MISCELLANEOUS INVENTORIES Clause Samples

MISCELLANEOUS INVENTORIES. At the Closing, the Buyer shall purchase all useable gas, oil and grease, all undercoat material and body materials in unopened cans and such other miscellaneous useable and saleable articles in unbroken lots (including office supplies) which (i) are on the Seller's dealership premises, (ii) are owned by the Seller on the Closing Date, (iii) do not represent more than a sixty (60) day supply of any particular item(s), and (iv) are identified in the Inventory taken by the Inventory Service on the Inventory Date the ("MISCELLANEOUS INVENTORIES"). The purchase price for the Miscellaneous Inventories shall be equal to the replacement cost of the Miscellaneous Inventories as determined by the Inventory Service and set forth on the Inventory (the sum of all prices of the Miscellaneous Inventories pursuant to the terms of this Section 5.1 shall be referred to herein as the "MISCELLANEOUS INVENTORIES PURCHASE PRICE").
View SourceView Similar (8)
MISCELLANEOUS INVENTORIES. All other Inventories at the Ethanol Plant that cannot be measured, will transfer to Buyer or Buyer’s Affiliate at Closing for no additional consideration in accordance with the Agreement.
View SourceView Similar (2)
MISCELLANEOUS INVENTORIES. Miscellaneous ------------------------- ------------- Inventories" shall include all useable gas, oil and grease, all undercoat ----------- material and body materials in unopened cans and such other miscellaneous useable and saleable articles in unbroken lots (including office supplies) which are owned by the Company on the Closing Date provided that Miscellaneous Inventories shall not include any miscellaneous inventories which represent more than a sixty (60) day supply of any particular item(s). The value of the Miscellaneous Inventories shall be equal to the replacement cost of the Miscellaneous Inventories as determined by the Inventory Service and set forth on the Inventory. The Closing Balance Sheet shall allocate no value to any miscellaneous items that are not included in the Miscellaneous Inventories, including such items of miscellaneous inventories which represent more than a sixty (60) day supply of such item, and the Seller may cause the Company to divest any such miscellaneous items prior to Closing in accordance with Section 1.5.
View SourceView Similar (2)
MISCELLANEOUS INVENTORIES. All items of inventory of Seller other than those referred to above, including new and unused tires, gas, oil and grease, unopened cans of paint and body shop materials, sublet repairs, work-in-progress, labor and rustproofing and undercoating material, all in amounts to be decided by Buyer between the Determination Date and the Closing Date (“Miscellaneous Inventories”), will be purchased by Buyer at Dealer cost.
View Source
MISCELLANEOUS INVENTORIES. 14 5.2 MISCELLANEOUS ITEMS NOT INCLUDED IN THE INVENTORY............................15 5.3
View Source
MISCELLANEOUS INVENTORIES. For purposes of the Closing Balance Sheet, the Assets shall include all useable gas, oil and grease, all undercoat material and body materials in unopened cans and such miscellaneous useable and saleable articles in unbroken lots (including boutique accessories and pro shop items) which (i) are on the Company's dealership premises, (ii) are owned by the Company on the Effective Closing Date, and (iii) are identified in the Inventory taken by the Inventory Service on the Inventory Date (the foregoing being, collectively, "MISCELLANEOUS INVENTORIES"). For purposes of calculating the Net Book Value, the value of the Miscellaneous Inventories shall be equal to the replacement cost of the Miscellaneous Inventories as determined by the Inventory Service and set forth on the Inventory (the sum of all values of the Miscellaneous Inventories pursuant to the terms of this Section 5.1 shall be referred to herein as the "MISCELLANEOUS INVENTORIES VALUE").
View Source
MISCELLANEOUS INVENTORIES. MISCELLANEOUS INVENTORIES" shall include (a) all useable gas, oil and grease, all undercoat material and body materials in unopened cans and such other miscellaneous useable and saleable articles in unbroken lots (including office supplies) which are owned by the Company on the Closing Date provided that Miscellaneous Inventories shall not include any miscellaneous inventories which represent more than a sixty (60) day supply of any particular item(s) and (b) all t-shirts, caps and other clothing items which bear the Company's logo and are not defective or damaged in any manner. The value of the Miscellaneous Inventories shall be equal to the current replacement cost of the Miscellaneous Inventories as determined by the Inventory Service and set forth on the Inventory; provided, however, the value of such shirts, caps and other clothing items shall be equal to the Company's actual cost thereof. In the event that the Buyer and the Sellers' Agent cannot agree upon a value with respect to any particular miscellaneous items, then such items shall not be included in the Miscellaneous Inventories. Such miscellaneous items shall be considered Excluded Assets, and such miscellaneous items shall be valued on the Closing Balance Sheet and disposed of in accordance with Subsection XI.
View Source
MISCELLANEOUS INVENTORIES. MISCELLANEOUS INVENTORIES" shall include all useable gas, oil and grease, all undercoat material and body materials in unopened cans and such other miscellaneous useable and saleable articles in unbroken lots (including office supplies) which are owned by the Company on the Closing Date provided that Miscellaneous Inventories shall not include any miscellaneous inventories which represent more than a sixty (60) day supply of any particular item(s). The value of the Miscellaneous Inventories shall be equal to the replacement cost of the Miscellaneous Inventories as determined by the Inventory Service and set forth on the Inventory. The Closing Balance Sheet shall allocate no value to any miscellaneous items that are not included in the Miscellaneous Inventories, and the Sellers may divest any such miscellaneous items prior to Closing in accordance with Section 1.7.
View Source

Related to MISCELLANEOUS INVENTORIES

  • Miscellaneous Items Borrower shall deliver to Lender such other items, documents and evidences pertaining to the Line of Credit as may reasonably be requested by Lender.

  • Miscellaneous Costs 2.1.5.1 Where not included in the General Conditions, and with the prior approval of District, costs of document reproductions (photocopying and blueprinting expenses), long distance telephone call charges, postage, overnight and parcel delivery charges, telephone costs including cellular telephone charges, facsimile or other communication service at the Project site, job photos and progress schedules, and reasonable ▇▇▇▇▇ cash expenses of the site office. Developer shall consult with District to determine whether District has any vendor relationships that could reduce the cost of these items and use such vendors whenever possible. 2.1.5.2 Sales, use, gross receipts, local business and similar taxes imposed by a governmental authority that are related to the Work. 2.1.5.3 Fees and assessments for permits, plan checks, licenses and inspections for which Developer is required by the Contract Documents to pay including, but not limited to, permanent utility connection charges, street use permit, street use rental, OSHA permit and sidewalk use permit and fees. 2.1.5.4 Fees of laboratories for tests required by the Contract Documents. 2.1.5.5 Deposits lost for causes other than Developer’s or its subcontractors’ negligence or failure to fulfill a specific responsibility to the District as set forth in the Contract Documents. 2.1.5.6 Expenses incurred in accordance with Developer’s standard personnel policy for relocation and temporary living allowances of personnel required for the Work if approved in advance by District. 2.1.5.7 Where requested by District, costs or expenses incurred by Developer in performing design services for the design-build systems. 2.1.5.8 Other costs incurred in the performance of the Work if, and to the extent, approved in advance by District. 2.1.5.9 Costs due to emergencies incurred in taking action to prevent threatened damage, injury or loss in case of an emergency affecting the safety of persons and/or property. 2.1.5.10 Provided all other eligible costs have been deducted from the contingency and as part of the calculation of amounts due Developer for Final Payment, costs of repairing and correcting damaged or non- conforming Work executed by Developer, Subcontractors or suppliers, providing that such damage or non-conforming Work was not caused by negligence or failure to fulfill a specific responsibility of Developer and only to the extent that the cost of repair or correction is not recovered by Developer from insurance, sureties, Subcontractors or suppliers.

  • Miscellaneous Fees In addition to the Course Fees, the miscellaneous fees set out in Schedule 2.2 may be payable by the Student (the “Miscellaneous Fees”).

  • Miscellaneous Expenses Board members may seek reimbursement for other expenses incurred while attending a meeting sponsored by organizations described herein by fully describing the expenses on the expense form, attaching receipts.

  • Miscellaneous Requirements A. To comply with Texas Health and Safety Code, §85.113 and §85.115 concerning workplace and confidentiality guidelines for persons with AIDS or HIV. B. To comply with applicable provisions of the Clean Air Act (42 U.S.C. §7401-7671q) and the Federal Water Pollution Control Act (33 U.S.C. §1251-1387), if funding for the Contract exceeds $100,000. C. That in accordance with §2155.4441, Texas Government Code, the Contractor shall, in performing any service under this Contract, purchase products and materials produced in Texas when they are available at a comparable price and in a comparable period to products and materials produced outside of Texas. D. To make a good faith effort to utilize historically underutilized businesses ("HUBs") when subcontracting. Some methods for locating HUBs include using searchable HUB databases at the Texas Comptroller of Public Accounts' website, using websites or other minority/women directory listings maintained by local ▇▇▇▇▇▇▇▇ of commerce, advertising subcontract work in local minority publications or contacting HHSC for assistance in locating available HUBs. E. That except as provided in the paragraphs below, the Contractor must not use HHSC's name, the State of Texas or refer to HHSC or the State directly or indirectly in any media release, public announcement, or public disclosure relating to this Contract or its subject matter, including, but not limited to, in any promotional or marketing materials, customer lists or business presentations (other than those submitted to HHSC, an administrative agency of the State of Texas, or a governmental agency or unit of another state or the Federal Government). The Contractor may publish, at its sole expense, results of Contractor performance under this Contract with HHSC's prior review and approval, which HHSC may exercise at its sole discretion. Any publication (written, visual, or sound) will acknowledge the support received from HHSC and any Federal agency, as appropriate. The Contractor will provide HHSC at least 3 copies of such publication prior to public release. The Contractor will provide additional copies at the request of HHSC. The Contractor may include information concerning this Contract's terms, subject matter, and estimated value in any report to a governmental body to which the law requires the Contractor to report such information. The Contractor must not use HHSC’s logo under any circumstances.