Inventory Surplus definition

Inventory Surplus means the amount by which the Inventory Value calculated in accordance with Section 3.3 exceeds the Target Inventory Value; provided, however, that if the Inventory Value does not exceed the Target Inventory Value by ten percent (10%) or more, there shall be deemed to be no Inventory Surplus for purposes of the Purchase Price adjustment.
Inventory Surplus means the amount, if any, by which the Closing Inventory exceeds the Inventory Threshold.
Inventory Surplus has the meaning set forth in Section 2.4(f).

Examples of Inventory Surplus in a sentence

  • Asset Inventory Surplus Refers to the newly-added assets that are found by the buyer and the sellers by way of on-site stocktaking and have not been stated on the sellers’ accounts.

  • Solely for the purposes of the determination of the amount of Cash Consideration payable at Closing, the parties shall calculate the Cash Consideration amount at Closing by giving effect to the Pre-Closing Inventory Surplus Amount or Pre-Closing Inventory Deficit Amount, as applicable, as calculated pursuant to Section 2.6, as opposed to the Closing Inventory Surplus Amount or Closing Inventory Deficit Amount.

  • The aggregate consideration (collectively, the “Purchase Price”) to be paid by the Purchasers for the Purchased Assets shall be $26,474,936 plus or minus the Closing Inventory Surplus Amount or Closing Inventory Deficit Amount, as applicable (the “Cash Consideration”), which shall be paid by the Purchasers in cash in accordance with Section 2.5 (and subject to post-Closing adjustment as provided in Section 2.7), below, plus the assumption of the Assumed Liabilities.

  • The cash portion of the Purchase Price shall also be increased by the amount of any Aggregate Inventory Surplus (as defined and determined below) or decreased by the amount of any Aggregate Inventory Deficiency (as defined and determined below).

  • The aggregate consideration (hereinafter referred to as "Purchase Price") to be paid by the Purchasers to the Sellers for the sale and transfer of the Business shall be an amount of (euro) 17,000,000 (Seventeen Million Euro), adjusted by any Inventory Deficiency or any Inventory Surplus, as the case may be, payable as hereinafter provided.

  • Notwithstanding anything to the contrary contained in this Agreement, Seller shall be entitled to retain, sell, transfer, convey, or otherwise dispose of any Inventory Surplus in its sole discretion.

  • For purposes herein, the amount (if any) by which the Pre-Closing Inventory Value exceeds $500,000 shall be referred to as the “Pre-Closing Inventory Surplus Amount” and the amount (if any) by which the Pre-Closing Inventory Value is less than $500,000 shall be referred to as the “Pre-Closing Inventory Deficit Amount”.

  • As for Assets as Inventory Surplus, take photos, record door lock type and completeness, take down KWH meter readouts, and handover access cards and keys.

  • The Closing cash payment to be made by the Buyer to the Seller for all of the Purchased Assets shall be that amount equal to (i) the Base Purchase Price, plus or minus (ii) the Inventory Surplus or Inventory Shortfall, as applicable and as provided in Section 2.6(a) and minus (iii) the PTO Credit as provided in Section 5.5 (the “Closing Payment”).

  • As for Assets as Inventory Surplus, take photos, record the position and area of the preserved region in the room, record whether there are entry and exit routes for antenna feeders, cables and external electric power, and whether it is convenient for persons and equipment to enter and exit.


More Definitions of Inventory Surplus

Inventory Surplus shall have the meaning as defined in Section 2.1.
Inventory Surplus means, with respect to each Closing Inventory Amount, (i) if such Closing Inventory Amount exceeds the applicable Inventory Target by more than 2.5% of such Inventory Target, then the amount by which such Closing Inventory Amount exceeds such Inventory Target, or (ii) otherwise, $0; provided that if the aggregate amount, stated in United States Dollars (with any amount in Canadian Dollars or Mexican Pesos being converted for this purpose using the applicable closing spot exchange rate for the third business day prior to the Closing, as reported by Bloomberg, L.P.), of the Inventory Surpluses minus the aggregate amount of the Inventory Shortfalls is greater than $60 million, then each such Inventory Surplus shall be proportionately reduced until such aggregate amount equals $60 million.
Inventory Surplus means with respect to each type of Inventory set forth on Schedule 4.07(b)(i), the excess, if any, of the Closing Inventory Amount over the Target Inventory Amount.