Inventory Purchase Price. The Selling Parties shall conduct or shall engage a mutually acceptable inventory valuation firm, at the expense of the Buyers, to conduct, commencing at the close of business on the Business Day immediately preceding the Closing Date or on such other date mutually agreed upon by the Buyers and the Selling Parties prior to Closing, a full review and valuation of the Inventory (the “Inventory Count”). The Inventory Count shall be (i) conducted at times and in a manner so as not to unreasonably interfere with the Sellers’ operation of the Business, (ii) completed not later than the Closing Date and (iii) completed in accordance with the rules set forth in Annex B (the “Calculation Rules”). Representatives of Buyers may, at Buyers’ election, observe and confirm such Inventory Count. Upon the completion of the Inventory Count, the Buyers and the Selling Parties shall each execute a jointly prepared statement setting forth the quantity of each item of Inventory as identified during the Inventory Count (the “Inventory Count Statement”). In addition, upon completion of the Inventory Count, the aggregate value of the Inventory as of the completion of the Inventory Count, valued according to the Calculation Rules and Inventory Count Statement (the “Inventory Value”), shall be determined by the Selling Parties in good faith. The Inventory Count as determined pursuant to this Section 1.11 shall be the price payable by Buyers for the Inventory (the “Inventory Purchase Price”) and included in the consideration set forth in Section 1.06 of this Agreement. On the fifth Business Day following the date on which the Inventory Purchase Price is determined in accordance with this Section 1.11: (i) if the Inventory Purchase Price exceeds the Estimated Inventory Purchase Price, Parent shall pay BioScrip, by wire transfer of immediately available funds the amount by which the Inventory Purchase Price exceeds the Estimated Inventory Purchase Price; and (ii) if the Inventory Purchase Price is less than the Estimated Inventory Purchase Price, BioScrip shall pay Parent, by wire transfer of immediately available funds the amount by which the Inventory Purchase Price exceeds the Estimated Inventory Purchase Price. For the avoidance of doubt, if the Inventory Purchase Price equals the Estimated Inventory Purchase Price, no amounts will be due and payable.
Inventory Purchase Price. In accordance with the Asset Purchase Agreement, the Inventory Purchase Price shall be determined based on the prices determined pursuant to SECTION 1.6(b) to the Asset Purchase Agreement with respect to the Negotiated Inventory (including the coal located at the Chicago Coke Battery) identified in the Closing Date Inventory (as adjusted, if adjusted, pursuant to SECTION 2.2) plus (without duplication) $350,000 for the Excess Supplies.
Inventory Purchase Price. As consideration for the sale and delivery of the Inventory and the representations and covenants contained herein, on the Closing Date, Buyer shall pay to Seller two million nine hundred thousand United States of America Dollars ($2,900,000) in cash (the “Inventory Purchase Price”), plus applicable V.A.T., in immediately available funds by bank wire transfer to a bank in Sweden in accordance with the payment instructions and to the account set forth on Schedule 2.2 attached hereto.
Inventory Purchase Price. Immediately following the Closing, Buyer will commence a physical inventory (the "Post Closing Inventory") of the Inventory. Such Post Closing Inventory shall be reviewed by Buyer's independent auditors. The Inventory Purchase Price shall be an amount equal to eighty percent (80%) of the amount of Allocated Inventory, as determined by the Post
Inventory Purchase Price. The purchase price payable by Ninn to PPM for the Inventory shall consist of and be paid by Ninn as follows:
(a) The payment in US dollars, on a Cash on Delivery basis, of the cost of each DVD or VHS (the “Unit”), as recorded in the Financial Statements of PPM, which is comprised of the per Unit replication cost plus the per Unit printing cost of packaging, which exact dollar amount will be determined by PPM by December 23, 2005.
Inventory Purchase Price. The Merchandise shall be purchased at Seller’s then-current wholesale cost. Seller shall provide written evidence of Seller’s then-current wholesale cost, which will include the cost of the delivery of the Merchandise, if any.
Inventory Purchase Price. The portion of the Additional Purchase Price payable by Olympus to Carsen with respect to the Inventory (the “Inventory Purchase Price”) will be:
Inventory Purchase Price. Purchaser agrees to pay Seller an amount equal to 100% of the Inventory Reconciliation Sheets Purchaser does not dispute within two (2) Business Day of Inventory Review by wire transfer of immediately available funds to the account(s) designated in writing by Seller to Purchaser. As to any reasonable disputed amounts, the difference in the Inventory Reconciliation Sheets for any Location Group and the amount to be paid shall be paid by Purchaser within one (1) Business Day of resolution of such Inventory Dispute. The obligations of this Section 3.2(b) shall survive the Closing.
Inventory Purchase Price. The Merchandise shall be purchased at the Contributor’s then-current wholesale cost. The Contributor shall provide written evidence of the Contributor’s then-current wholesale cost, which will include the cost of the delivery of the Merchandise, if any. If no wholesale price is agreed to, then the inventory purchase price will be added to and considered a part of the Total Consideration.
Inventory Purchase Price. The Inventory Purchase Price payable by Olympus to Carsen in accordance with Section 2.5 will be:
(a) the Landed Cost (the actual cost, including freight and duty, of the particular item based on Carsen’s cost from Olympus) of the Class A Inventory; and
(b) the “fair value” for the Class B, Class C and Class D Inventory. “Fair value” as used herein shall mean the book value of such inventory on the Expiration Date as reflected on the books and records of Carsen in accordance with generally accepted accounting principles in the United States using historical experience as well as current market information. Carsen represents to Olympus that such book value will be the lower of cost (determined on a first-in, first out basis) or net realizable value (which is market value less estimated direct selling expenses). Notwithstanding the foregoing or any provision in this Agreement to the contrary, the Inventory Purchase Price to be paid by Olympus for the Class D Inventory shall be the lower of (i) the fair value of the Class D Inventory as of the Expiration Date, or (ii) US$200,000.
