Closing Inventory. On or prior to the Closing Date, representatives of Seller 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, Seller shall cause all of the Inventory at the Restaurants to remain at the Restaurants for operational purposes.
Closing Inventory. Purchaser shall have received a Closing Inventory reasonably acceptable to Purchaser.
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. 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 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. The term “Closing Inventory” has the meaning set forth in Section 5.17.
Closing Inventory. (a) At Closing, Vendor shall prepare and deliver to Purchaser a statement (the “Closing Inventory Statement”) setting forth the value of the Closing Inventory. The Closing Inventory Statement shall include: (a) an inventory count of Vendor at Closing (without giving effect to the transactions contemplated herein); (b) a calculation of the value of such inventory using the prices set out in Schedule “A”; (c) a certificate of the Chief Financial Officer of Vendor certifying that the Closing Inventory Statement was prepared in accordance with generally accepted accounting principals and the same accounting methods, practices, principles, policies and procedures, and with consistent classifications, judgments and valuation and estimation methodologies that were used in the preparation of past inventory calculations; and (d) such other supporting information as may be reasonably required for the Purchaser to review and confirm the value of the Closing Inventory.
Closing Inventory. For purposes of determining Inventory Valuation, all Inventory items will be valued at the lower of cost or market. For purposes hereof, the following definitions shall apply:
Closing Inventory. Section 3.1(a) Deeds .............................................................................................. Section 2.2(a) Disputed Items ................................................................................ Section 3.2(d) Disputed Seller Inventory Items ..................................................... Section 3.1(a) Disputes........................................................................................... Section 13.8(b) DOJ .................................................................................................
