Pre-Closing Inventory definition

Pre-Closing Inventory shall have the meaning set forth in Section 2.3(a)(i)(B) hereof.
Pre-Closing Inventory has the meaning set forth in Section 3.2.1(ii).
Pre-Closing Inventory means, regardless of where located, (i) all raw materials used in the manufacture of the Toner Products owned by the Seller and (ii) all partially completed and finished Toner Products owned by the Seller, in each case, as of August 31, 2010.

Examples of Pre-Closing Inventory in a sentence

  • Buyer will have the right to observe, at its own expense, each aspect of the Pre-Closing Inventory Count; provided that, in so doing, Buyer will use reasonable efforts to minimize any interference with the ongoing operations of the Business.

  • If the Actual Inventory on hand as of the date of such Pre-Closing Inventory Inspection is equal to or greater than the Target Inventory, then no adjustment to the Purchase price shall be made.

  • The Seller, Majority Shareholders and the Purchaser shall use commercially reasonable efforts to agree in writing on the aggregate Value of the Pre-Closing Inventory as of the Inspection Date (the “Pre-Closing Inventory Value”).

  • The Pre-Closing Inventory Statement shall be prepared by Seller in accordance with the provisions of Section 2.6.

  • Seller caused the Company to conduct a physical inventory as of March 7, 1999 (the "Pre-Closing Inventory"), the results of which shall be accurately reflected in the Preliminary Closing Balance Sheet.

  • The Pre-Closing Inventory and all adjustments through the Closing Date shall be valued using the "First In, First Out" valuation method.

  • The Pre-Closing Inventory was conducted in accordance with the Company's past practices and will be accurately reflected in the Preliminary Closing Balance Sheet.

  • On October 24, 2018, LG&E and KU entered into a Coal Feedstock Purchase Agreement, Coal Handling and Consulting Agreement, Environmental Indemnity Agreement, License and Services Agreement, Notice of Commercial Operations, Pre-Closing Inventory Purchase Agreement, Refined Coal Supply Agreement, and Security Agreement (“Agreements”) with Trimble Clean Fuels, LLC, which is managed by a wholly owned subsidiary of Tinuum Group, LLC (Tinuum was formerly known as Clean Coal Solutions, LLC).

  • The remaining payment due to Seller for Seller’s Inventory (the “Remaining Inventory Payment”; together with the Closing Date Inventory Payment, the “Inventory Payments”) shall be payable by Purchaser on net 25 day terms and be an amount equal to the Pre-Closing Inventory Value minus the Closing Date Inventory Payment.

  • After the date hereof but prior to the Closing Date, Seller, at its expense, will conduct and complete a physical inventory count of the inventory of the Business located in the U.S. (the "Pre-Closing Inventory Count").


More Definitions of Pre-Closing Inventory

Pre-Closing Inventory means any all finished goods, raw materials, work in process, and inventoriable supplies owned by Seller prior to the Closing Date.
Pre-Closing Inventory defined in Section 2.3.

Related to Pre-Closing Inventory

  • Pre-Closing Statement has the meaning set forth in Section 2.4(a).

  • Estimated Closing Statement has the meaning set forth in Section 2.4(a).

  • Transferred Inventory shall have the meaning set forth in Section 1.1(c).

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Final Closing Statement has the meaning set forth in Section 2.5(d).

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • 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.

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.3(a).

  • Obsolete Inventory means items that have expired, are redundant or

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Product Inventory means all inventory owned as of the Closing by Seller or any Affiliate thereof of finished Product that is in conformance with the Specifications and has an expiration date of October 1, 2016 or later, regardless of whether such inventory is held at a location or facility of Seller or any Affiliate (or of any other Person on behalf of Seller or any Affiliate, including in any of Seller’s warehouses, manufacturers, suppliers, distributors or consignees) or in transit to or from Seller or any Affiliate (or any such other Person).

  • 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 Cash shall have the meaning set forth in Section 2.11(g).

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.

  • 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).

  • Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).

  • Underlying Reference Closing Price Value means, in respect of a SPS Valuation Date, the Closing Level in respect of such day.

  • Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.

  • Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.