Inventory Inspection. (a) The Administrative Agent, or a Person at the direction of the Administrative Agent (the "RLC Borrowing Base Inspector") may, each fiscal quarter, review at Borrower's expense, its Inventory status from its purchase order records. A random sample of Units shall be selected from each division's list of purchase orders, not to be less than four (4) per Qualified Subdivision. A field inspection of these Units will then be conducted to verify the accuracy of the invoices to the actual physical construction status.
(b) In the event that the above review indicates that there are in fact material deviations, at the sole and absolute discretion of the Banks the Banks may require a complete due diligence analysis of the Inventory.
(c) Borrower shall provide to the Administrative Agent and the RLC Borrowing Base Inspector such information as necessary to enable it to ascertain the GAAP costs expended as of the end of the applicable reporting period for each Unit selected for inspection.
(d) Borrower shall reimburse the Administrative Agent, within twenty (20) Business Days of its demand, for the costs of performing all Inventory Inspections.
Inventory Inspection. (a) The Sellers shall provide to the Buyers the results of the physical count of the inventory of the Companies performed by the Companies on January 2 - 3, 2003 (the "Year-end Count"), as soon as such results are available.
(b) For purposes of preparing the Closing Balance Sheets, the Buyers may, at their sole option, either (i) use the Year-end Count as adjusted by reference to the inventory purchase and sale records of the Companies (in which case the Year-end Count shall be binding on the parties for purposes of the preparation of the Closing Balance Sheets), or (ii) at the Buyers' sole expense, conduct a physical count, or test counts, of the inventory of the Companies within ten (10) Business Days after the Closing Date as of the Closing Balance Sheet Determination Date, which count, or test counts, the Sellers and their representatives may observe and in which the Sellers and their representatives may participate. In the event the Buyers conduct such a physical count or test counts as set forth under this Section 2.4(b), the Buyers shall provide the results and the supporting detail related to any such physical count, or test counts, to the Sellers, and the results of such physical count, or test counts, shall (rather than the Year-end Count), to the extent not disputed by the Sellers within ten (10) Business Days after the receipt by the Sellers of such results, be binding on the parties for purposes of the preparation of the Closing Balance Sheets pursuant to Section 2.5 hereof.
Inventory Inspection. (a) Upon a reasonable prior written request from the Buyer, the Company shall, under the observation of the Buyer and its representatives, conduct a physical inventory of the Inventory (the “Inventory Inspection”) using WIS International or such other inventory services firm as the Company may designate. The Company’s physical inventory shall be in accordance with GAAP, consistently applied. The representatives of the Buyer shall observe such physical inventory, and may utilize some of their respective employees to conduct spot audits of such physical inventory. The costs and expenses associated with the Inventory Inspection shall be borne by Parent and the Buyer. Notwithstanding anything contained herein to the contrary, any Inventory Inspection must be concluded within five (5) Business Days of the Closing Date.
(b) In order to facilitate the Inventory Inspection, the Company shall prior to the designated date of the Inventory Inspection (i) cause the managers/store team leaders of each store of the Company to prepare its employees and Leased Real Properties for the Inventory Inspection, and (ii) provide the Buyer, any of their respective representatives and any of their respective employees access to any of the Company’s Leased Real Property in order to prepare for the Inventory Inspection.
Inventory Inspection. (a) Within fifteen (15) days from the date of Closing, one or more representatives of Buyer (with a representative of Seller if Seller elects to have a representative present) shall conduct an on site physical inspection of the Inventory that is an Acquired Asset for the purpose of counting the Service Boards. Buyer will notify Seller (such notice being referred to as the "Non-Conforming Inventory Notice") within ten (10) days after the date on which the inspection is completed if the number of service boards used in the 20/20V Product Line and TrackWare Product Line that fully satisfy the Seller's representations and warranties hereunder (including in terms model type, quality and the like) ("Conforming Board") is less than the number set forth on Schedule 1.2(b), in which case Seller shall have thirty (30) days after Buyer has delivered the Non-Conforming Inventory Notice to purchase and deliver to Buyer that number Conforming Boards needed to equal (along with the Conforming Boards previously delivered by Seller) the number set forth on Schedule 1.2(b) (such number being the "Replacement Boards"
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Inventory Inspection. Bank shall have the right, at all times, -------------------- during Borrower's normal business hours, or at the regular business hours of any third party having custody of or control over Inventory, to inspect and examine the Inventory and to check and test the same as to quality, quantity, value and condition, and Borrower agrees to reimburse Bank for its reasonable costs and expenses in so doing; provided, however, that prior to the occurrence of an Event of Default Borrower shall be obligated to reimburse for more than one (1) such inspection and examination during any twelve (12) month period.
Inventory Inspection. In the course of providing the Services,Ampli- fier will make reasonable efforts to inspect Client Inventory received from Client. Both parties acknowledge, and agree to hold out to any and all third parties,that Amplifier will not be able to know of or ascer- tain any defects in the Client Inventory, and therefore will not be held liable for costs incurred by Client resulting from the defective inven- tory.
Inventory Inspection. On the Closing Date or within five (5) days prior thereto, at Buyer’s request, Seller, the Acquired Companies and Buyer shall jointly conduct a physical review, inspection and count (an “Inventory Inspection”) of any portion of the inventory of the Acquired Companies, wherever located. Seller and the Company shall, and shall cause the Acquired Companies to, provide all reasonable cooperation requested by Buyer in connection with the Inventory Inspection and cause applicable personnel and senior management thereof to attend and participate in any such Inventory Inspection.
Inventory Inspection. ● Equipment will be inspected for damages and functionality before and after each rental. Any discrepancies will be documented. ● The deposit will be returned within 2-3 working days after all the equipment has been inspected.
