Cycle Counts Clause Samples

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Cycle Counts. Cause cycle counts to be undertaken, at the expense of the Loan Parties, consistent with past practices, following such methodology as is consistent with the past business practices of the Loan Parties. Upon the Agent’s reasonable request therefor, the Company shall provide the Agent with the results thereof.
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Cycle Counts. (a) Cause periodic cycle counts to be undertaken, at the expense of the Borrower, consistent with past practices, conducted by such inventory takers as are satisfactory to the Lender and following such methodology as is consistent with the methodology used in past cycle counts or as otherwise may be satisfactory to the Lender. The Lender, at the expense of the Borrower, may participate in and/or observe each scheduled physical count of Inventory which is undertaken on behalf of the Borrower. The Borrower, upon the Lender’s reasonable request therefor, shall provide the Lender with a reconciliation of the results of such cycle count and shall post such results to the Borrower’s stock ledger and general ledger, as applicable. (b) Permit the Lender, in its discretion, if any Default or Event of Default exists, to cause physical inventories to be taken as the Lender determines (each, at the expense of the Borrower).
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Cycle Counts. Until the Company’s delivery to the Buyer of the Estimated Closing Statement in accordance with Section 1.03(b) or the earlier termination of this Agreement pursuant to Section 9.01 hereof, the Company shall use its commercially reasonable efforts to perform cycle counts, in an amount and frequency and of a kind reasonably determined by the Company, in order to accurately identify the inventory and the value of such inventory for purposes of determining the Estimated Net Working Capital, to the extent reasonably practicable, in the Estimated Closing Statement. Within three business days prior to the Closing Date (and following at least two days’ advance notice to Seller), Buyer shall have the right to conduct test counts of inventory in a manner reasonably determined by Buyer in order to verify the inventory for purposes of evaluating the Estimated Net Working Capital.
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Cycle Counts. 40.01 The physical counts of the products will be done by the members of the bargaining unit and management at various times during the year. At no point will a third-party be contracted to perform this work.
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Cycle Counts. The Credit Parties shall maintain policies for cycle counts of their Inventory subject to frequency, scope and procedures reasonably acceptable to the Administrative Agent.
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Cycle Counts. [Exhibit] This material constitutes confidential and proprietary information of Adobe Systems, Inc., and is directed to the person to whom it is given by an authorized representative of Adobe Systems, Inc. This material may not be distributed, reproduced or divulged without written consent of Adobe Systems, Inc. This material, along with all copies made by or on behalf of the person to whom it is directed, shall be returned immediately to Adobe Systems, Inc. upon Adobe Systems Inc.'s request. ▇▇▇▇▇ Distribution Operating Procedure Title Cycle Counts Uncontrolled copy # Responsibility IPC Inventory Analyst ISO Ref. 4.9 Procedure No. IPC 02 Rev. No. 1 Date 08-03-99 No. of Pages 2 Quality Systems Manager IPC Manager *CONFIDENTIAL TREATMENT REQUESTED This material constitutes confidential and proprietary information of Adobe Systems, Inc., and is directed to the person to whom it is given by an authorized representative of Adobe Systems, Inc. This material may not be distributed, reproduced or divulged without written consent of Adobe Systems, Inc. This material, along with all copies made by or on behalf of the person to whom it is directed, shall be returned immediately to Adobe Systems, Inc. upon Adobe Systems Inc.'s request. ▇▇▇▇▇ Distribution Operating Procedure Title Cycle Counts Uncontrolled copy # Responsibility IPC Inventory Analyst ISO Ref. 4.9 Procedure No. IPC 02 Rev. No. 1 Date 08-03-99 No. of Pages 2 Quality Systems Manager IPC Manager *CONFIDENTIAL TREATMENT REQUESTED This material constitutes confidential and proprietary information of Adobe Systems, Inc., and is directed to the person to whom it is given by an authorized representative of Adobe Systems, Inc. This material may not be distributed, reproduced or divulged without written consent of Adobe Systems, Inc. This material, along with all copies made by or on behalf of the person to whom it is directed, shall be returned immediately to Adobe Systems, Inc. upon Adobe Systems Inc.'s request. Appendix L STOR01—Incoming Stores Control [Exhibit] This material constitutes confidential and proprietary information of Adobe Systems, Inc., and is directed to the person to whom it is given by an authorized representative of Adobe Systems, Inc. This material may not be distributed, reproduced or divulged without written consent of Adobe Systems, Inc. This material, along with all copies made by or on behalf of the person to whom it is directed, shall be returned immediately to Adobe Systems, Inc. upo...
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Cycle Counts. Contractor will be responsible for providing a complete and accurate weekly count of all equipment issued by Vestech, LLC. Contractors are responsible for the cost of the Viasat required background and drug screening. Contractors must be able to perform the jobs that are the basis of the Agreement completely and accurately and within the guidelines established by Viasat. Live Quality Control checks are administered by Viasat for each installation. Contractor’s current and future payments will be adjusted in the event of continuous failed skills evaluations.
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Cycle Counts. Ingram will implement a cycle counting process that meets or exceeds APICS rules governing counts for “A” “B” and “C” products. Inventory accuracy will be maintained and verified by a process that is statistically valid and mutually agreed upon by SmartDisk and ▇▇▇▇▇▇ Micro. 1st 12 months, cycle counts must show at least 99.3% inventory accuracy. 2nd 12 months, cycle counts must show at least 99.5% inventory accuracy. 3rd 12 months, cycle counts must show at least 99.7% inventory accuracy This metric is based on performing inventory audits of the memory cage and warehouse storage. The inventory audits of the bin locations verify the following characteristics: SKU # Count of SKU # for the bin location. An annual physical inventory will be required until the following exemption requirements are met: (1) 26 consecutive weeks of cycle counting accuracy of 99.3% or greater, (2) gross adjustments of at most .5% of COGS for the period, (3) net adjustments of at most .25% of ending inventory for the period, and (4) SmartDisk auditors approve. The date of the physical inventory will be agreed upon by SmartDisk and Ingram.
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Related to Cycle Counts

  • Annual Collateral Verification Each year, at the time of delivery of annual financial statements with respect to the preceding Fiscal Year pursuant to Section 5.1(c), Company shall deliver to Collateral Agent a certificate of an Authorized Officer either (i) confirming that there has been no change in such information since the date of the Collateral Questionnaire delivered on the Closing Date or the date of the most recent certificate delivered pursuant to this Section 5.1(o) or (ii) identifying such changes;

  • User Accounts End User shall ensure that only Authorized Users can access the Services. User accounts may not be shared among individuals or used to provide access to the Services to individuals who are not the individual associated with the corresponding user account.

  • Payments on Receivables, Collection Accounts The Servicer will at all times, instruct all Obligors to deliver payments on the Pool Receivables to a Collection Account or a Lock-Box. The Servicer will, at all times, maintain such books and records necessary to identify Collections received from time to time on Pool Receivables and to segregate such Collections from other property of the Servicer and the Originators. If any payments on the Pool Receivables or other Collections are received by the Borrower, the Servicer or an Originator, it shall hold such payments in trust for the benefit of the Administrative Agent, the Lenders and the other Secured Parties and promptly remit such funds into a Collection Account; provided, however, that (x) no less than 98.0% of such payments received shall be remitted to a Collection Account within one (1) Business Day after receipt and (y) no more than 2.0% of such payments received shall be remitted to a Collection Account within five (5) Business Days after receipt. The Servicer shall not permit funds other than Collections on Pool Receivables and other Collateral to be deposited into any Collection Account. If such funds are nevertheless deposited into any Collection Account, the Servicer will within two (2) Business Days identify and transfer such funds to the appropriate Person entitled to such funds. The Servicer will not, and will not permit the Borrower, any Originator or any other Person to commingle Collections or other funds to which the Administrative Agent, any Lender or any other Secured Party is entitled, with any other funds. The Servicer shall only add a Collection Account (or a related Lock-Box), or a Collection Account Bank to those listed on Schedule II to this Agreement, if the Administrative Agent has received notice of such addition and an executed and acknowledged copy of an Account Control Agreement (or an amendment thereto) from the applicable Collection Account Bank. The Servicer shall only terminate a Collection Account Bank or close a Collection Account (or a related Lock-Box) with the prior written consent of the Administrative Agent.

  • 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. (b) All statements made and all unpaid balances appearing in all invoices, instruments and other documents evidencing the Eligible Accounts are and shall be true and correct and all such invoices, instruments and other documents, and all of Borrower’s Books are genuine and in all respects what they purport to be. All sales and other transactions underlying or giving rise to each Eligible Account shall comply in all material respects with all applicable laws and governmental rules and regulations. Borrower has no knowledge of any actual or imminent Insolvency Proceeding of any Account Debtor whose accounts are Eligible Accounts in any Transaction Report. To the best of Borrower’s knowledge, all signatures and endorsements on all documents, instruments, and agreements relating to all Eligible Accounts are genuine, and all such documents, instruments and agreements are legally enforceable in accordance with their terms. (c) For any item of Inventory consisting of Eligible Inventory in any Transaction Report, such Inventory (i) consists of finished goods, in good, new, and salable condition, which is not perishable, returned (except to the extent of any refurbished Inventory in salable condition), consigned, obsolete, not sellable, damaged, or defective, and is not comprised of demonstrative or custom inventory, works in progress, packaging or shipping materials, or supplies; (ii) meets all applicable governmental standards; (iii) has been manufactured in compliance with the Fair Labor Standards Act; (iv) is not subject to any Liens, except the first priority Liens granted or in favor of Bank under this Agreement or any of the other Loan Documents and the Liens permitted under clause (j) of the definition of Permitted Liens; and (v) is located at the locations identified by Borrower in the Perfection Certificate where it maintains Inventory (or at any location permitted under Section 7.2).

  • Previously Reviewed Receivable; Duplicative Tests If any Review Receivable was included in a prior Review, the Asset Representations Reviewer will not conduct additional Tests on such Review Receivable, but will include the previously reported Test results in the Review Report for the current Review. If the same Test is required for more than one representation and warranty, the Asset Representations Reviewer will only perform the Test once for each Review Receivable, but will report the results of the Test for each applicable representation and warranty on the Review Report.