Excess and Obsolete Material Inventory Sample Clauses

Excess and Obsolete Material Inventory. No more than two times per year, Cirtronics shall advise Customer in writing of what it believes to be Excess Material or Obsolete Material in its inventory and the “Delivered Cost” (defined as Cirtronics actual cost of the material plus [***] markup on said costs for handling) of such material (the “E&O List”). Within [***] after receiving Cirtronics E&O List, Customer shall: (i) advise Cirtronics of any Materials on the E&O List that it reasonably believes is not Excess Material or Obsolete Material, and the reasons therefor, and (ii) shall issue to Cirtronics a purchase order for (1) all undisputed Obsolete Material and (2) all undisputed Excess Material wherein Cirtronics has elected to sell back such Excess Material to Customer. For the undisputed Excess Material that Cirtronics has not sold back to Customer, Cirtronics has the right to impose an inventory carrying charge of [***] per annum on the Delivered Cost of such Excess Material. Cirtronics shall invoice Customer no later than thirty (30) days from receipt of Customer’s purchase order for the Obsolete Material and Excess Material, and Customer shall pay Cirtronics its Delivered Cost for such undisputed Excess Material and Obsolete Material within the payment term specified in Section 3. Cirtronics and Customer shall work in good faith to reach agreement, within twenty (20) business days after Cirtronics delivers an E&O List, regarding disputed Excess Material and Obsolete Material on such E&O List in accordance with the Escalation Process under Section 17.5(a). The term “Obsolete Material” shall mean the inventory of Materials for which there is no demand as a result of an ECO (as defined in Section 7.1(b)). The term “Excess Material” shall mean the inventory of Materials that exceeds the amount of Materials required to meet Customer’s firm orders based upon Customer’s Orders plus Customer’s blanket orders; provided that (1) Materials purchased by Cirtronics in excess of Customer-approved inventory levels without Customer’s specific approval shall not be considered Excess Material and (2) inventory of Materials subject to minimum order quantities that are substantially in excess of that needed to satisfy Customer’s Orders plus Customer’s blanket orders may also be considered Excess Material.

Related to Excess and Obsolete Material Inventory

  • SIGNIFICANT CUSTOMERS; MATERIAL CONTRACTS AND COMMITMENTS The Company has delivered to TCI an accurate list (which is set forth on Schedule 5.15) of all customers (persons or entities) representing 1% or more of the Company's annual revenues for the year ended December 31, 1997; provided, however, that Schedule 5.15 need not set forth more than the Company's 20 largest customers during such period. Except to the extent set forth on Schedule 5.15, none of such customers have canceled or substantially reduced or, to the knowledge of the Stockholders, are currently attempting or threatening to cancel a contract or substantially reduce utilization of the services provided by the Company. The Company has listed on Schedule 5.15 all Material Contracts (as defined below) to which the Company is a party or by which it or any of its properties are bound, other than agreements listed on Schedules 5.10, 5.14 or 5.16, (a) in existence as of the Balance Sheet Date and (b) entered into since the Balance Sheet Date, and in each case has delivered true, complete and correct copies of such agreements to TCI. For purposes of this Agreement, the term "Material Contracts" includes contracts between the Company and significant customers (as described above), joint venture or partnership agreements, contracts with any labor organization, strategic alliances, options to purchase land and other contracts which are not terminable on sixty days or less notice and involve payments by the Company in any twelve-month period in excess of $25,000. The Company has also indicated on Schedule 5.15 a summary description of all plans or projects involving the opening of new operations, expansion of existing operations, the acquisition of any personal property, business or assets requiring, in any event, the payment of more than $25,000 by the Company during any 12- month period. To the knowledge of the Stockholders, all of the Material Contracts are in full force and effect and constitute valid and binding agreements of the parties (and their successors) thereto in accordance with their respective terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to the enforcement of creditors' rights generally and by general principles of equity.

  • Location of Equipment and Inventory All Equipment and Inventory are (i) located at the locations indicated on Schedule 4 (ii) in transit to such locations or (iii) in transit to a third party purchaser which will become obligated on a Receivable to the Debtor upon receipt. Except for Equipment and Inventory referred to in clauses (ii) and (iii) of the preceding sentence, the Debtor has exclusive possession and control of the Inventory and Equipment.

  • SIGNIFICANT LANDS INVENTORY FINDING Find that this activity is consistent with the use classification designated by the Commission for the land pursuant to Public Resources Code section 6370 et seq.

  • Equipment and Inventory With respect to any Equipment and/or Inventory of an Obligor, each such Obligor has exclusive possession and control of such Equipment and Inventory of such Obligor except for (i) Equipment leased by such Obligor as a lessee or (ii) Equipment or Inventory in transit with common carriers. No Inventory of an Obligor is held by a Person other than an Obligor pursuant to consignment, sale or return, sale on approval or similar arrangement.

  • 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.