Miscellaneous Inventory Sample Clauses

Miscellaneous Inventory. The purchase price for the Seller’s Miscellaneous Inventory shall be the Seller’s verifiable costs in such inventories; PLUS
AutoNDA by SimpleDocs
Miscellaneous Inventory. The miscellaneous Inventory shall include supplies, parts, packing materials, labels, boxes, ingredients and crates, whether or not reflected on the Balance Sheet or in Sellers’ books of account, and shall be valued at Sellers’ cost, except packaging inventory, including boxes and labels, shall be valued at 60 cents on the dollar of the cost of such items. The aggregate value of the Inventory Items calculated in accordance with Section 2.7(a)(i) through (viii) shall constitute the “Inventory Value” to be used in determining the Purchase Price.
Miscellaneous Inventory. All of Seller’s miscellaneous inventory consisting of gas, oil, grease, paint, etc., which is in unopened containers or bulk storage containers and usable (it being specifically agreed upon by Purchaser and Seller that paint over one year-old is not usable) (the “Miscellaneous Inventory”);
Miscellaneous Inventory. All miscellaneous inventory consisting of gas, oil and grease, etc., and paint, all of which shall be usable, it being specifically agreed upon by Purchasers and Seller that paint over one year-old is not usable (the “Miscellaneous Inventory”);
Miscellaneous Inventory. Notwithstanding the preceding sections of this Section 2.4, the parties agree that at the Closing, Olympus will purchase from Carsen and Carsen will sell, transfer and assign to Olympus, Carsen’s inventory of Olympus-brand products as of the Effective Date that were obtained by Carsen in its normal course of business as trade-in equipment and for which Carsen’s books and records reflect a zero dollar ($0.00) net book value (such trade-in equipment hereinafter “Miscellaneous Inventory”). The Miscellaneous Inventory as of the date hereof is listed on Schedule 2.4.5. The purchase price for the Miscellaneous Inventory listed on Schedule 2.4.5 is US$285,000. Olympus acknowledges that in the normal course of Carsen’s business Carsen may be obligated to transfer to customers certain of its current Miscellaneous Inventory or to accept from customers certain additional trade-in equipment; provided, however, that Carsen will seek to minimize such transactions so as to generally maintain the aggregate value of its Miscellaneous Inventory at its current level. At or Closing, Carsen deliver to Olympus a true, correct and complete list of the Miscellaneous Inventory and the Transition Committee will determine in good faith any price adjustment thereof related to changes in such inventory since the date hereof.

Related to Miscellaneous Inventory

  • As to Equipment and Inventory The Grantor hereby agrees that it shall

  • Location of Inventory and Equipment The Inventory and Equipment are not stored with a bailee, warehouseman, or similar party (without Foothill's prior written consent) and are located only at the locations identified on Schedule 6.12 or otherwise permitted by Section 6.12.

  • Annual Collateral Verification Each year, at the time of delivery of annual financial statements with respect to the preceding Fiscal Year pursuant to Section 5.1(c), Company shall deliver to Collateral Agent a certificate of an Authorized Officer either (i) confirming that there has been no change in such information since the date of the Collateral Questionnaire delivered on the Closing Date or the date of the most recent certificate delivered pursuant to this Section 5.1(o) or (ii) identifying such changes;

  • Location of Equipment and Inventory All Equipment and Inventory are (i) located at the locations indicated on Schedule 4 (ii) in transit to such locations or (iii) in transit to a third party purchaser which will become obligated on a Receivable to the Debtor upon receipt. Except for Equipment and Inventory referred to in clauses (ii) and (iii) of the preceding sentence, the Debtor has exclusive possession and control of the Inventory and Equipment.

  • Changes in Equipment, Systems, Etc USBFS reserves the right to make changes from time to time, as it deems advisable, relating to its systems, programs, rules, operating schedules and equipment, so long as such changes do not adversely affect the services provided to the Trust under this Agreement.

  • Sale of Inventory Purchaser shall purchase (or shall cause its Affiliates to purchase) the Inventory in separate transactions in accordance with the terms and conditions contained in the Supply Agreement. It is agreed and understood by and between the Parties that the Purchase Price does not include the Inventory.

  • Certain Requirements as to Furniture, Equipment and Fixtures If the Assuming Institution purchases owned Bank Premises or accepts an assignment of the lease (or enters into a sublease or a new lease in lieu thereof) for leased Bank Premises as provided in Section 4.6(a) or 4.6(b), or if the Assuming Institution does not exercise such option but within twelve (12) months following Bank Closing obtains the right to occupy such premises (whether by assignment, lease, sublease, purchase or otherwise), other than in accordance with Section 4.6(a) or (b), the Assuming Institution shall (i) effective as of the date of Bank Closing, purchase from the Receiver all Furniture and Equipment and Fixtures owned by the Failed Bank at Fair Market Value and located thereon as of Bank Closing, (ii) accept an assignment or a sublease of the leases or negotiate new leases for all Furniture and Equipment and Fixtures leased by the Failed Bank and located thereon, and (iii) if applicable, accept an assignment or a sublease of any ground lease or negotiate a new ground lease with respect to any land on which such Bank Premises are located; provided, that the Receiver shall not have disposed of such Furniture and Equipment and Fixtures or repudiated the leases specified in clause (ii) or (iii).

  • SIGNIFICANT LANDS INVENTORY FINDING Find that this activity is consistent with the use classification designated by the Commission for the land pursuant to Public Resources Code section 6370 et seq.

  • Equipment and Inventory With respect to any Equipment and/or Inventory of an Obligor, each such Obligor has exclusive possession and control of such Equipment and Inventory of such Obligor except for (i) Equipment leased by such Obligor as a lessee or (ii) Equipment or Inventory in transit with common carriers. No Inventory of an Obligor is held by a Person other than an Obligor pursuant to consignment, sale or return, sale on approval or similar arrangement.

  • Minimum Site Requirements for TIPS Sales (when applicable to TIPS Sale). Cleanup: When performing work on site at a TIPS Member’s property, Vendor shall clean up and remove all debris and rubbish resulting from their work as required or directed by the TIPS Member or as agreed by the parties. Upon completion of work, the premises shall be left in good repair and an orderly, neat, clean and unobstructed condition. Preparation: Vendor shall not begin a project for which a TIPS Member has not prepared the site, unless Vendor does the preparation work at no cost, or until TIPS Member includes the cost of site preparation in the TIPS Sale Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and similar pre‐installation requirements. Registered Sex Offender Restrictions: For work to be performed at schools, Vendor agrees that no employee of Vendor or a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are, or reasonably expected to be, present unless otherwise agreed by the TIPS Member. Vendor agrees that a violation of this condition shall be considered a material breach and may result in the cancellation of the TIPS Sale at the TIPS Member’s discretion. Vendor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge. Safety Measures: Vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Vendor shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage. Smoking: Persons working under Agreement shall adhere to the TIPS Member’s or local smoking statutes, codes, ordinances, and policies.

Time is Money Join Law Insider Premium to draft better contracts faster.