Inventory Review Clause Samples

Inventory Review. If the Client or IBM requests a review of the inventory of the Eligible Machines and Programs, the parties will update and mutually exchange the inventory list last created. IBM may change the Service charge if a change in the inventory is discovered.

Inventory Review. From time-to-time Cisco may perform an inventory review of Customer’s installed base of Products and review serial numbers and other records (upon reasonable advance notice) to validate Service entitlement. Cisco will charge a Service fee if it finds that Services are being provided beyond that for which Customer has paid Cisco. This Service fee includes amounts which should have been paid, interest, attorneys’ fees, if any, and audit fees. Cisco requires that Customer take all necessary action (for example, disabling passwords) to ensure that any former employees or contractors do not access or use the Services.

Inventory Review. From time-to-time Cisco may perform an inventory review of Customer’s installed base and review serial numbers and other records (upon reasonable advance notice) to validate entitlement. Cisco requires that Customer take all necessary action (for example, disabling passwords) to ensure that any former employees and contractors do not access or use the Service.

Inventory Review. If the Client or IBM requests a review of the inventory of the Eligible Machines and Programs, the parties will update and mutually exchange the inventory list last created. IBM may change the Total Service Charge for the new Charging Period if a change in the inventory is discovered. If discrepancies are discovered in the inventory, the difference will be credited or charged later according to the section “Adjustment and Recalculation of Charges”.

Inventory Review. Promptly following the Closing Date, (i) quality ---------------- assurance managers for the Buyer and the Seller shall perform control samples with respect to all items set forth on the Updated Inventory Statement for which the age exceeds 170 days (the "Total Inventory Held for ------------------------ Sampling") to verify that such items conform to (S) 4(g)(ii) and shall use -------- commercially reasonable efforts, in good faith, to resolve any differences, (ii) the Seller shall place all of the Total Inventory Held for Sampling on hold status until the Parties agree upon its saleability and (iii) the Seller shall dispose of any Total Inventory Held for Sampling that the Parties agree is unsaleable.

Inventory Review. Prior to the Closing Date, Sellers shall cause their representatives to undertake a joint physical count and review of the Sellers' inventory as of the Closing Date (the "Inventory Review"). Buyer and representatives of the Buyer's auditor, KPMG LLP ("KPMG"), will be present during the Inventory Review. Based on the results of the Inventory Review, Sellers will calculate the amount of the Net Tangible Assets. The "Net Tangible Assets" shall be the sum of cash, accounts receivable, inventory, net property, plant and equipment, and other assets, less the sum of accounts payable, other current liabilities and other liabilities, to the extent that such liabilities are deemed to have been incurred in the ordinary course of business, and all such components of Net Tangible Assets shall be evaluated and calculated in accordance with Exhibit 2.1.1 hereto (the "Proposed Net Tangible Assets").

Inventory Review. From time-to-time NetApp may perform an inventory review of Customer's installed base of Products and review serial numbers and other records (upon reasonable advance notice) to validate Service entitlement. NetApp will charge a Service fee if it finds that Services are being provided beyond that for which Customer has paid NetApp. This Service fee includes amounts which should have been paid, interest, attorneys' fees, if any, and audit fees. NetApp requires that Customer take all necessary action (for example, disabling passwords) to ensure that any former employees or contractors do not access or use the Services.