation. The Buyer, on the one hand, and the Sellers, on the other hand, shall each bear fifty percent (50%) of the fees and expenses of CBC.
Coal Inventory. Provider will maintain an inventory of Coals at the Plant and any local storage sites (excluding coal on barges) whereby the inventory of Coals are immediately available to the Plant sufficient to produce not less than ***** (*****) days of Conforming Coke, with a Monthly average of ***** (*****) such days, based on the applicable Targeted Coke Production (the “Minimum Coal Inventory”). If, at any time, Provider has reason to believe that the Plant’s Coal inventory will be less then the Minimum Coal Inventory, then it will promptly notify Off-Taker thereof in its capacity as a member of the Coal Committee. Such notice will include the reason for such shortfall, and (as applicable) any recommendations of Provider to remedy such shortfall. The Coal Committee shall confer within two (2) business days thereof, and shall confer in good faith on measures and actions to alleviate such shortfall as soon as possible.• Provider shall use commercially reasonable efforts to take actions to alleviate such shortfall as soon as possible.
Coal Inventory. PCC shall use its commercially reasonable efforts to have 110,000 tons of Coal Inventory as of the Closing Date.
Coal Inventory. (a) For purposes of calculating the coal inventory at the Mining Complexes included in the Purchased Assets as of the Closing Date (in the aggregate and at each Mining Complex) for purposes of calculating the amount of Working Capital and satisfying the Minimum Coal Inventory Condition, the Parties shall jointly engage a reputable third-party engineer or engineering firm that is knowledgeable in determining coal inventory and mutually acceptable to the Parties (the “Inventory Inspector”) to determine the coal inventory as of the Closing Date by conducting a visual flight inspection at such locations no more than five Business Days prior to the Closing Date, a report of which shall be delivered to the Parties immediately thereafter.
(b) The volume of coal inventory at the Mining Complexes included in the Purchased Assets as of the Closing Date for purposes of calculating the Working Capital and satisfying the Minimum Coal Inventory Condition (the “Closing Date Coal Inventory Volume”) shall be an amount (in Tons) equal to (x) the amount (in Tons) of coal inventory, in the aggregate, determined by the Inventory Inspector and included in the report delivered to the Parties, minus (y) the aggregate amount (in Tons) of all coal inventory actually shipped to third parties (or where title otherwise passes) during the period beginning immediately following the Inventory Inspector’s inspection of the coal inventory until 12:00 a.m. on the Closing Date plus (z) the amount (in Tons) of coal inventory that is part of the Purchased Assets and as of 12:00 a.m. on the Closing Date is located at, or in transit to, Dominion Terminal Associates, CSX Terminal (Baltimore), Three Rivers Marine Terminal or Lamberts Point, other than coal inventory that was shipped from a Mining Complex after the Inventory Inspector’s inspection of the coal inventory (the coal in this clause (z), the “Off-Site Coal Inventory”); provided, that for purposes of determining whether the Minimum Coal Inventory Condition has been satisfied, any Off-Site Coal Inventory will be allocated to the Mining Complex from which such coal inventory originated.
(c) The Inventory Inspector’s determinations of the amount of coal inventory as of the date of the visual flight inspection shall be final and binding on the Parties unless they mutually agree to an adjustment due to an error in the Inventory Inspector’s calculation that is apparent on the face of such calculation. CoreCo, on the one hand, and NonCoreCo, on ...