Returns Reserve definition

Returns Reserve a Reserve that the Collateral Agents may, acting in their reasonable credit judgment, establish from time to time to account for risk of returned merchandise, which Returns Reserve may be implemented by Collateral Agents in their discretion by establishing or increasing Reserves, by implementing eligibility criteria, or any combination thereof (without duplication).
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Returns Reserve means and includes any and all reserves maintained by Sellers in respect of estimated returned Brand Products shipped prior to the Closing Date, but not including any allowances provided or taken as an offset, discount or deduction against purchase price by customers.
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Examples of Returns Reserve in a sentence

  • Within ten (10) days after the First Sales Booking Date, Depomed shall provide to Santarus Depomed’s estimate of the Depomed Commercial Rebates Reserve, Depomed Government Rebates Reserve, Depomed Chargebacks Reserve, Depomed Patient Discount Reserve and the Depomed Returns Reserve and Depomed’s analyses in support of each of those items.

  • Within seventeen (17) days after the First Sales Booking Date, Depomed shall provide to Santarus Depomed’s analyses in support of Depomed’s final determination of the Depomed Commercial Rebates Reserve, Depomed Government Rebates Reserve, Depomed Chargebacks Reserve, Depomed Patient Discount Reserve and the Depomed Returns Reserve.

  • Any Product returns for which Depomed is financially responsible under Section 9.3(b) processed and paid by, or short-paid by any Third Party to, Santarus shall be invoiced to Depomed on a [***] basis and paid by Depomed within thirty (30) days after Depomed’s receipt thereof (and Depomed shall reduce the Depomed Returns Reserve by the amount of such invoice) until the balance in the Depomed Returns Reserve is zero.

  • Within ten (10) days after the Effective Date, Depomed shall provide to Santarus Depomed’s estimate of the Depomed Commercial Rebates Reserve, Depomed Government Rebates Reserve, Depomed Chargebacks Reserve, Depomed Patient Discount Reserve and the Depomed Returns Reserve, and, assuming the Effective Date were the business day immediately preceding the First Sales Booking Date, Depomed’s analyses in support of each of those items.

  • From and after determination of the amount payable to Santarus pursuant to the immediately preceding sentence, for purposes of this Agreement, the Depomed Returns Reserve shall be zero for the applicable Product.

  • Each of the Depomed Commercial Rebates Reserve, Depomed Government Rebates Reserve, Depomed Chargebacks Reserve, Depomed Patient Discount Reserve and the Depomed Returns Reserve are and will be as of the business day preceding the First Sales Booking Date in accordance with GAAP, consistently calculated and represent Depomed’s best estimate for the applicable reserve as of the applicable date.

  • If the Returns Reserve certified in the Reserve Certification exceeds by more than fifteen percent (15%) the Returns Amount, Ascendia shall pay the amount in excess of such percentage to Coty.

  • The purchase price of the Brand Assets shall be One Hundred and Twenty-Five Million Dollars ($125,000,000) (the “Base Price”) reduced by the amount of the Returns Reserve, increased or decreased as provided in Sections 3.3 and 3.4 (as so adjusted, the “Purchase Price”) and increased by the amount of any Additional Purchase Price payable pursuant to Section 3.5.

  • If the Returns Amount exceeds by more than fifteen percent (15%) the Returns Reserve certified in the Reserve Certification, Coty shall pay the amount in excess of such percentage to Ascendia.

  • Buyer may withhold, from amounts otherwise due with respect to sales of Sellers Products to Book Market customers made in each of the three (3) full calendar months immediately preceding the effective date of termination or expiration, a percentage of such amounts otherwise due, such percentage to serve as a reserve for returns (the "Returns Reserve") that Buyer may receive from Book Market customers during the Returns Period.