Parts Accessories Clause Samples
Parts Accessories. An amount equal to (1) with respect to all of the OEM Parts and Accessories, the aggregate current factory replacement cost, (2) with respect to all Non-OEM Parts and Accessories, the applicable Seller’s actual cost paid therefor, and (3) with respect to the Nonconforming Parts and Accessories included in the Purchased Assets, the amount mutually agreed upon by Sellers’ Representative and Purchaser (absent such agreement, the applicable Seller shall retain ownership thereof, the same shall constitute Excluded Assets and such Seller shall have a period of fifteen (15) days following Closing to remove the same from the Real Estate).
Parts Accessories. 4.1 Buyer and Seller shall engage a mutually acceptable third party engaged in the business of appraising, valuing and preparing inventories for automobile dealerships (hereinafter referred to as the "INVENTORY SERVICE") to prepare an inventory list (the "INVENTORY") of the parts and accessories, as well as the Miscellaneous Inventory, used by Seller in the Business as a BMW dealer at the Real Property. The Inventory shall be posted to the BMW-approved system of inventory control. The cost of the aforesaid physical inventory shall be shared equally by Buyer and Seller. Buyer shall have the right to deduct Seller's portion of such expense from the consideration to be paid to Seller under the terms of this Agreement and to remit such sum directly to the Inventory Service. The Inventory shall be completed by March 29, 1998, or such later date as is mutually convenient and which is as close as possible to the Closing Date. The Inventory shall identify each part and accessory and its purchase price.
4.2 The Inventory shall classify parts and accessories as "returnable" or "nonreturnable". For purposes of this Agreement, the terms "returnable parts" and "returnable accessories" shall describe and include only those new parts and new accessories for BMW vehicles which are listed (coded) in the latest current BMW Master Parts Price List Suggested List Prices and Dealer Prices with supplements or the equivalent in effect as of the date of the Inventory (the "MASTER PRICE LIST") as returnable to BMW at not less than the purchase price reflected in the Master Price List. The purchase price for each "returnable part" and "returnable accessory"will be the price listed in the Master Price List. All parts and accessories not falling within the definition of "returnable" shall be classified as "nonreturnable". The purchase price for each "nonreturnable" part and accessory, of which type Seller has made no sales during the ninety (90) day period prior to the date of the Inventory, shall be sixty percent (60%) of the price listed therefor in the Master Price List. The purchase price for each "nonreturnable" part and accessory, of which type Seller has made retail sales to one or more customers during the ninety (90) day period prior to the date of the Inventory, shall be one hundred percent (100%) of the price therefor listed in the Master Price List. The purchase price for all "Jobber" and/or "NPN" parts shall be equal to Seller's original cost of such parts. The purchase ...
Parts Accessories