Fuel Inventory Sample Clauses

Fuel Inventory. All coal under contract or in inventory relating to the operation of the Facilities located at or in transit to the Facilities (the “Fuel Inventory”);
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Fuel Inventory. On the Closing Date, Seller shall cause the captain of each Boat to conduct a physical measurement, in gallons, of the diesel fuel onboard each Boat as of the Effective Time to the extent such fuel was purchased by Seller or the Company (the aggregate of all such amounts, the “Aggregate Fuel Inventory”). For purposes of clarification, the Aggregate Fuel Inventory shall not include any gallons of diesel fuel that were purchased directly by Seller’s or the Company’s customers.
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Fuel Inventory. With respect to the fuel inventory, Purchaser and Seller have ascertained and agreed, or will ascertain and agree, upon the content of the useable and non-obsolete Jet-A fuel, avgas and motor vehicle fuel inventory which is on hand as of the date hereof and have assigned or will assign with respect thereto the dollar value for inclusion in the Inventory Portion of Purchase Price. The value of the fuel inventory items has been or will be determined based on book value (i.e., the cost which the Seller purchased such items of inventory from its suppliers).
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Fuel Inventory. FUEL INVENTORY" means the nuclear fuel assemblies in the reactor core, natural uranium, converted uranium, enriched uranium and any other form thereof, together with any consumable supplies and chemical and gas inventories relating to the operation of the Facilities under contract, or in inventory and located at, or in transit to, the Facilities, including Nuclear Fuel in Process.
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Fuel Inventory. All Fuel Inventories and Spent Nuclear Fuel relating to the operation of the Facilities, including any uranium purchased on Seller's behalf under the agreements identified in Schedule 2.1(e) "Uranium Agreements"
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Fuel Inventory. There shall be no adjustment in the Purchase Price for Fuel Inventory as of the Closing Date. However, from the Effective Date through the Closing Date, Purchaser agrees to pay those costs that are invoiced by the Operating Agent during such period for Nuclear Fuel in Process, and for uranium concentrate provided by Seller directly to the Facilities which are not invoiced by the Operating Agent. Such deliveries shall only include 70,000 pounds, 60,000 pounds, and 110,000 pounds of uranium concentrates to the Facilities in Fall 2000, Spring 2001, and Fall 2001 for reload requirements. For purposes of this SECTION 3.2(c), the price of this uranium concentrate is deemed to be $14.60/pound, $14.90/pound, and $15.20/pound, respectively. Notwithstanding the foregoing, Purchaser shall not be required to pay more than Sixteen Million Four Hundred Thousand Dollars ($16,400,000) of such costs if Seller's condition to Closing set forth in SECTION 9.4 of this Agreement and in SECTION 9.4 of the Collateral Agreement have not been satisfied by June 1, 2001. In addition, Purchaser's obligation to pay Nuclear Fuel in Process costs under this SECTION 3.2(c) will be suspended during any period in which the Closing hereunder is being prevented solely because of the condition in SECTION 9.12 not being met because (i) Purchaser is a standby purchaser under SECTION 6.13(b)(iii) and a Four Corners Closing has not occurred or (ii) a right of first refusal under the "Facilities Co-Tenancy Agreement" (as defined in the Collateral Agreement) has been exercised and the closing associated therewith has not occurred. In the event the Closing does not occur, Seller shall immediately reimburse Purchaser for all sums paid by Purchaser under this Section with interest accruing at eight percent (8%) per annum from the date(s) Purchaser pays such costs; provided, however, that if Seller has fully complied with the covenants contained in SECTION 6.3 of this Agreement and in SECTION 6.3 of the Collateral Agreement, Purchaser will agree to waive interest charges on up to Sixteen Million Four Hundred Thousand Dollars ($16,400,000) of such sums for the period from the Effective Date through May 31, 2001. For purposes of the foregoing, costs invoiced by the Operating Agent for Nuclear Fuel In Process shall be deemed to include fuel-related items customarily billed to Seller by the Operating Agent in its Request for Funds, such as related engineering services and use tax, it being agreed that dry c...
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Fuel Inventory. (a) The purchase price of the Fuel Inventory (the “Fuel Inventory Price”) shall be: (i) the amount Seller paid (or is obligated at the time of Closing to pay) to the applicable suppliers to purchase the Fuel Inventory, calculated on a weighted average method which approximates the first in, first out basis; plus (ii) applicable taxes on the Fuel Inventory paid by Seller; plus (iii) the applicable freight charges to have the Fuel Inventory delivered to the Properties. In the event any amounts that Seller is obligated at the time of Closing to pay to the applicable suppliers are not paid at Closing, Seller shall pay the same when due. (b) For purposes hereof, the Fuel Inventory shall be determined based on a physical inventory of each Convenience Store conducted by representatives of Seller and Buyer at the Transfer Time in accordance with Section 3.2.5. (i) At Closing, Buyer shall pay Seller an amount equal to ninety-five percent (95%) of the estimated Fuel Inventory Price (the “Fuel Inventory Estimated Payment”), calculated based on the Inventory Estimates. Within three (3) Business Days after the Fuel Inventory is finally determined pursuant to Section 3.2.2(b), Seller shall furnish Buyer with, or make available to Buyer for inspection and copying, true, accurate and complete copies of the fuel delivery records, invoices, receipts, tax information and other supporting documents (the “Fuel Records”) necessary to confirm the amount paid by Seller for the Fuel Inventory and certify to Buyer, in writing, the amount Seller paid for the Fuel Inventory (by grade of fuel at each of the Properties). Within fifteen (15) days following receipt of the Fuel Records, Buyer shall complete an audit of the Fuel Inventory Price. Buyer and Seller shall resolve any difference in the Fuel Inventory Price. To the extent the Fuel Inventory Price exceeds the Fuel Inventory Estimated Payment, Buyer shall pay the difference to Seller. In the event the Fuel Inventory Estimated Payment exceeds the Fuel Inventory Price, Seller shall refund the difference to Buyer. Any disputes regarding the amount of the Fuel Inventory Price shall be resolved by Buyer and Seller in accordance Section 13.18, with the prevailing party in any lawsuit brought to resolve such dispute being entitled to recover litigation expense and interest as provided in Section 13.17 and Section 13.19.
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Related to Fuel Inventory

  • 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.

  • Inventories All of the Assets constituting inventory are owned or used by Company, are in good, current, standard and merchantable condition and are not obsolete or defective.

  • Physical Inventory The Contractor shall periodically perform, record, and disclose physical inventory results. A final physical inventory shall be performed upon contract completion or termination. The Property Administrator may waive this final inventory requirement, depending on the circumstances (e.g., overall reliability of the Contractor’s system or the property is to be transferred to a follow-on contract).

  • Merchantable Inventory All Inventory is in all material respects of good and marketable quality, free from all material defects, except for Inventory for which adequate reserves have been made.

  • Eligible Inventory For purposes of this Agreement, Eligible Inventory shall exclude any Inventory to which any of the exclusionary criteria set forth below applies. The Administrative Agent shall have the right to establish, modify or eliminate Reserves against Eligible Inventory from time to time in its reasonable credit judgment. In addition, the Administrative Agent reserves the right, at any time and from time to time after the Original Closing Date, to adjust any of the criteria set forth below, to establish new criteria and to adjust the applicable advance rate with respect to Eligible Inventory, in its reasonable credit judgment, subject to the approval of the Supermajority Lenders in the case of adjustments, new criteria, changes in the applicable advance rate or the elimination of Reserves which have the effect of making more credit available. Eligible Inventory shall not include any Inventory of Borrower or any Borrowing Base Guarantor that: (i) the Collateral Agent, on behalf of Secured Parties, does not have a first priority and exclusive perfected Lien on such Inventory; (ii) is not located on premises in United States or Canada; (iii) (A) is located on premises leased by Borrower or a Borrowing Base Guarantor, unless (x) at such location the aggregate value of Inventory exceeds $250,000, and (y) either (1) a reasonably satisfactory Landlord Lien Waiver and Access Agreement has been delivered to the Collateral Agent, or (2) Reserves reasonably satisfactory to the Administrative Agent have been established with respect thereto or (B) is stored with a bailee or warehouseman where the aggregate value of Inventory exceeds $250,000 unless either (x) a reasonably satisfactory, acknowledged bailee waiver letter has been received by the Collateral Agent or (y) Reserves reasonably satisfactory to the Administrative Agent have been established with respect thereto, or (C) is located at an owned location subject to a mortgage in favor of a lender other than the Collateral Agent where the aggregate value of Inventory exceeds $250,000 unless either (x) a reasonably satisfactory mortgagee waiver has been delivered to the Collateral Agent or (y) Reserves reasonably satisfactory to the Administrative Agent have been established with respect thereto; (iv) is placed on consignment (other than Eligible Consigned Inventory); (v) is covered by a negotiable document of title, unless such document has been delivered to the Collateral Agent with all necessary endorsements, free and clear of all Liens except those in favor of the Collateral Agent and the Lenders and landlords, carriers, bailees and warehousemen if clause (iii) above has been complied with; (vi) is to be returned to suppliers; (vii) is obsolete, unsalable, shopworn, seconds, damaged or unfit for sale; (viii) is slow moving (in excess of 1-year supply); (ix) consists of display items, samples or packing or shipping materials, manufacturing supplies or replacement parts (it being understood that Eligible Inventory shall not exclude work-in-process Inventory if it is not excluded in accordance with other criteria set forth herein, unless otherwise determined by the Administrative Agent in its reasonable credit judgment); (x) is not of a type held for sale in the ordinary course of Borrower’s or any Borrowing Base Guarantor’s, as applicable, business; (xi) breaches any of the representations or warranties pertaining to Inventory set forth in the Loan Documents; (xii) consists of Hazardous Material or goods that can be transported or sold only with licenses that are not readily available; (xiii) is not covered by casualty insurance maintained as required by Section 5.04; (xiv) consists of custom made Inventory which is not saleable to any other customer or in ordinary course; (xv) is in transit; or (xvi) is subject to any licensing arrangement the effect of which would be to limit the ability of Collateral Agent, or any Person selling the Inventory on behalf of Collateral Agent, to sell such Inventory in enforcement of the Collateral Agent’s Liens, without further consent or payment to the licensor or other.

  • 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.

  • As to Equipment and Inventory Grantor hereby agrees that it shall: (a) keep all the Equipment and Inventory (other than Inventory in transit and Inventory sold in the ordinary course of business) at the places therefor specified in Section 3.1.1 or, upon 30 days' prior written notice to Agent, at such other places in a jurisdiction where all representations and warranties set forth in Article III (including Section 3.1.6) shall be true and correct, and all action required pursuant to the first sentence of Section 4.1.7 shall have been taken with respect to the Equipment and Inventory; (b) with respect to any Equipment or Inventory in the possession or control of any Third Party or any of Grantor's agents, notify such Third Party or agent of Agent's security interest in such Equipment or Inventory and, upon Agent's request following the occurrence and during the continuance of an Event of Default, direct such Third Party or agent to hold all such Equipment or Inventory for Agent's account and subject to Agent's instructions; (c) cause the Equipment to be maintained and preserved in the same condition, repair and working order as when new, ordinary wear and tear excepted, and in accordance with any manufacturer's manual; and forthwith, or in the case of any material loss or damage to any of the Equipment, as quickly as practicable after the occurrence thereof, make or cause to be made all repairs, replacements, and other improvements in connection therewith which are necessary or desirable to such end; and promptly furnish to Agent a statement respecting any loss or damage to any of the Equipment within ten (10) business days after Grantor obtains knowledge of any such loss or damage; and (d) pay promptly when due all property and other taxes, assessments and governmental charges or levies imposed upon, and all claims (including claims for labor, materials and supplies) against, the Equipment and Inventory, except to the extent the validity thereof is being contested in good faith by appropriate proceedings and for which adequate reserves in accordance with Generally Accepted Accounting Principles have been set aside.

  • Raw Materials A. Catalent shall procure Raw Materials only from vendors that are approved in writing by Palatin or otherwise qualified in accordance with the provisions of the Quality Agreement. Catalent shall be responsible for procuring Raw Materials as necessary to meet the Firm Commitment. Catalent shall not be liable for any delay in delivery of Product if (i) Catalent is unable to obtain, in a timely manner, a particular Raw Material necessary for Processing and (ii) Catalent placed orders for such Raw Materials promptly following receipt of Palatin’s Firm Commitment. In the event that any Raw Material becomes subject to purchase lead time beyond the Firm Commitment time frame, the parties will negotiate in good faith an appropriate amendment to this Agreement, including Clause 4.2. B. In certain instances, Palatin may require a specific supplier, manufacturer or vendor (“Vendor”) to be used for Raw Material. In such an event, (i) such Vendor will be identified in the Specifications and (ii) the Raw Materials from such Vendor shall be deemed Palatin-supplied Materials for purposes of this Agreement. If the cost of the Raw Material from any such Vendor (other than a Vendor specified in the Specifications as of the Effective Date) is greater than Catalent’s costs for the same raw material of equal quality from other vendors, Catalent shall add the difference between Catalent’s cost of the Raw Material and the Vendor’s cost of the Raw Material to the Unit Pricing. Palatin will be responsible for all reasonable, out-of-pocket costs incurred by Catalent associated with qualification of any such Vendor who has not been previously qualified by Catalent. C. In the event of (i) a Specification change for any reason, (ii) obsolescence of any Raw Material or (iii) termination or expiry of this Agreement, Palatin shall bear the cost of any unused Raw Materials (including packaging), so long as Catalent (a) purchased such Raw Materials in quantities consistent with Palatin’s then current Firm Commitment and any minimum purchase obligations required by the vendor and (b) used commercially reasonable efforts to mitigate such costs by using any such unused Raw Materials in the manufacture of other products.

  • 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.

  • Physical Inventories (a) Cause not less than two physical inventories to be undertaken, at the expense of the Loan Parties, in each Fiscal Year and periodic cycle counts, in each case consistent with past practices, conducted by such inventory takers as are reasonably satisfactory to the Collateral Agent and following such methodology as is consistent with the methodology used in the immediately preceding inventory or as otherwise may be reasonably satisfactory to the Collateral Agent. The Collateral Agent, at the expense of the Loan Parties, may participate in and/or observe each scheduled physical count of Inventory which is undertaken on behalf of any Loan Party. The Lead Borrower, within 30 days following the completion of such inventory, shall provide the Collateral Agent with a reconciliation of the results of such inventory (as well as of any other physical inventory or cycle counts undertaken by a Loan Party) and shall post such results to the Loan Parties’ stock ledgers and general ledgers, as applicable. (b) Permit the Collateral Agent, in its Permitted Discretion, if any Event of Default exists, to cause additional such inventories to be taken as the Collateral Agent determines (each, at the expense of the Loan Parties).

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