Stock-in-trade Sample Clauses

Stock-in-trade has not purchased stocks in quantities or at prices materially greater than was the practice of the Company prior to the Balance Sheet Date;
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Stock-in-trade. Seller shall not engage in any activity which will cause all or any part of the Property to be considered either of the following: (1) stock in trade or other property of a kind which would properly be includable in inventory if on hand at the close of the taxable year; or (2) property held primarily for sale to customers in the ordinary course of the trade or business.
Stock-in-trade. The composition and size of the stock-in-trade of each of the Group Companies as at the Accounts Date were appropriate and normal for the business of each of the Group Companies and since the Accounts Date no material change in respect of the composition and size of the stock-in-trade of each of the Group Companies has occurred.
Stock-in-trade. The stock in trade of each of the Companies is in good condition and so far as the Vendors are aware meets all relevant statutory, regulatory and industry accepted standards or contractual specifications.
Stock-in-trade. All of the Vendor's stock-in-trade of goods, wares and merchandise on hand for resale including each and every item set forth and enumerated in Schedule "C" hereto, as well as all other ancillary materials located at the Premises;
Stock-in-trade. The value of the stock in trade as shown in the Accounts is at cost as at the Accounts Date and stock and work-in-progress have been valued on a basis consistent with the basis of valuation adopted in all audited accounts of the Company since its date of incorporation and no provision or reserve has been made in the Accounts for obsolete or slow moving stock.
Stock-in-trade. The Target Group ‘s stock-in-trade is in good condition, is capable of being sold by the Target Group in the ordinary course of business in accordance with its current price list without rebate or allowance and the level of such stock-in-trade is not unusually high or low having regard to the Target Group ‘s current requirements and past practices.
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Stock-in-trade. 6.1. The Vendor shall sell, assign, transfer and deliver to the Purchaser at the address of the Vendor: (i) all new products which have been manufactured by the Vendor on basis of the Product Rights and which are physically existing in the inventory of the Vendor on the Closing Date (herein- after referred to as the "New Products"); and (ii) all accessories and fixtures to the New Products which are physically existing in the inventory of the Vendor on the Closing Date (hereinafter referred to as the "Spare Parts"). 6.2. The Vendor and the Purchaser have carried out a joint physical stock-taking prior to the Closing Date for purpose of determining and identifying the total stock of New Products and Spare Parts to be taken over by the Purchaser. All New Products and Spare Parts have been packed in sealed boxes by the Vendor and the Purchaser at the address of the Vendor. 6.3. The stock of New Products and the stock of Spare Parts have, on an item by item basis, been finally priced in accordance with the calculation made as of March 31st, 1999 together with the list showing items on the way from AMER to Rsch; the result of which is shown in Schedule 2 which is attached hereto and incorporated by reference as if fully set forth herein. 6.4. The parties agree that as a general rule the New Products have been priced at net book value, whereas the Spare Parts have been priced at ten to fifty (10 - 50) percent of net book value. A reserve for obsolete and slow moving items already has been reflected. Not withstanding the aforementioned the parties agree that the Vendor shall deliver ten (10) product items of the "Hear Man" hearing tester and thirty (30) product items of the "Hear Man" hearing tester with light mechanical defects to the Purchaser free of charge. 6.5. If the number of products making up the stock of the New Products exceeds the number of similar products actually sold by the Vendor during the last twelve (12) calendar months prior to the Closing Date, then a reserve of ninety (90) percent of the net book value of such surplus stock shall be taken.

Related to Stock-in-trade

  • Stock Incentives Executive shall be entitled to such vesting or other benefits as are provided by the award agreement pertaining thereto.

  • Registration of the Common Stock The Company agrees that as soon as practicable, but in no event later than fifteen (15) Business Days after the closing of its initial Business Combination, it shall use its best efforts to file with the Commission a registration statement for the registration, under the Securities Act, of the shares of Common Stock issuable upon exercise of the Warrants. The Company shall use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the Warrants in accordance with the provisions of this Agreement. If any such registration statement has not been declared effective by the 60th Business Day following the closing of the Business Combination, holders of the Warrants shall have the right, during the period beginning on the 61st Business Day after the closing of the Business Combination and ending upon such registration statement being declared effective by the Commission, and during any other period when the Company shall fail to have maintained an effective registration statement covering the shares of Common Stock issuable upon exercise of the Warrants, to exercise such Warrants on a “cashless basis,” by exchanging the Warrants (in accordance with Section 3(a)(9) of the Securities Act (or any successor rule) or another exemption) for that number of shares of Common Stock equal to the quotient obtained by dividing (x) the product of the number of shares of Common Stock underlying the Warrants, multiplied by the difference between the Warrant Price and the “Fair Market Value” (as defined below) by (y) the Fair Market Value. Solely for purposes of this subsection 7.4.1, “Fair Market Value” shall mean the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the date that notice of exercise is received by the Warrant Agent from the holder of such Warrants or its securities broker or intermediary. The date that notice of cashless exercise is received by the Warrant Agent shall be conclusively determined by the Warrant Agent. In connection with the “cashless exercise” of a Public Warrant, the Company shall, upon request, provide the Warrant Agent with an opinion of counsel for the Company (which shall be an outside law firm with securities law experience) stating that (i) the exercise of the Warrants on a cashless basis in accordance with this subsection 7.4.1 is not required to be registered under the Securities Act and (ii) the shares of Common Stock issued upon such exercise shall be freely tradable under United States federal securities laws by anyone who is not an affiliate (as such term is defined in Rule 144 under the Securities Act (or any successor statute)) of the Company and, accordingly, shall not be required to bear a restrictive legend. Except as provided in subsection 7.4.2, for the avoidance of any doubt, unless and until all of the Warrants have been exercised or have expired, the Company shall continue to be obligated to comply with its registration obligations under the first three sentences of this subsection 7.4.1.

  • Reservation of Common Shares As of the date hereof, the Company has reserved and the Company shall continue to reserve and keep available at all times, free of preemptive rights, a sufficient number of Common Shares for the purpose of enabling the Company to issue Shares pursuant to this Agreement and Warrant Shares pursuant to any exercise of the Warrants.

  • GRANT OF THE RIGHT TO PURCHASE PREFERRED STOCK The Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase from the Company, 9,694 fully paid and non-assessable shares of the Company’s Series B Preferred Stock (“Preferred Stock”) at a purchase price of $4.90 per share (the “Exercise Price”). The number and purchase price of such shares are subject to adjustment as provided in Section 8 hereof.

  • SECURITIES SYSTEMS The Custodian may deposit and/or maintain securities owned by a Portfolio in a U.S. Securities System in compliance with the conditions of Rule 17f-4 under the 1940 Act, as amended from time to time.

  • GRANT OF THE RIGHT TO PURCHASE COMMON STOCK (a) For value received, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, up to the aggregate number of fully paid and non-assessable shares of Common Stock (as defined below) as determined pursuant to Section 1(b) below, at a purchase price per share equal to the Exercise Price (as defined below). The number and Exercise Price of such shares are subject to adjustment as provided in Section 8. As used herein, the following terms shall have the following meanings:

  • Reservation of Common Stock As of the date hereof, the Company has reserved and the Company shall continue to reserve and keep available at all times, free of preemptive rights, a sufficient number of shares of Common Stock for the purpose of enabling the Company to issue Shares pursuant to this Agreement and Warrant Shares pursuant to any exercise of the Warrants.

  • Monies and Shares of Common Stock to Be Held in Trust All monies and shares of Common Stock received by the Trustee shall, until used or applied as herein provided, be held in trust for the purposes for which they were received. Money and shares of Common Stock held by the Trustee in trust hereunder need not be segregated from other funds except to the extent required by law. The Trustee shall be under no liability for interest on any money or shares of Common Stock received by it hereunder except as may be agreed from time to time by the Company and the Trustee.

  • Future Stock Incentive Plans Nothing in this Agreement shall be construed or applied to preclude or restrain the Corporation from adopting, modifying or terminating stock incentive plans for the benefit of employees, directors or other business associates of the Corporation, the Company or any of their respective Affiliates. The Members acknowledge and agree that, in the event that any such plan is adopted, modified or terminated by the Corporation, amendments to this Section 3.10 may become necessary or advisable and that any approval or consent to any such amendments requested by the Corporation shall be deemed granted by the Manager and the Members, as applicable, without the requirement of any further consent or acknowledgement of any other Member.

  • Registration and Safekeeping of Deposited Securities The Depositary shall instruct the Custodian upon each Delivery of registered Shares being deposited hereunder with the Custodian (or other Deposited Securities pursuant to Article IV hereof), together with the other documents above specified, to present such Shares, together with the appropriate instrument(s) of transfer or endorsement, duly stamped, to the Share Registrar for transfer and registration of the Shares (as soon as transfer and registration can be accomplished and at the expense of the person for whom the deposit is made) in the name of the Depositary, the Custodian or a nominee of either. Deposited Securities shall be held by the Depositary, or by a Custodian for the account and to the order of the Depositary or a nominee of the Depositary, in each case, on behalf of the Holders and Beneficial Owners, at such place(s) as the Depositary or the Custodian shall determine. Notwithstanding anything else contained in the Deposit Agreement, any ADR(s), or any other instruments or agreements relating to the ADSs and the corresponding Deposited Property, the registration of the Deposited Securities in the name of the Depositary, the Custodian or any of their respective nominees, shall, to the maximum extent permitted by applicable law, vest in the Depositary, the Custodian or the applicable nominee the record ownership in the applicable Deposited Securities with the beneficial ownership rights and interests in such Deposited Securities being at all times vested with the Beneficial Owners of the ADSs representing the Deposited Securities. Notwithstanding the foregoing, the Depositary, the Custodian and the applicable nominee shall at all times be entitled to exercise the beneficial ownership rights in all Deposited Property, in each case only on behalf of the Holders and Beneficial Owners of the ADSs representing the Deposited Property, upon the terms set forth in the Deposit Agreement and, if applicable, the ADR(s) representing the ADSs. The Depositary, the Custodian and their respective nominees shall for all purposes be deemed to have all requisite power and authority to act in respect of Deposited Property on behalf of the Holders and Beneficial Owners of ADSs representing the Deposited Property, and upon making payments to, or acting upon instructions from, or information provided by, the Depositary, the Custodian or their respective nominees all persons shall be authorized to rely upon such power and authority.

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