ST Inventory Value definition

ST Inventory Value means, as of any date of determination, the gross book value of the ST Transferred Inventory as of such date (less reserves) as determined as of such date (1) from the books and records of ST maintained in the ordinary course of business and (2) in accordance with GAAP, applied in a manner consistent with the ST Financial Information (as it may be adjusted by ST in its sole discretion to reflect any changes consistent with the audited financial statements of the ST Business to be delivered under this Agreement at and for the year ended December 31, 2006). ST Inventory Value shall be determined without giving effect to the transactions contemplated by this Agreement. For purposes of this definition, the amount of reserves deducted under clause (x) above shall be determined as of such date (1) from the books and records of ST maintained in the ordinary course of business and (2) in accordance with GAAP, applied in a manner consistent with the ST Financial Information (as adjusted above). The ST Inventory Value at the end of the first fiscal quarter of ST and the ST Inventory Value at the Closing Date shall be determined on a consistent basis in all respects. Notwithstanding the foregoing, no amount shall be included in the ST Inventory Value with respect to:
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Examples of ST Inventory Value in a sentence

  • If the ST Inventory Value as of the Effective Time, as finally determined, plus the ST Inventory Depreciation Amount as of the Effective Time, as finally determined, is equal to or greater than the Minimum Committed ST Inventory Value, there shall be no adjustment in the ST Cash Consideration.

  • As of the end of ST’s first fiscal quarter of 2007, the estimated unaudited ST Inventory Value is as set forth on Schedule 3.20 to the ST ACA Disclosure Letter.

  • Such estimated, unaudited book value of the ST Transferred Inventories and the ST Inventory Value were prepared internally by ST for management reporting purposes only, have not been audited by any independent certified public accountants or auditors and are further qualified by the limitations set forth in Section 3.13(b).