Canadian Eligible Inventory definition

Canadian Eligible Inventory means Inventory of Canadian Borrower, that complies with each of the representations and warranties respecting Canadian Eligible Inventory made in the Loan Documents, and that is not excluded as ineligible by virtue of one or more of the excluding criteria set forth below; provided, that such criteria may be revised from time to time by Agent in Agent's Permitted Discretion to address the results of any field examination or appraisal performed by Agent from time to time after the Closing Date. In determining the amount to be so included, Inventory shall be valued at the lower of cost or market on a basis consistent with Canadian Borrower's historical accounting practices. An item of Inventory shall not be included in Canadian Eligible Inventory if:

Canadian Eligible Inventory. Inventory owned by a Canadian Borrower that Agent, in its Permitted Discretion deems to be Canadian Eligible Inventory. Without limiting the foregoing, no Inventory shall be Canadian Eligible Inventory unless it (a) is finished goods or raw materials, and not work-in-process, packaging or shipping materials, labels, samples, display items, bags or manufacturing supplies; (b) is not held on consignment, nor subject to any deposit or down payment; (c) is in new and saleable condition and is not damaged, defective, shopworn or otherwise unfit for sale; (d) is not slow-moving, perishable, obsolete or unmerchantable, and does not constitute repossessed goods; (e) meets all applicable standards imposed by any Governmental Authority, has not been acquired from a Person subject to any Sanction or on any specially designated nationals list maintained by OFAC, and does not constitute hazardous materials under any Environmental Law; (f) conforms with the covenants, representations and warranties contained in Sections 8.4.3 and 9.1.21; (g) is subject to Agent’s duly perfected, first priority Lien, and no other Lien (other than Liens permitted by clauses (g) or (h) of Section 10.2.2 and inchoate Liens permitted by Section 10.2.2 that are at all times junior to Agent’s Liens); (h) is within the continental United States or Canada, is not in transit except between locations of Borrowers and is not consigned to any Person; (i) is not subject to any warehouse receipt or negotiable Document; (j) is not subject to any License or other arrangement that restricts such Canadian Borrower’s or Agent’s right to dispose of such Inventory, unless Agent has received an appropriate Lien Waiver; (k) is not located on leased premises or in the possession of a warehouseman, processor, repairman, mechanic, shipper, freight forwarder or other Person, unless the lessor or such Person has delivered a Lien Waiver or an appropriate Rent and Charges Reserve has been established; (l) is reflected in the details of a current perpetual inventory report; and (m) is located at any location at which the aggregate book value of Inventory at any such location (as reflected in the current perpetual inventory report) is greater than Dollar Equivalent of $50,000 (unless otherwise determined by Agent it its Permitted Discretion).

Canadian Eligible Inventory means, as to each Canadian Borrower, Inventory of such Canadian Borrower consisting of finished goods held for resale in the ordinary course of the business of such Canadian Borrower, raw materials for such finished goods and work in process of such Canadian Borrower, that in each case satisfy the criteria set forth below as determined by Agent. In general, Canadian Eligible Inventory shall not include:

Examples of Canadian Eligible Inventory in a sentence

• With respect to any locations or warehouse space leased as of the Closing Date and thereafter, if the Collateral Agent has not received a Collateral Access Agreement as of the Effective Date (or, if later, as of the date such location is acquired or leased), the applicable Grantor's Eligible U.S. Inventory and Canadian Eligible Inventory at that location shall be subject to such Reserves as may be established by the Administrative Agent in its Permitted Discretion.

• Canadian Availability Reserves: the sum (without duplication) of (a) the aggregate amount of the Canadian Rent Reserve, if any, established pursuant to clause (h) of the definition of Canadian Eligible Inventory; (b) the Canadian LC Reserve; (c) the Canadian Bank Product Reserve; (d) the Canadian Priority Payables Reserve; and (e) such additional reserves, in such amounts and with respect to such matters, as the Agent may establish in its Permitted Discretion.

• In addition, Agent reserves the right, at any time and from time to time after the Closing Date, to adjust any of the applicable criteria and to establish new criteria with respect to Canadian Eligible Inventory, in its Permitted Discretion, subject to the approval of Required Lenders in the case of adjustments or new criteria which have the effect of making more credit available.

• Agent shall have the right to establish, modify, or eliminate Reserves against Canadian Eligible Inventory from time to time in its Permitted Discretion.

• Eligible Inventory: the (a) Australian Eligible Inventory, (b) Belgian Eligible Inventory, (c) Canadian Eligible Inventory, (d) Dutch Eligible Inventory, (e) New Zealand Eligible Inventory, (f) Norwegian Eligible Inventory, (g) Singapore Eligible Inventory, (h) UK Eligible Inventory, and/or (i) U.S. Eligible Inventory, as the context requires.

More Definitions of Canadian Eligible Inventory

Canadian Eligible Inventory means with respect to any Canadian Subsidiary, Inventory that is of a type customarily held as Inventory in such Canadian Subsidiary’s business as being conducted on the Amendment No. 1 Effective Date, and held for sale or lease in the ordinary course of such Canadian Subsidiary’s business, but specifically excluding Inventory which meets any of the following conditions or descriptions:

Canadian Eligible Inventory means, as of any date of determination, the aggregate book value based on an average cost valuation (as shown on the books and records of the Canadian Subsidiaries) of all inventory owned by the Canadian Subsidiaries on a consolidated basis after deducting allowances or reserves relating thereto, but excluding in any event (without duplication) (a) inventory which is subject to any other Lien that is not a Permitted Lien, (b) inventory which is not in good condition or fails to meet standards for sale or use imposed by governmental agencies, departments or divisions having regulatory authority over such goods, (c) inventory which is leased or on consignment, (d) displays and packaging supplies, (e) inventory in possession of a Person other than a Canadian Subsidiary, and (f) inventory which fails to meet such other specifications and requirements as may from time to time be established by the Administrative Agent in its reasonable discretion.

Canadian Eligible Inventory means, at any time, the Inventory of the Canadian Borrower, but excluding any Inventory:

Canadian Eligible Inventory means, as of any date of determination, the aggregate book value (based on an average cost valuation) of all inventory owned by any of the Canadian Subsidiaries on a consolidated basis after deducting allowances or reserves relating thereto, as shown on the books and records of the Canadian Subsidiaries, but excluding in any event (a) inventory which is subject to any other Lien that is not a Permitted Lien, (b) inventory which is not in good condition or fails to meet standards for sale or use imposed by governmental agencies, departments or divisions having regulatory authority over such goods, (c) inventory which is leased or on consignment, (d) displays, (e) inventory in possession of a Person other than a Canadian Subsidiary, and (f) inventory which fails to meet such other specifications and requirements as may from time to time be established by the Administrative Agent in its reasonable discretion.

Canadian Eligible Inventory means, as of any date of --------------------------- determination, all Eligible Inventory of VWR Canada at such date.

Canadian Eligible Inventory the meaning ascribed to the term "Eligible --------------------------- Inventory" in the Canadian Credit Agreement.

Canadian Eligible Inventory means all "Eligible Inventory" as defined in the Canadian Credit Agreement.