Unsaleable Inventory definition

Unsaleable Inventory means inventory that is (a) past its applicable manufacturer’s code date, if any, (b) damaged in a manner so as to be unsaleable, (c) an item for which Purchaser has no economic sales outlet and which cannot be returned to the manufacturer, (d) an item for which there is insufficient sales demand to exhaust such inventory prior to the earlier of [***] prior to its expiration date (or in the case of inventory items for which a manufacturer provides shorter dating, a number of days prior to the expiration date that is reasonable) or the date that is [***] after the Closing Date or (e) items with no sales history in the [***] immediately preceding the Closing Date other than “in and out” promotional items.
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Unsaleable Inventory means damaged inventory; inventory which is out-of-date or which cannot readily be sold in the ordinary course of business within a commercially reasonable period of time after the Transition Completion Date without becoming out-of-date; excess/aged inventory; any inventory which is unsaleable; any inventory of a kind or in a quantity which cannot readily be sold in the ordinary course of business within a commercially reasonable period of time after the Transition Completion Date; and any inventory in less than full pallet quantity. Transferred Merchandise shall not include any Unsaleable Inventory.
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Unsaleable Inventory means product inventory that is (a) past its applicable manufacturer’s code date, if any, (b) damaged in a manner so as to be unsaleable, (c) an item for which Supplier has no economic sales outlet and which cannot be returned to the manufacturer, (d) an item for which there is insufficient sales demand to exhaust such inventory prior to the earlier of thirty (30) days prior to its expiration date or the date that is nine (9) months after October 17, 2016 (except as agreed by Supplier) or (e) items with no sales history in the thirty (30) days immediately preceding October 17, 2016 other than “in and out” promotional items.
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Examples of Unsaleable Inventory in a sentence

  • The costs of disposing of the Unsaleable Inventory (as defined in Exhibit C) will be paid by TFM.

  • Transferred Merchandise shall not include any Unsaleable Inventory.

  • If the aggregate amount in dispute with respect to the value, if any, of all such types of Unsaleable Inventory items is $50,000 or more, then ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP shall resolve such dispute in accordance with GAAP in its best judgment, and the Company's inventory value for purposes of determining Estimated Net Working Capital hereunder shall reflect ▇▇▇▇▇ ▇▇▇▇▇▇▇▇'▇ conclusion with respect thereto, subject to preparation of the Final Closing Balance Sheet.

  • The inventories of Seller (other than Unsaleable Inventory) are saleable in the ordinary course of business.

  • The inventories of each Seller (other than Unsaleable Inventory) are saleable in the Ordinary Course of Business.


More Definitions of Unsaleable Inventory

Unsaleable Inventory means Inventory that is either (1) past its applicable manufacturer’s code date, if any, (2) damaged in a manner so as to be unmerchantable, or (3) an item for which Purchaser has no economic sales outlet and which cannot be returned to the manufacturer.
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Related to Unsaleable Inventory

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

  • Eligible Inventory means and include Inventory, excluding work in process, with respect to each Borrower, valued at the lower of cost or market value, determined on a first-in, first-out basis, which is not obsolete, slow moving or unmerchantable as determined by Agent in its Permitted Discretion and which Inventory, based on such considerations as Agent may from time to time deem appropriate in its Permitted Discretion including whether the Inventory is subject to a perfected, first priority security interest in favor of Agent and no other Lien (other than a Permitted Encumbrance). Notwithstanding anything herein to the contrary, no Inventory shall be Eligible Inventory to the extent such Inventory was acquired by a Borrower pursuant to an entity creation under Section 7.12 or a Permitted Acquisition, unless Agent has (i) completed field examinations with respect to such Inventory, the results of which are satisfactory in form and substance to Agent in its Permitted Discretion or (ii) waived such restriction in its Permitted Discretion. In addition, Inventory shall not be Eligible Inventory if it: (a) does not conform in all material respects to all standards imposed by any Governmental Body which has regulatory authority over such goods or the use or sale thereof; (b) is in transit (other than between one or more locations where Borrowers are permitted hereunder to maintain or store Inventory and such location is the subject of a Lien Waiver Agreement or a Processor’s Agreement, as applicable, unless such location is owned by Borrower); (c) is located outside the continental United States or at a location that is not otherwise in compliance with this Agreement; (d) constitutes Consigned Inventory (other than Consigned Inventory that is subject to a warehouseman’s waiver in form and substance satisfactory to Agent); (e) is the subject of an Intellectual Property Claim; (f) is subject to a License Agreement that limits, conditions or restricts the applicable Borrower’s or Agent’s right to sell or otherwise dispose of such Inventory, unless Agent is a party to a Licensor/Agent Agreement with the Licensor under such License Agreement (or Agent shall agree otherwise in its Permitted Discretion after establishing reserves against the Formula Amount with respect thereto as Agent shall deem appropriate in its Permitted Discretion); (g) at any time following seventy-five (75) days after the Closing Date (or such later date agreed to by Agent), is situated at a location not owned by a Borrower unless the owner or occupier of such location has executed in favor of Agent a Lien Waiver Agreement or a Processor’s Agreement, as applicable (or Agent shall have established reserves against the Formula Amount with respect thereto as Agent shall deem appropriate in its Permitted Discretion in an amount not to exceed the equivalent of three (3) months’ rental obligation with respect to such location); or (h) if the sale of such Inventory would result in the creation of a Receivable which, on the date of such sale, would fail to constitute an Eligible Receivable due to the operation of any of clauses (b), (c) or (e) – (p) of such definition.

  • Inventory is all “inventory” as defined in the Code in effect on the date hereof with such additions to such term as may hereafter be made, and includes without limitation all merchandise, raw materials, parts, supplies, packing and shipping materials, work in process and finished products, including without limitation such inventory as is temporarily out of Borrower’s custody or possession or in transit and including any returned goods and any documents of title representing any of the above.

  • Unsaleable liquor merchandise means a container that:

  • Excess Inventory means all Inventory and Special Inventory possessed or owned by Flextronics that is not required for consumption to satisfy the next [***] of demand for Products under the then-current purchase order(s) and forecast.