Inventory in Transit Sample Clauses

Inventory in Transit. Within 10 Business Days following the end of each month, to the extent not listed on any other report required hereby, a schedule of each item of Inventory purchased by Reseller but not yet invoiced which is in transit or for which Reseller otherwise has received an electronic confirmation of shipment.
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Inventory in Transit. Inventory not ordered in the Ordinary Course of Business, delivery of which is not received on or prior to the Closing Date, shall remain the property of the Seller and shall not be deemed part of the Inventory transferred hereunder.
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Inventory in Transit. Inventory which has been ordered by Seller prior to Closing but arrives after the Closing will be accepted and paid for by Buyer as described on a list to be delivered to Buyer at Closing; provided, however, that Seller shall use its reasonable best efforts to cancel any outstanding orders for inventory for the Business.
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Inventory in Transit. Any inventory of equipment and materials -------------------- in transit as of the Closing Date from the Telecom Division's suppliers or in transit from the Telecom Division's suppliers directly to (or as ordered by) the Telecom Division's customers (to the extent that any such items in transit exist, the parties shall use their reasonable efforts to effect the commercially reasonable disposition of same on terms and conditions that are mutually acceptable to the parties);
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Inventory in Transit. With respect to Inventory for a particular Operating PSC which is not received at such Operating PSC on or prior to the Initial Closing Date ("Inventory In Transit"), Purchaser agrees to accept such Inventory In Transit. Purchaser shall reimburse Seller for any prepaid amounts in respect of such Inventory In Transit that is received at any Operating PSC. With respect to any remaining amounts owed to any vendor relating to any Inventory In Transit, Purchaser shall negotiate with such vendor for the direct payment by Purchaser to such vendor of such remaining amounts. To the extent that Sellers retain any Liability in respect of the Inventory In Transit, Purchaser shall reimburse Sellers for the net landed cost of such .Inventory In Transit. The payment obligations of Purchaser described in this paragraph shall be on an order-by-order basis on or prior to the due date for payment specified in the vendor's invoice.
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Inventory in Transit. In order for any Inventory of the Company or a Restricted Subsidiary constituting inventory in transit to the Company or a Restricted Subsidiary to constitute Eligible Inventory, the Company or such Restricted Subsidiary shall (i) prior to each shipment from a supplier, provide the Administrative Agent with a description of such Inventory, the place of shipment, the place of origin of the shipment, the name, address and telephone number of the shipper, the destination of such Inventory and such other information as the Administrative Agent shall request, (ii) endorse and deliver to the Administrative Agent the originals of any negotiable bill of lading or other shippinx xxcument or document of title concerning the shipment of such Inventory, and (iii) execute and deliver to Administrative Agent such UCC financing statements and other documents as the Administrative Agent may require to enable the Administrative Agent to perfect or maintain the perfection of the Administrative Agent's Lien on such Inventory.
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Inventory in Transit. The Borrower may include as Eligible Inventory, Inventory which is in transit or in Borrower's possession not more than 30 days prior to its receipt at Borrower's principal place of business or other place of business approved by the Bank so long as, at all times during which such Inventory is claimed by Borrower to be Eligible Inventory, Borrower evidences to the Bank's satisfaction that (i) such Inventory is subject to a perfected, first priority security interest in such Inventory in favor of the Bank, (ii) such Inventory is covered by the insurance required by Section 4.6, above, and (iii) Borrower has delivered to the Bank copies or originals of such bills of lading, warehouse receipts, documents of title and the like as the Bank may require.
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Inventory in Transit. All inventory of equipment and materials in transit as of the Closing Date from Seller's suppliers or in transit from Seller's suppliers directly to (or as ordered by) Seller's customers, including, without limitation, the equipment and materials that are listed on Schedule 2.1(a) hereto (the "Inventory in Transit");
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Related to Inventory in Transit

  • Inventory To the extent Inventory held for sale or lease has been produced by any Borrower, it has been and will be produced by such Borrower in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations and orders thereunder.

  • Inventory and Equipment On the date hereof, the Inventory and the Equipment (other than mobile goods) are kept at the locations listed on Schedule 5.

  • Inventory and Supplies Administrator shall order, purchase and provide to the Group on a timely basis inventory and supplies, and such other ordinary, necessary or appropriate materials which are requested by the Group and which the Group shall reasonably determine to be necessary in the operation of the Practice on the same terms commercially available to Administrator. Such inventory, supplies and other materials shall be included in Practice Expenses at their cost to Parent or Administrator, as the case may be.

  • Inventory Records Each Loan Party keeps correct and accurate records itemizing and describing the type, quality, and quantity of its and its Subsidiaries’ Inventory and the book value thereof.

  • Accounts and Inventory Each Account or item of Inventory which Borrower shall, expressly or by implication, request Lender to classify as an Eligible Account or as Eligible Inventory, respectively, shall, as of the time when such request is made, conform in all respects to the requirements of such classification as set forth in the respective definitions of "Eligible Account" and "

  • Inventory Adjustment (a) No more than three (3) days prior to Closing, a physical count of all saleable inventory, raw materials, castings, grates and other ancillary products included in the Seller Assets (the “Closing Inventory”) shall be carried out at the Designated Plants by representatives of each of the Seller and the Purchaser, which physical count shall be carried out in a manner mutually agreed upon by the parties. For the purposes of this Section 3.1(a), “saleable” inventory shall mean (i) finished goods, which are of first quality and saleable in the ordinary course without discount, and (ii) all raw materials, castings, grates and other ancillary products that are useable in the production of pipe and precast products or otherwise suitable for resale, unless obsolete, damaged or cosmetically impaired. The representatives of each of the Purchaser and the Seller shall attempt, in good faith, to resolve any disputes which may arise during the physical count of the inventory. Upon completion of the physical count of the inventory, the representatives of each of the Seller and the Purchaser shall agree upon and execute a statement setting forth either (i) the final physical count of the inventory in the event that the representatives agree on such final physical count or (ii) the final physical count of the inventory of each of the Seller and the Purchaser in the event that the representatives were unable to resolve in good faith any disputes during the physical inventory count, noting such items of dispute (the “Disputed Seller Inventory Items”) therein. The value of Closing Inventory shall be determined in accordance with the Inventory Methodology. In the event that there are any Disputed Seller Inventory Items, such Disputed Seller Inventory Items shall be resolved following the Closing pursuant to the dispute resolution procedures set forth in Section 3.2 and the final physical count agreed to by the parties or resolved pursuant to Section 3.2 shall be final and binding on the parties, including for purposes of determining the Closing Inventory. (b) No later than 90 days after the Closing Date (or if such day is not a Business Day, the next Business Day), the Purchaser shall deliver to the Seller a certificate executed by the

  • Accounts Receivable; Inventory (a) For each Account with respect to which Advances are requested, on the date each Advance is requested and made, such Account shall be an Eligible Account.

  • Location of Inventory and Equipment The Inventory and Equipment are not stored with a bailee, warehouseman, or similar party (without Foothill's prior written consent) and are located only at the locations identified on Schedule 6.12 or otherwise permitted by Section 6.12.

  • Accounts Receivable; Inventories The accounts and notes receivable which are reflected on the Final Closing Balance Sheet are good and collectible in the ordinary course of business at the aggregate recorded amounts thereof, less the amount of the allowance for doubtful accounts reflected thereon, and are not subject to offsets. The accounts and notes receivable of the Company which were thereafter added and which will be reflected on the Final Closing Balance Sheet are good and collectible in the ordinary course of business at the aggregate amounts recorded in its books of account, less the amount of the allowance for doubtful accounts reflected thereon (which allowance was established on a basis consistent with prior practice), and are not subject to offsets. The inventories reflected on the Audited and Unaudited Balance Sheets, and thereafter added, as reflected on the Closing Date Balance Sheet, consist of items of a quality and quantity usable or saleable within one year (except as set forth on Schedule 5.7) in the ordinary course of business, except for obsolete materials, slow-moving items, materials of below standard quality and not readily marketable items, all of which have been written down to net realizable value or adequately reserved against on the books and records of the Company. To the extent there is inventory not listed on Schedule 5.7 of a quality and quantity not usable or saleable in the ordinary course of business within one year, in lieu of a claim for indemnification, Buyer shall sell and the Selling Shareholders shall purchase such items of inventory at the value carried on the Final Closing Balance Sheet. All inventories not written off are stated at the lower of cost or market.

  • Inventory Management Marketer will be responsible for monitoring future ethanol stock levels projected for Owner's plant to facilitate the marketing program established by Marketer.

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