Qualified Inventory definition
Qualified Inventory means all Raw Materials Inventory, Semi-Finished Goods and Scrap Inventory and Finished Goods Inventory held by a Credit Party in the normal course of business and owned solely by such Credit Party (per plant level records whereby manufactured items are valued at pre-determined costs and purchased items are valued at rolling average actual cost).
Qualified Inventory means the inventory of Borrower in which Standard Federal holds a perfected first security interest exclusive of any returned or damaged items and work-in-process.
Qualified Inventory means, with respect to any Borrower or Canadian Credit Party, all Inventory that is owned solely by such Borrower or Canadian Credit Party and as to which such Borrower or Canadian Credit Party has good, valid and marketable and (subject to the immediately succeeding sentence) unencumbered title; provided that, except during a period of 90 days after a business acquisition with respect to Inventory acquired in such business acquisition that, taken together with Qualified Accounts acquired in such business acquisition, does not exceed 10% of the applicable Borrowing Base immediately prior to such business acquisition, no Inventory acquired in connection with a business acquisition shall be considered for inclusion as Qualified Inventory until the Acquired Inventory Eligibility Requirement with respect to such Inventory shall have been satisfied. For the avoidance of doubt, “Qualified Inventory” (a) excludes Inventory in which any Person other than the owner Borrower or Canadian Credit Party has any direct or indirect ownership interest or title and (b) excludes Inventory that is subject to any Lien other than Liens permitted pursuant to Sections 10.01(i), (iv)(x), (x), (xi), (xx) and (xxvii)(x)-(y).
Examples of Qualified Inventory in a sentence
Upon delivery to the Agent of each Schedule of Inventory, the Agent shall make a determination, in its sole discretion, as to which Inventory listed thereon shall be deemed Qualified Inventory.
Upon delivery to the Administrative Agent of each Schedule of Inventory, the Administrative Agent shall make a determination, in its sole discretion, as to which Inventory listed thereon shall be deemed Qualified Inventory.
Without limiting the foregoing, the Parties may by mutual agreement from time to time update the Qualified Inventory and Assumed Contracts for any Contracts for the supply or sale of Inventory or Products that Seller may enter into with third parties after the date of this Agreement and prior to the Closing with the knowledge and consent of Purchaser.
Borrower shall use the proceeds of all Loans to make Qualified Inventory Purchases and to refinance Matured LC Obligations.
Upon delivery to the Administrative Agent of each Schedule of Inventory, the Administrative Agent shall make a determination, in its Reasonable Credit Judgment, as to which Inventory listed thereon shall be deemed Qualified Inventory.
More Definitions of Qualified Inventory
Qualified Inventory means all Raw Materials Inventory, Semi-Finished Goods and Scrap Inventory and Finished Goods Inventory held by the Borrower in the normal course of business and owned solely by the Borrower (per plant level records whereby manufactured items are valued at pre-determined costs and purchased items are valued at rolling average actual cost).
Qualified Inventory means the Borrower’s Inventory of saleable raw materials and finished goods manufactured or acquired by the Borrower in the ordinary course of business, subject to its control or sole possession, stored in an Eligible Location and in a manner acceptable to the Bank, valued at the lower of cost or market value (determined on a first-in, first-out basis), which is not subject to any Lien except Liens in favor of the Bank, which complies with the additional eligibility standards, if any, which are set forth on Exhibit B to this Rider, and which is and at all times continues to be acceptable to the Bank. Standards of acceptability shall be fixed and may be revised from time to time exclusively by the Bank in its sole discretion. In the case of any dispute about whether Inventory is or has ceased to be Qualified Inventory, the decision of the Bank shall be final.
Qualified Inventory means Seller's right, title and interest in and to all saleable Product with an expiration date of 18 months or more after the Closing. Date for trade, as set forth on Appendix 1 to Schedule 4.12, whether in the possession of Seller, a contract manufacturer or some other third party on behalf of Seller as of the Closing Date.
Qualified Inventory means the raw material and finished goods Inventory of Borrower which is represented by Borrower (by its acceptance of Revolving Loans thereon) as meeting all of the following criteria on the date of any Revolving Loan based thereon and thereafter while any of the Obligations are outstanding:
(A) Borrower is the sole owner of the Inventory; none of the Inventory is being held by Borrower on a consignment basis; all of the Inventory is located at one or more of the addresses shown on Schedule 1; Borrower has not sold, assigned or otherwise transferred all or any portion thereof; and none thereof is subject to any claim, lien or security interest other than in favor of Lender and other than the lien, if any, of the applicable landlord (subject to Lender's right to reserve therefor as set forth in Section 2.1(b) hereof);
(B) If any of the Inventory is represented or covered by any document of title, instrument or chattel paper, Borrower is the sole owner of all such documents, instruments and paper, all thereof (if reasonably determined by Lender as necessary for the perfection and priority of Lender's lien thereon) are in the possession of Lender and none thereof has been sold, assigned or otherwise transferred;
(C) None of the Inventory is in Lender's good faith reasonable judgment obsolete or unsaleable or is out of season, with out of season Inventory determined with semi-annual inventory counts and to include all Christmas Inventory during the period January 31 - July 31 of each year; and
(D) Only 50% of Borrower's prescription drug Inventory shall constitute Qualified Inventory as of any date.
Qualified Inventory means inventory (as that term is defined in the UCC) solely owned by the Company located in the United States which meets the following requirements and continues to meet the same until sold or otherwise disposed of as permitted by this Agreement: (a) it is subject to the first priority Lien of the Bank and it is not subject to any other assignment, claim, lien, or security interest whatsoever; (b) it is located at one of the Company's facilities set forth on SCHEDULE 2, none of which is a public warehouse or leased facility except as permitted in writing by the Bank (and then only if consented to in writing by each such public warehouse and lessor, in form acceptable to Agent); (c) it is not obsolete, is in good condition and is either currently usable or saleable; (d) it is raw materials, work-in-process, costs and estimated earnings in excess of billings on uncompleted contracts as reported on the Company's financi▇▇ ▇▇▇▇▇ments, or finished goods satisfactory to the Bank; (e) it is valued at the lower of cost (on a FIFO basis) or wholesale market value (exclusive of any transportation, processing or handling charges); and (f) its existence, location, amount, and lower of cost (on a FIFO basis) or wholesale market value (exclusive of any transportation, processing or handling charges) have been certified by the Company within fifteen days after the end of each month (or at such more frequent intervals as the Bank shall request) as to the amount thereof and all other matters set forth herein or reasonably required by the Bank. Qualified Inventory which subsequently fails to meet any of the foregoing requirements, shall forthwith cease to be Qualified Inventory.
Qualified Inventory means Eligible Inventory meeting the following conditions: (1) it is situated at an ISA Site pursuant to an existing ISA which is then in effect with a Customer whose credit quality has been approved by the Administrative Agent in its commercially reasonable judgment; (2) Acknowledgment Agreements in regard to such Inventory in form satisfactory to the Administrative Agent have been duly executed and are then in effect, and (3) the ISA or Customer Agreement contains "buyback" or "buyout" provisions with respect to such Inventory satisfactory to the Administrative Agent; and (iii) "Non-Qualified Inventory" means any Eligible Inventory except Qualified Inventory, including any Eligible Inventory at any ISA Site which fails to meet any one of the foregoing criteria for "Qualified Inventory"; minus
Qualified Inventory finished goods consisting of customized, specialty contact lens products; raw materials and supplies; but excluding any work in process, obsolete inventory, inventory not in the possession of Borrower Group and goods which have been shipped, delivered, provided to, purchased or sold by the Borrower Group on a b▇▇▇ and hold basis, a consignment sale basis, a guaranteed sale basis, a sale or return basis, or other similar understanding other than an absolute sale, all as determined from time to time by Lender. Qualified Inventory shall not include work-in-progress, polymacon mould and tape rings, raw materials, shipping and packaging supplies, and other standard deductions, as determined from time to time by Lender. Further, Qualified Inventory will be reduced by a factor of 10.3% to adjust for Borrower Group’s perpetual overstatement for capitalized warehouse space.