Closing Inventory Clause Samples

The Closing Inventory clause defines the process for determining the quantity and value of inventory on hand at the conclusion of a transaction or at a specified closing date. Typically, this clause outlines the method for conducting a physical count, the valuation approach (such as cost or market value), and the responsibilities of each party in verifying the inventory. Its core function is to ensure both parties have a clear, agreed-upon record of inventory at closing, which is essential for accurate financial settlement and to prevent disputes over inventory ownership or valuation.
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Closing Inventory. On or prior to the Closing Date, representatives of each of the Sellers and Buyer shall jointly conduct an inventory of all the Inventory on hand at each of the Restaurants, together with all Inventory on order as of the Closing Date. The results of this inventory shall be reasonably satisfactory to the parties and shall be attached hereto as Schedule 5.5 as soon as practicable after the Closing Date. As of the Closing Date, the Sellers shall cause all of the Inventory at the Restaurants to remain at the Restaurants for operational purposes.
Closing Inventory. On the day before the Closing Date, a ----------------- physical count of the items of Inventory as of the Closing Date (the "Closing Inventory") shall be conducted by a third party mutually agreeable to the Parties (the "Appraiser"). Each Party shall have the right to observe the physical count of the Closing Inventory. The Appraiser shall value the Closing Inventory on the basis of Seller's net cost (including applicable discounts) of the Closing Inventory. Buyers shall be obligated to purchase at the Closing all of the Closing Inventory up to a maximum of $500,000 in value as determined by the Appraiser. Buyers shall have the option to purchase the Closing Inventory at the Closing to the extent it exceeds $500,000 in value.
Closing Inventory. The term “Closing Inventory” has the meaning set forth in Section 5.17.
Closing Inventory. Purchaser shall have received a Closing Inventory reasonably acceptable to Purchaser.
Closing Inventory. Immediately prior to or concurrently with the Closing, Buyer and Seller shall have jointly performed a physical count of all of the tangible Assets, including the Inventory.
Closing Inventory. Immediately before Closing, the Seller will take a closing inventory of merchandise and supplies. The Buyer will have the right to observe and inspect the taking of the inventory.
Closing Inventory. The Archway Parties and Buyer shall cause the Company and JACAAB to conduct a physical count of their inventory (the “Closing Inventory”) at least two (2) Business Days prior to the Closing Date (or on such other date as may be agreed by the Parties), which shall be jointly supervised by the Archway Representative and Buyer’s representatives and conducted according to the inventory methods and procedures included in the Agreed Accounting Principles.
Closing Inventory. The quantities of Inventory to be purchased and sold hereunder shall be determined by an itemized inventory to be taken at such time as Buyer and Seller mutually agree and shall be adjusted to book as of the Closing Date based upon a physical inventory pursuant to which all Inventory will be counted as to quantity by personnel of Seller and Buyer using the same procedures normally used by Seller to take inventories of the type of Inventory being counted; provided, that if Buyer and Seller shall mutually agree, an outside inventory service or services (the "Inventory Service") mutually selected by Seller and Buyer may be selected to take such inventory. Both Buyer and Seller will have the right to Representatives present to observe the physical inventories.
Closing Inventory. Seller shall have received a Closing Inventory reasonably acceptable to Seller.
Closing Inventory. 6 5.4 Allocation.................................................7 5.5 Sales, Use, Transfer and Similar Taxes and Charges.........7