Method of Inventory Determination Sample Clauses

Method of Inventory Determination. (i) For purposes of this Agreement, determination of any volumes of Equilon Feedstock Inventory, Equilon Product Inventory, Chemical Feedstock Inventory, and Chemical Product Inventory required shall be made by an independent inspector (“Testing Agent”) appointed by Buyer and Seller and mutually acceptable to both Parties. The volumes determined by the Testing Agent shall be adjusted in accordance with normal industry practice, based upon testing by the Testing Agent, for water, contaminants, and sediment using standard industry guidelines, including ones relating to temperature, pressure and specific gravity. The Testing Agent shall issue a written report within twenty (20) days after the Effective Time, setting forth the volumes and quantities.
Sample 1
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Method of Inventory Determination. (i) For purposes of this Agreement, determination of any volumes of Feedstock Inventory, Product Inventory, Exchange Inventory, and Inventory in Transit required shall be made by two independent inspectors ("Testing Agents") appointed by Buyer and Seller and mutually acceptable to both Parties. The volumes determined by the Testing Agents shall be adjusted in accordance with normal industry practice, based upon testing by the Testing Agents, for water, contaminants, and sediment using standard industry guidelines, including ones relating to temperature, pressure and specific gravity. The Testing Agents shall issue a joint written report within twenty (20) days after the Effective Time, setting forth the volumes and quantities. In the event the Testing Agents initially are unable to agree upon any volumes of any inventory, then the Testing Agents shall retest and remeasure until the Testing Agents are in agreement. (ii) Presence at Inventory Determination. In addition to the presence of such employees as is normal to the Operations, and subject to the right of Company to conduct the Operations, each Party shall be entitled, at its own expense, to have any employee, agent, consultant or other authorized representative present for any inventory determination so long as such employee, agent, consultant or other authorized representative does not interfere with the tasks or responsibilities of the Testing Agents.
Sample 1
Method of Inventory Determination. (i) For purposes of this Agreement, determination of any volumes of Seller Feedstock Inventory and Seller Product Inventory at the Effective Time shall be made by two independent inspectors ("Testing Agents") appointed by Buyer and Seller and mutually acceptable to both Parties. The volumes determined by the Testing Agents shall be adjusted in accordance with normal industry practice, based upon testing by the Testing Agents, for water, contaminants, and sediment using standard industry guidelines, including those relating to temperature, pressure and specific gravity. The Testing Agents shall issue a joint written report within twenty (20) days after the Effective Time, setting forth the volumes and quantities on a tank, vessel or location basis. In the event the Testing Agents initially are unable to agree upon any volumes of any inventory, then the Testing Agents shall retest and re-measure until the Testing Agents are in agreement. (ii) Presence at Inventory Determination. In addition to the presence of such employees as is normal to the Operations, and subject to the right of Seller to conduct the Operations, each Party shall be entitled, at its own expense, to have any employee, agent, consultant or other authorized representative present for any inventory determination so long as such employee, agent, consultant or other authorized representative does not interfere with the tasks or responsibilities of the Testing Agents. (iii) Estimate of Net Working Capital Adjustment. ------------------------------------------ (A) Seller shall make a good faith estimate of the Net Working Capital Adjustment and provide a copy thereof to Buyer (the "Net Working Capital Estimate") setting forth Seller's calculations thereof, including Seller's good faith estimate of the ownership, types, characteristics and volumes, on a tank, vessel or location basis, of Seller Feedstock Inventory and Seller Product Inventory and Seller's estimate of the WC Adjustment Items, at least five (5) business days in advance of the Closing Date (the "Net Working Capital Estimate Date"). (B) If, within 30 days after the Closing Date for Inventory and 60 days after the Closing Date for other WC Adjustment Items, Buyer determines in good faith that the Net Working Capital Adjustment has not been prepared and determined correctly, Buyer will give written notice to Seller within such 30 or 60 day period, as applicable, (i) setting forth Buyer's proposed changes to the Net Working Capital Adjus...
Sample 1
Method of Inventory Determination. (i) For purposes of this Agreement, determination of any volumes of Seller Feedstock Inventory and Seller Product Inventory at the Effective Time shall be made by two independent inspectors ("Testing Agents") appointed by Buyer and Seller and mutually acceptable to both Parties. The volumes determined by the Testing Agents shall be adjusted in accordance with normal industry practice, based upon testing by the Testing Agents, for water, contaminants, and sediment using standard industry guidelines, including those relating to temperature, pressure and specific gravity. The Testing Agents shall issue a joint written report within twenty (20) days after the Effective Time, setting forth the volumes and quantities on a tank, vessel or location basis. In the event the Testing Agents initially are unable to agree upon any volumes of any inventory, then the Testing Agents shall retest and re-measure until the Testing Agents are in agreement.
Sample 1
Method of Inventory Determination. (i) For purposes of this Agreement, any required determination of volumes of Equilon Feedstock Inventory and Equilon Product Inventory shall be made by two independent inspectors ("Testing Agents") appointed by Buyer and Seller and mutually acceptable to both Parties. The volumes determined by the Testing Agents shall be adjusted in accordance with normal industry practice, based upon testing by the Testing Agents, for water, contaminants and sediment using standard industry guidelines, including ones relating to temperature, pressure and specific gravity. The Testing Agents shall issue a joint written report within twenty (20) days after the Effective Time, setting forth the volumes and quantities. In the event the Testing Agents initially are unable to agree upon any volumes of any inventory, then the Testing Agents shall retest and re-measure until the Testing Agents are in agreement; (ii) Presence at Inventory Determination. In addition to the presence of such employees as is normal to the Operations, and subject to the right of Seller to conduct the Operations, each Party shall be entitled, at its own expense, to have any employee, agent, consultant or other authorized representative present for any inventory determination so long as such employee, agent, consultant or other authorized representative does not interfere with the tasks or responsibilities of the Testing Agents; and
Sample 1
Method of Inventory Determination. (i) Determination of the volumes of Seller Feedstock Inventory, Seller Product Inventory and Seller Retail Site Product Inventory, at the Effective Time, shall be made by independent inspectors ("Testing Agents") appointed by Buyer and Seller at least ten (10) days prior to the Closing Date and mutually acceptable to both Parties. The volumes determined by the Testing Agents shall be adjusted in accordance with normal industry practice, based upon testing by the Testing Agents, for water, contaminants, and sediment using standard industry guidelines, including those relating to temperature, pressure and specific gravity. The Testing Agents shall issue a written report within twenty (20) days after the Closing Date, setting forth the volumes and quantities on a tank, vessel, pipeline and/or location basis. (ii) Determination of the Seller Non-Hydrocarbon Retail Site Inventory, at the Effective Time, shall be determined by an independent inventory service firm, retained at least ten (10) days prior to the Closing Date at the mutual agreement of Seller and Buyer. Commencing at or about 6:00 a.
Sample 1

Related to Method of Inventory Determination

  • INDEPENDENT PRICE DETERMINATION 6.1 By signing and submitting this bid, the Bidder certifies that the prices in this bid have been arrived at independently, without consultation, communication or agreement, for the purpose of restricting competition, as to any matter relating to such prices with any other Bidder or with any competitor; unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the Bidder prior to bid opening directly or indirectly to any other Bidder or to any competitor; no attempt has been made, or will be made, by the Bidder to induce any person or firm to submit, or not to submit, a bid for the purpose of restricting competition.

  • Challenge to Good Faith Determination Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Section 4, such determination may be challenged in good faith by the Holder, and any dispute shall be resolved by an investment banking firm of recognized national standing selected by the Holder and reasonably acceptable to the Company.

  • Good Faith Determination The Company shall from time to time make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with reputable insurance companies providing the officers and directors of the Company with coverage for losses incurred in connection with their services to the Company or to ensure the Company’s performance of its indemnification obligations under this Agreement.

  • HHS Single Audit Unit will notify Grantee to complete the Single Audit Determination Form If Grantee fails to complete the form within thirty (30) calendar days after receipt of notice, Grantee maybe subject to sanctions and remedies for non-compliance.

  • Eligibility Determination EOHHS will have sole authority for determining whether individuals or families meet any of the eligibility criteria and therefore are eligible to enroll in a Health Plan.

  • Method of Calculation All calculations under this Section 4 shall be made to the nearest one hundredth of a share.

  • Method of Computation To determine the Adviser’s liability with respect to the Excess Amount, each month the Fund Operating Expenses for the Fund shall be annualized as of the last day of the month. If the annualized Fund Operating Expenses for any month exceeds the Operating Expense Limit of the Fund, the Adviser shall first waive or reduce its investment advisory fee for such month by an amount sufficient to reduce the annualized Fund Operating Expenses to an amount no higher than the Operating Expense Limit. If the amount of the waived or reduced investment advisory fee for any such month is insufficient to pay the Excess Amount, the Adviser shall also remit to the Fund an amount that, together with the waived or reduced investment advisory fee, is sufficient to pay such Excess Amount.

  • Rate Redetermination for Market Change In the event of delay or interruption, exceeding 90 days, under B8.33, Contracting Officer shall make an appraisal to determine for each species the difference between the appraised unit value of Included Timber immediately prior to the delay or interruption and the appraised unit value of Included Timber immediately after the delay or interruption. The appraisal shall be done after any rate redetermination done pursuant to B3.31, using remaining volumes.

  • Termination Procedures and Compensation During Dispute 7.1. After a Change in Control and during the term of this Agreement, any purported termination of the Executive's employment (other than by reason of death) shall be communicated by written Notice of Termination from one party hereto to the other party hereto in accordance with Section 10 hereof. For purposes of this Agreement, a "Notice of Termination" shall mean a notice which shall indicate the specific termination provision in this Agreement relied upon and shall set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive's employment under the provision so indicated. Further, a Notice of Termination for Cause issued by the Company is required to include a copy of a resolution duly adopted by the affirmative vote of not less than three-quarters (3/4) of the entire membership of the Board at a meeting of the Board which was called and held for the purpose of considering such termination (after reasonable notice to the Executive and an opportunity for the Executive, together with the Executive's Counsel, to be heard before the Board) finding that, in the good faith opinion of the Board, the Executive engaged in conduct set forth in clause (i) or (ii) of the definition of Cause herein, and specifying the particulars thereof in detail.

  • Performance During Dispute Unless otherwise directed by the City, the Consultant shall continue performance under this Agreement while matters in dispute are being resolved.

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