Inventory Value means with respect to any Inventory of a Loan Party at the time of any determination thereof, the standard cost determined on a first in first out basis and carried on the general ledger or inventory system of such Loan Party stated on a basis consistent with its current and historical accounting practices, in Dollars, determined in accordance with the standard cost method of accounting less, without duplication, (i) any markup on Inventory from an Affiliate and (ii) in the event variances under the standard cost method are expensed, a Reserve reasonably determined by the Agent as appropriate in order to adjust the standard cost of Eligible Inventory to approximate actual cost.
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Estimated Closing Statement has the meaning set forth in Section 2.4(a).
Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).
Underlying Reference Closing Price Value means, in respect of a SPS Valuation Date, the Closing Level in respect of such day.
Closing Cash Amount has the meaning set forth in Section 2.2.
Estimated Closing Indebtedness has the meaning set forth in Section 2.3(a).
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.
Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.
Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.
Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Final Closing Statement has the meaning set forth in Section 2.5(d).
Pre-Closing Statement has the meaning set forth in Section 2.4(a).
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Closing Statement means the Closing Statement in the form on Annex A attached hereto.
Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).
Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.
Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Inventory Appraisal means (a) on the Closing Date, the appraisal prepared by Great American Group dated June 2007 and (b) thereafter, the most recent inventory appraisal conducted by an independent appraisal firm pursuant to Section 9.2(b).
Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).