3Inventory; Returns Clause Samples
3Inventory; Returns. Each Loan Party, and each of their Subsidiaries (other than Excluded Subsidiaries), shall keep all Inventory in good and merchantable condition, free from all material defects except for Inventory for which adequate reserves have been made. Returns and allowances, if any, as between any Loan Party or Subsidiary of any Loan Party (other than Excluded Subsidiaries) and its Account Debtors shall be on the same basis and in accordance with the usual customary practices of such Loan Party, as they exist on the Effective Date.
3Inventory; Returns. Borrower shall keep all Inventory in good and marketable condition, free from material defects. Returns and allowances between Borrower and its account debtors shall follow Borrower’s customary practices as they exist at the Closing Date. Borrower must promptly notify Bank of all returns, recoveries, disputes and claims that involve more than One Hundred Fifty Thousand Dollars ($150,000.00)."
5. The Loan Agreement shall be amended by deleting the following definition appearing in Section 13.1 thereof:
3Inventory; Returns. Keep all unexpired Inventory in good and marketable condition, free from material defects; provided that the Pre-Clinical and Clinical Trial Supplies may not be “marketable” for purposes of this Section 6.3. Returns and allowances between Borrower, or any of its Subsidiaries, and their respective Account Debtors shall follow Borrower’s, or such Subsidiary’s, customary practices as they exist at the Effective Date. Borrower must promptly notify Collateral Agent and the Lenders of all returns, recoveries, disputes and claims that involve, individually or in the aggregate in any calendar year, more than the greater of (i) Five Hundred Thousand Dollars ($500,000.00) and (ii) one percent (1.00%) of the aggregate revenue of Borrower for such calendar year; provided, however, once the aggregate returns, recoveries, disputes and claims in any given calendar year have exceeded the greater of (i) Five Hundred Thousand Dollars ($500,000.00) and (ii) one percent (1.00%) of the aggregate revenue of Borrower for such calendar year, and Borrower has notified the Collateral Agent and Lenders of the same, Borrower shall notify Collateral Agent and Lenders every time additional returns, recoveries, disputes and claims in such calendar year (that Borrower has not previously notified Collateral Agent and Borrower of) in the aggregate exceed Two Hundred Thousand Dollars ($200,000.00).
3Inventory; Returns. Keep all Inventory in good and marketable condition, free from material defects. Returns and allowances between Borrower and its Account Debtors shall follow Borrower’s customary practices as they exist at the Effective Date. If any Account Debtor returns any Inventory to Borrower, Borrower shall, at all times after the aggregate amount of all such returns on and after the Effective Date first exceeds One Hundred Thousand Dollars ($100,000.00), promptly notify Bank and, upon request, provide Bank with a copy of the applicable credit memorandum associated with such Account Debtor’s returns.
3Inventory; Returns. Keep all Inventory in good and marketable condition, free from material defects. Returns and allowances between Borrower, or any of its Subsidiaries, and their respective Account Debtors shall follow Borrower’s, or such Subsidiary’s, customary practices as they exist at the Effective Date. Borrower must promptly notify Collateral Agent and the Lenders of all returns, recoveries, disputes and claims that involve more than Two Hundred Fifty Thousand Dollars ($250,000.00) individually or in the aggregate in any calendar year.