Inventory Payment Sample Clauses

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Inventory Payment. All inventory shall be transferred to IDW at Closing and all transferred inventory shall be tracked by IDW. Under no circumstances shall IDW be obligated to use any of the transferred inventory. In the event, IDW uses the transferred inventory it may use such inventory without any payment to TFS so long as the value of the used inventory does not exceed $2 million ("Initial Inventory"). The inventory shall be valued at the book value of the inventory on the Closing Date (the "Book Value"). For any used inventory in excess of the Initial Inventory, IDW shall pay TFS for the used inventory at the Book Value. Commencing on the Closing Date and terminating one (1) year from the Closing Date (the "Anniversary Date"), IDW shall track the inventory used during each ninety (90) day period. After each ninety (90) day period, IDW shall identify the amount of inventory used during such period, if any, and make a payment to TFS for any used inventory in excess of the Initial Inventory ("Inventory Payment"). At the end of the one year period, at the election of TFS, IDW will ship and transfer all unused inventory to TFS at TFS sole expense.
Inventory Payment. As promptly as possible, but in any event within [*] Business Days after the License Termination Date, Merck Serono will deliver to BioMarin a statement (the “Inventory Statement”) setting forth the Inventory Amount. After delivery of the Inventory Statement, BioMarin shall be permitted reasonable access to review Merck Serono’s financial records used to prepare the Inventory Statement. Upon receipt, BioMarin or any Affiliate of BioMarin shall make a cash payment to Merck Serono in an amount equal to the Inventory Amount (the “Inventory Payment”) within [*] Business Days after BioMarin’s receipt of the Inventory Statement. If BioMarin objects to the Inventory Statement, then BioMarin shall deliver to Merck Serono a statement setting forth its objections to the calculation of the Inventory Amount in reasonable detail and stating BioMarin’s calculation of the amount believed by BioMarin in good faith to be the correct calculation of the Inventory Amount. If BioMarin does not deliver such a statement within [*] Business Days after delivery of the Inventory Statement, the Inventory Statement shall be final, binding and non-appealable by the Parties. If BioMarin timely delivers such a statement and Merck Serono does not agree with BioMarin’s calculation, then [*].
Inventory Payment. Company shall pay to Amgen, within [*] after receipt of the two (2) Product Lots delivered pursuant to Section 5.4 (Product Supply), each of which shall meet the quality requirements for such Product Lots set forth in the Quality Agreement, a non-refundable, non-creditable inventory payment of [*] (it being agreed and understood by the Parties that no such inventory payment shall be due and payable if Amgen fails to deliver both Product Lots as contemplated hereunder).
Inventory Payment. Subject to the terms and conditions of this Agreement, Purchaser will pay to Bayer an amount equal to Bayer’s Fully Loaded Standard Cost or such other amount based on Bayer’s Fully Loaded Standard Cost to be mutually agreed between the parties of all Transferred Inventory at the time such Transferred Inventory is transferred to Purchaser (such amount determined in accordance with the Inventory Agreement). It is agreed that the timing of payment and the timing of transfer of inventory title may be varied by country by mutual agreement of the parties.
Inventory Payment. Purchaser will pay to Spectrum, for Inventory purchased pursuant to the Supply Agreement, an amount determined in accordance therewith.
Inventory Payment. Within five (5) days of the Inventory Transfer, Purchaser shall pay to Seller Five Hundred Thousand US Dollars ($500,000) (the “Inventory Payment”).
Inventory Payment. (a) On the Closing Date (or such earlier date as agreed by Seller and Buyer), Seller shall conduct a physical count of the Inventory, which count shall be observed by Buyer and Buyer's Accountants, and shall as promptly as practicable thereafter, and in no event more than thirty (30) days thereafter, prepare and deliver to Buyer a schedule (the "Inventory Report") setting forth the quantity and value of each particular type of Inventory as of the Closing Date. The valuation of the Inventory shall be determined in accordance with the principles set forth in Exhibit I. Seller shall deliver to Buyer, simultaneously with delivery of the Inventory Report, a certificate of Seller's chief financial officer that the valuation set forth on the Inventory Report has been prepared in accordance with this Agreement and such work papers and other supporting detail as Buyer and Buyer's Accountants shall reasonably request. The sum of the values of all Inventory reflected in the Inventory Report, adjusted as provided in paragraph (b) below, shall constitute the inventory value (the "Inventory Value"). (b) Following delivery of the Inventory Report, Buyer and Buyer's Accountants shall have twenty (20) days in which to review and examine the Inventory Report. If Buyer does not Exhibit 2.4 (continued) give Seller notice of any dispute with respect to the accuracy of the Inventory Report or the determination of the Inventory Value within such period, the Inventory Value shall be the amount set forth in such Inventory Report. If, following such review, Buyer disputes the accuracy of the Inventory Report or the determination of the Inventory Value, Buyer and Seller or each of their accountants, shall meet to reconcile any such dispute. If such dispute has not been reconciled within twenty (20) days following delivery of the Inventory Report, Seller and Buyer shall refer such dispute to the Referee Accountant for resolution. Seller and Buyer shall furnish to the Referee Accountant copies of the Inventory Report and all such working papers and supporting detail as the Referee Accountant shall reasonably request. Seller and Buyer each shall use reasonable efforts to obtain a decision from the Referee Accountant, and such decision of the Referee Accountant shall be final and binding upon all parties, absent manifest error. Seller and Buyer each shall pay one-half of the fees and expenses of the Referee Accountant. (c) Immediately following the determination of the Inventory Value, ...
Inventory Payment. Payment for the value of the Refined Petroleum Products Inventory as determined pursuant to Section 3.2 (Refined Petroleum Products Inventory Count) shall be paid by Buyer within five (5) days of Buyer’s receipt of the Inventory Statement in U.S. Dollars by wire transfer to the account(s) designated in writing by Seller.
Inventory Payment. (a) If the Inventory Transfer Price is greater than the Estimated Inventory Transfer Price, Purchaser shall pay such difference to ▇▇▇▇▇▇ by wire transfer of immediately available funds to the account designated by ▇▇▇▇▇▇ within five days following the determination of the Inventory Transfer Price in accordance with Section 4.3. (b) If the Estimated Inventory Transfer Price is greater than the Inventory Transfer Price, ▇▇▇▇▇▇ shall pay such difference to Purchaser by wire transfer of immediately available funds to the account designated by Purchaser within five days following the determination of the Inventory Transfer Price in accordance with Section 4.3.
Inventory Payment. (a) The aggregate purchase price to be paid by Buyer at Closing in consideration for the Purchased Inventory (the “Inventory Price”) shall be an amount equal to TWO MILLION DOLLARS ($2,000,000). (b) Sellers and Buyer agree that the Inventory Price shall be allocated among the volumes of (i) generic additives, (ii) other chemicals and (iii) refined petroleum products purchased by Buyer Designee as of the Effective Time. Sellers and Buyer shall mutually prepare within three (3) Business Days after the Closing Date a schedule setting forth an allocation of the Inventory Price among the Purchased Inventory in accordance with the Inventory Procedures. 6. Section 3.6(a)(iii) (