Common use of Inventory and Accounts Receivable Clause in Contracts

Inventory and Accounts Receivable. (a) Except as disclosed on Schedule 4.9(a), the Company’s Inventory is fit for the purpose for which it was purchased (i.e., as part of the Business) and is not obsolete, damaged or defective. (b) The Inventory consisting of automotive parts listed on the Company’s computer database as inventory available for sale by the Company (i) as of June 30, 2015 were located at the Company’s facilities and were owned by the Company, and (ii) as of the Closing Date will be located at the Company’s facilities and owned by the Company. Except as set forth on Schedule 4.9(b), the values of obsolete or slow-moving Inventory and Inventory of below standard quality, if any, have been written down to the lower of cost or realizable market values or have been written off. Except as set forth on Schedule 4.9(b), the value at which such Inventory is carried on the Financial Statements and Interim Financial Statements reflects the Company’s normal Inventory valuation policies, stating Inventory at the lower of cost or market, all determined in accordance with past practices. Sellers have delivered the Company’s computer database in respect of Inventory to Buyer. Except as set forth on Schedule 4.9(b ), the Company’s average monthly expenditures for vehicle Inventory during each calendar month between August 1, 2015 and Closing is not more than 5% higher or lower than the Company’s average monthly expenditures for vehicle Inventory during the period February 1, 2015 through July 31, 2015. (c) The Company’s Accounts Receivable included in the determination of the Final Closing Date Working Capital are reflected properly on its Books and Records and constitute bona fide, valid and binding receivables, except for normal trade discounts for early payment. (For the avoidance of doubt, this Section 4.9(c) does not speak to the collectability of the Company’s Accounts Receivable.)

Inventory and Accounts Receivable. (a) Except as disclosed on Schedule 4.9(a), the Company’s Inventory is fit for the purpose for which it was purchased (i.e., as part of the Business) and is not obsolete, damaged or defective. (b) The Inventory consisting of automotive parts listed on the Company’s computer database as inventory available for sale by the Company (i) as of June 30, 2015 were located at the Company’s facilities and were owned by the Company, and (ii) as of the Closing Date will be located at the Company’s facilities and owned by the Company. Except as set forth on Schedule 4.9(b), the values of obsolete or slow-moving Inventory and Inventory of below standard quality, if any, have been written down to the lower of cost or realizable market values or have been written off. Except as set forth on Schedule 4.9(b), the value at which such Inventory is carried on the Financial Statements and Interim Financial Statements reflects the Company’s normal Inventory valuation policies, stating Inventory at the lower of cost or market, all determined in accordance with past practices. Sellers have Seller has delivered the Company’s computer database in respect of Inventory to Buyer. Except as set forth on Schedule 4.9(b 4.9(b), the Company’s average monthly expenditures for vehicle Vehicle Inventory during each calendar month between August 1, 2015 and Closing is not more greater than five percent (5% %) higher or lower than the Company’s average monthly expenditures for vehicle Vehicle Inventory during the period from February 1, 2015 through July 31, 2015. (c) The Company’s Accounts Receivable included in the determination of the Final Closing Date Working Capital are reflected properly on its Books and Records and constitute bona fide, valid and binding receivables, except for normal trade discounts for early payment. (For the avoidance of doubt, this Section 4.9(c) does not speak to the collectability of the Company’s Accounts Receivable.)

Inventory and Accounts Receivable. (a) Except as disclosed on Schedule 4.9(a), the Company’s Inventory is fit for the purpose for which it was purchased (i.e., as part of the Business) and is not obsolete, damaged or defective. (b) The Inventory consisting of automotive parts listed on the Company’s computer database as inventory available for sale by the Company (i) as of June 30, 2015 were located at the Company’s facilities or at the EBAY Store and were owned by the Company, and (ii) as of the Closing Date will be located at the Company’s facilities and owned by the CompanyCompany or at the EBAY Store except as may have been sold or removed as part of the Ordinary Course of Business. Except as set forth on Schedule 4.9(b), the values of obsolete or slow-moving Inventory and Inventory of below standard quality, if any, have been written down to the lower of cost or realizable market values or have been written off. Except as set forth on Schedule 4.9(b), the value at which such Inventory is carried on the Financial Statements and Interim Financial Statements reflects the Company’s normal Inventory valuation policies, stating Inventory at the lower of cost or market, all determined in accordance with past practices. Sellers have delivered the Company’s computer database in respect of Inventory to Buyer. Except as set forth on Schedule 4.9(b ), the Company’s average monthly expenditures for vehicle Inventory during each calendar month between August 1, 2015 and Closing is not more than 5% higher or lower than the Company’s average monthly expenditures for vehicle Inventory during the period February 1, 2015 through July 31, 2015. (c) The Company’s Accounts Receivable included in the determination of the Final Closing Date Working Capital are reflected properly on its Books and Records and constitute bona fide, valid and binding receivables, except for normal trade discounts for early payment. (For the avoidance of doubt, this Section 4.9(c) does not speak to the collectability of the Company’s Accounts Receivable.)