Net Inventory Value definition
Examples of Net Inventory Value in a sentence
Conversely, if the sum of the Final Closing Net Inventory Value and the amount of any check provided to Buyer with the Statement (if any) is more than $5,300,000, Buyer shall, within ten (10) business days after the determination of the Final Closing Net Inventory Value, deliver to Seller a check payable to Seller in the amount by which the sum of the Final Closing Net Inventory Value and the amount of any check provided to Buyer with the Statement (if any) exceeds $5,300,000.
For purposes of determining the Closing Net Inventory Value, the Inventory shall be valued in accordance with the methodology used by Seller in the preparation of the Financial Statements, including netting any reserve for excess or obsolete inventory against the gross inventory balance.
If the Statement as prepared by Seller reflects a Closing Net Inventory Value of less than $5,300,000, Seller shall include with the Statement a check payable to Buyer in the amount of the difference between $5,300,000 and the Closing Net Inventory Value.
On the Closing Date, the Seller shall calculate and shall certify to the Purchaser (i) the Net Inventory Value as of the Closing Date (the “Closing Net Inventory Value”) and (ii) the Net AR as of the Closing Date (the “Closing Net AR”).
If the Net Inventory Value is less than $3,800,000, Seller shall pay Buyer an amount equal to the difference.
If during the Resolution Period all disputes set forth in the Dispute Notice are resolved by Buyer and Seller, the determination of the Closing Net Inventory Value by Buyer and Seller shall be deemed the “Final Net Inventory Value”.
No later than ten (10) business days after the Closing Date, Seller shall provide Buyers with a final copy of Schedule 2, setting forth the Acquired Inventory, and Exhibit D, which shall include a statement of the Closing Date Net Inventory Value based on such Schedule 2.
If the Net Inventory Value is greater than $3,800,000, Buyer shall pay Seller an amount equal to the difference.
Unless Buyer gives written notice of its disagreement with the Statement (a "NOTICE OF DISAGREEMENT") to Seller prior to the twentieth (20th) day following delivery of the Statement, then (A) the Statement shall become final and binding upon such 20th day, and (B) if the Closing Net Inventory Value is more than $5,300,000, Buyer within five (5) business days thereafter will deliver to Seller a check payable to Seller in the amount by which the Closing Net Inventory Value exceeds $5,300,000.
If, within ten (10) business days of the date the Final Inventory Statement is delivered to Buyer, Buyer does not deliver to Seller a written notice stating that Buyer disputes the determination of the Closing Net Inventory Value set forth in the Final Inventory Statement and a reasonable description of the basis for such dispute (the “Dispute Notice”), the calculation of the Closing Net Inventory Value set forth in the Final Inventory Statement shall be deemed the “Final Net Inventory Value”.