Common use of Revaluation Clause in Contracts

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 71 contracts

Samples: Agreement and Plan of Merger (Ellie Mae Inc), Agreement and Plan of Reorganization (Zygo Corp), Merger Agreement (Amera Link Inc)

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Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or;

Appears in 33 contracts

Samples: Merger Agreement (Active Voice Corp), Merger Agreement (SP Holding CORP), Stock Purchase Agreement (PDF Solutions Inc)

Revaluation. Revalue any of its assets, including without ----------- limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 12 contracts

Samples: Agreement and Plan of Reorganization (Kana Communications Inc), Reorganization Agreement (Rational Software Corp), Agreement and Plan of Reorganization (Fogdog Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by changes in generally accepted accounting principles; or

Appears in 7 contracts

Samples: Merger Agreement (Convio, Inc.), Merger Agreement (Pure Biofuels Corp), Merger Agreement (Convio, Inc.)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by changes in GAAP.

Appears in 6 contracts

Samples: Merger Agreement (INPHI Corp), Share Purchase Agreement (Codex DNA, Inc.), Share Purchase Agreement (Cohu Inc)

Revaluation. Revalue any of its assets, including without ----------- limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or;

Appears in 5 contracts

Samples: Agreement and Plan of Reorganization (Sandpiper Networks Inc), Agreement and Plan of Reorganization (Digital Island Inc), Agreement and Plan of Reorganization (Agile Software Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable Receivables other than in the ordinary course of business; or;

Appears in 5 contracts

Samples: Merger Agreement, Merger Agreement (NXT-Id, Inc.), Stock Purchase Agreement (Intercloud Systems, Inc.)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as may be required by GAAP or the Exchange Act;

Appears in 4 contracts

Samples: Merger Agreement (Centra Software Inc), Agreement and Plan of Reorganization (Credence Systems Corp), Merger Agreement (Saba Software Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business, consistent with past practice; or

Appears in 4 contracts

Samples: Merger Agreement (Pixelworks Inc), Merger Agreement (Us Dry Cleaning Corp), Merger Agreement (Us Dry Cleaning Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by changes in GAAP; or

Appears in 4 contracts

Samples: Merger Agreement (Adventrx Pharmaceuticals Inc), Agreement and Plan of Reorganization (Sigmatel Inc), Agreement and Plan of Reorganization (Packeteer Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by changes in GAAP;

Appears in 4 contracts

Samples: Stock Purchase Agreement (EPIRUS Biopharmaceuticals, Inc.), Stock Purchase Agreement (Chyron Corp), Merger Agreement (Nuvasive Inc)

Revaluation. Revalue any of its assets, including without limitation ----------- writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by US GAAP.

Appears in 3 contracts

Samples: Convertible Note and Warrant Purchase Agreement (Rapidtron Inc), Unit Purchase Agreement (Rapidtron Inc), Convertible Note and Warrant Purchase Agreement (Rapidtron Inc)

Revaluation. Revalue any of its assets, including without limitation ----------- writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or;

Appears in 3 contracts

Samples: Merger Agreement (Integrated Measurement Systems Inc /Or/), Merger Agreement (Credence Systems Corp), Merger Agreement (Credence Systems Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orreceivable;

Appears in 3 contracts

Samples: Merger Agreement (Intercontinental Exchange, Inc.), Merger Agreement (Quantum Corp /De/), Agreement and Plan of Merger and Reorganization (Tumbleweed Communications Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or in connection with the audit of its results for the period ending December 31, 2001 or the review of the Closing Balance Sheet; or

Appears in 3 contracts

Samples: Merger Agreement (Euniverse Inc), Merger Agreement (Euniverse Inc), Merger Agreement (L90 Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by generally accepted accounting principles; or

Appears in 3 contracts

Samples: Merger Agreement (Maxygen Inc), Agreement and Plan of Reorganization (Predictive Systems Inc), Merger Agreement (Predictive Systems Inc)

Revaluation. Revalue Other than in the ordinary course of business, revalue any of its material assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessreceivable; or

Appears in 3 contracts

Samples: Merger Agreement (Best Buy Co Inc), Merger Agreement (Musicland Stores Corp), Merger Agreement (Best Buy Co Inc)

Revaluation. Revalue any of its assets, including without ----------- limitation writing down the value of inventory or writing off notes or accounts receivable receivable, other than in the ordinary course of business; orbusiness or as required by applicable law, rule or regulation;

Appears in 2 contracts

Samples: Merger Agreement (E Trade Group Inc), Merger Agreement (E Trade Group Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by changes in GAAP; or

Appears in 2 contracts

Samples: Merger Agreement (Silicon Laboratories Inc), Merger Agreement (Silicon Laboratories Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of or inventory or writing off notes or accounts receivable other than in the ordinary course Ordinary Course of businessBusiness; or

Appears in 2 contracts

Samples: Stock Purchase Agreement (Brazil Fast Food Corp), Stock Purchase Agreement (Aig Latin America Equity Partners LTD)

Revaluation. Revalue any of its material assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 2 contracts

Samples: Merger Agreement (Legato Systems Inc), Merger Agreement (Ontrack Data International Inc)

Revaluation. Revalue any of its assetsthe Acquired Assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable inventory, other than in the ordinary course of business; or

Appears in 2 contracts

Samples: Asset Purchase Agreement (Genesis Group Holdings Inc), Asset Purchase Agreement (Genesis Group Holdings Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness consistent with past practice;

Appears in 2 contracts

Samples: Merger Agreement (Old Guard Group Inc), Stock Purchase Agreement (Mercer Insurance Group Inc)

Revaluation. Revalue any of its assetsassets for financial accounting ----------- purposes, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 2 contracts

Samples: Purchase Agreement (Naviant Inc), Purchase Agreement (Naviant Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by GAAP; or

Appears in 2 contracts

Samples: Merger Agreement (Cash Systems Inc), Merger Agreement (Global Cash Access Holdings, Inc.)

Revaluation. Revalue any of its assets, ----------- including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or;

Appears in 2 contracts

Samples: Agreement and Plan of Merger (DentalServ.com), Merger Agreement (DentalServ.com)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by applicable law or regulations; or

Appears in 2 contracts

Samples: Strategic Business Combination Agreement (Mattson Technology Inc), Strategic Business Combination Agreement (Steag Electronic Systems GMBH)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course Ordinary Course of business; orBusiness or as required by changes in Indian GAAP.

Appears in 2 contracts

Samples: Share Subscription Agreement (Millennium India Acquisition CO Inc.), Share Subscription Agreement (Millennium India Acquisition CO Inc.)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness except as required by GAAP;

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Tandy Corp /De/), Agreement and Plan of Reorganization (Amerilink Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by GAAP; or

Appears in 2 contracts

Samples: Merger Agreement (Bea Systems Inc), Merger Agreement (Plumtree Software Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or, consistent with past practice;

Appears in 2 contracts

Samples: Merger Agreement (Flir Systems Inc), Agreement and Plan of Merger (Con-Way Inc.)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by changes in generally accepted accounting principles; or

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Netratings Inc), Agreement and Plan of Reorganization (Netratings Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 1 contract

Samples: Merger Agreement (Paypal Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by changes in GAAP.

Appears in 1 contract

Samples: Merger Agreement (Green Dot Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable receivable, other than in the ordinary course of business; orbusiness or as required by applicable law, rule or regulation;

Appears in 1 contract

Samples: Merger Agreement (Telebanc Financial Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by changes in GAAP, or make any change in its accounting principles, practices or methods, except as required by Applicable Law or GAAP; or

Appears in 1 contract

Samples: Merger Agreement (Forgent Networks Inc)

Revaluation. Revalue any of its the Company’s assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 1 contract

Samples: Option and Purchase Agreement (Netfabric Holdings, Inc)

Revaluation. Revalue revalue any of its assets, including including, without limitation limitation, writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessreceivable; or

Appears in 1 contract

Samples: Merger Agreement (Google Inc.)

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Revaluation. Revalue any of its their assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or, consistent with past practice;

Appears in 1 contract

Samples: Business Acquisition Agreement (China Medical Technologies, Inc.)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by changes in generally accepted accounting principles; or

Appears in 1 contract

Samples: Asset Purchase Agreement (Timeline Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by GAAP other than because of a voluntary action by Target or any of its subsidiaries;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ask Jeeves Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness and consistent with past practice, or as required by applicable law or regulations;

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Mattson Technology Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required under GAAP.

Appears in 1 contract

Samples: Equity Purchase Agreement (Electronics for Imaging Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course Ordinary Course of business; orBusiness;

Appears in 1 contract

Samples: Merger Agreement (Stratasys Inc)

Revaluation. Revalue any of its assetsmaterial assets including, including without limitation limitation, writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 1 contract

Samples: Merger Agreement (Lexmark International Inc /Ky/)

Revaluation. Revalue any of its assetsassets including, including without limitation limitation, writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 1 contract

Samples: Merger Agreement (SDL Inc)

Revaluation. Revalue in any material respect any of its assets, including without limitation writing down the value of inventory or writing off down notes or accounts receivable receivable, other than in the ordinary course of business; orbusiness consistent with past practice or as may be consistent with GAAP.

Appears in 1 contract

Samples: Merger Agreement (Phazar Corp)

Revaluation. Revalue any of its assetsthe Assets, including without ----------- limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or

Appears in 1 contract

Samples: Asset Purchase Agreement (Cais Internet Inc)

Revaluation. Revalue any of its assets, including ----------- without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Gasonics International Corp)

Revaluation. Revalue any of its assets, including without ----------- limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by US GAAP.

Appears in 1 contract

Samples: Convertible Note and Warrant Purchase Agreement (Rapidtron Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course Ordinary Course of businessBusiness or as required by GAAP; or

Appears in 1 contract

Samples: Merger Agreement (Mdsi Mobile Data Solutions Inc /Can/)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by changes in generally accepted accounting principles;

Appears in 1 contract

Samples: Merger Agreement (Entorian Technologies Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by changes in GAAP or Applicable Law.

Appears in 1 contract

Samples: Merger Agreement (Nuvasive Inc)

Revaluation. Revalue revalue any of its assetsthe Purchased Assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessreceivable; or

Appears in 1 contract

Samples: Asset Purchase Agreement (Looksmart LTD)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or, or as required by GAAP;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Virage Logic Corp)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; or;

Appears in 1 contract

Samples: Merger Agreement (Silicon Laboratories Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable receivable, other than in the ordinary course of business; or

Appears in 1 contract

Samples: Merger Agreement (Micromuse Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable receivable, other than in the ordinary course Ordinary Course of business; orBusiness;

Appears in 1 contract

Samples: Merger Agreement (Intermec, Inc.)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness consistent with past practice; or

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ashford Com Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of business; orbusiness or as required by GAAP;

Appears in 1 contract

Samples: Merger Agreement (Sigmatel Inc)

Revaluation. Revalue any of its assets, including without limitation writing down the value of inventory or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or as required by changes in GAAP or Target’s auditors and in accordance with GAAP; or

Appears in 1 contract

Samples: Merger Agreement (Staktek Holdings Inc)

Revaluation. Revalue any of its assets, including including, without limitation limitation, writing down the value of inventory or writing off notes or accounts receivable receivable, other than in the ordinary course of business; or;

Appears in 1 contract

Samples: Merger Agreement (Cytyc Corp)

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