Inventory Shortfall definition

Inventory Shortfall has the meaning specified in Section 5.14.
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Inventory Shortfall has the meaning set forth in Section 2.8(e).
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Inventory Shortfall means, with respect to each Closing Inventory Amount, (i) if such Closing Inventory Amount falls short of the applicable Inventory Target by more than
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Examples of Inventory Shortfall in a sentence

  • In the event the Cost of the Chicago Inventory is less than the then-outstanding principal amount of the Chicago Subordinated Note (the "Inventory Shortfall"), Buyer shall pay Seller a cash payment equivalent to the Inventory Shortfall following its receipt of the results of physical confirmation of the Chicago Inventory, which shall be conducted by Seller as hereinafter described.

  • On the Closing Date and subject to final adjustment in accordance with this Article 4, the Purchaser shall (a) pay or cause to be paid to the Seller the Gross Purchase Price plus any positive Estimated NWC Adjustment plus any Inventory Excess less any negative Estimated NWC Adjustment less any Inventory Shortfall (subject to further adjustment as provided in Section 4.4 and Section 8.5(b), the “Closing Purchase Price”) less the Escrow Amount and (b) assume the Assumed Liabilities.

  • As provided by the Escrow Agreement, the Escrow Funds will be applied to satisfy any Inventory Shortfall and/or Accounts Shortfall, and after full satisfaction thereof any remaining Escrow Funds will be released to Seller.

  • The Closing cash payment to be made by the Buyer to the Seller for all of the Purchased Assets shall be that amount equal to (i) the Base Purchase Price, plus or minus (ii) the Inventory Surplus or Inventory Shortfall, as applicable and as provided in Section 2.6(a) and minus (iii) the PTO Credit as provided in Section 5.5 (the “Closing Payment”).

  • The initial purchase price for the Shares at Closing shall be an amount equal to: (a) $519,750,000, plus (i) the amount, if any, by which Estimated Working Capital exceeds Target Working Capital, less (ii) the amount, if any, by which Target Working Capital exceeds Estimated Working Capital, and less (iii) the sum of (A) the amount of the Estimated Vault Inventory Shortfall, if any, as determined pursuant to Section 1.5.2, and (B) the ATM Inventory Holdback (the “Initial Purchase Price”).

  • To the extent that the Inventory Shortfall is reduced as a result of that reconciliation, Cardinal will refund to Kmart the reduction in the Inventory Shortfall, plus interest at [***]% per annum, on January 31, 2003.

  • In addition, Kmart hereby acknowledges that the value of all Consigned Inventory in the possession and control of Kmart as of end of contract year 6, July 31, 2002, according to Cardinal's books and records was $[***] (the "CY 6 Inventory Value"), and to the extent that Kmart cannot reconcile its books and records to the CY 6 Inventory Value on or before the Effective Date, Kmart shall pay the shortfall to Cardinal on the first business day following the Effective Date (the "Inventory Shortfall").

  • If the Closing Inventory (as finally determined following any dispute resolution process initiated under Section 2.8(d)) is less than the Minimum Inventory specified in any Minimum Inventory Category, then Seller shall pay to Buyer the Inventory Shortfall (as defined below) ten (10) Business Days following the final determination of the Closing Inventory hereunder.

  • Seller shall use commercially reasonable efforts to ensure that the Closing Inventory, as reflected in the Closing Inventory Statement, equals or exceeds the Minimum Inventory, provided, however, that Buyer’s and Parent’s remedy for a failure to satisfy such covenant shall be exclusively limited to the Inventory Shortfall payment described in Section 2.8(e).

  • If there is no Actual Inventory Shortfall or Actual Inventory Excess, the Actual Inventory Adjustment shall be zero (0).


More Definitions of Inventory Shortfall

Inventory Shortfall is defined in Section 6.06.
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Inventory Shortfall has the meaning set forth in Section 4.3(c).
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Inventory Shortfall means the aggregate total of (i) the actual unit shortfall, if any, in each Minimum Inventory Category (i.e., Closing Inventory compared to Minimum Inventory) times (ii) the book value of each such unit calculated in accordance with GAAP as consistently applied by Seller.
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Inventory Shortfall means with respect to each type of Inventory set forth on Schedule 4.07(b)(i), the excess, if any, of the Target Inventory Amount over the Closing Inventory Amount.
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Inventory Shortfall means, on an API-by-API basis, either
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Related to Inventory Shortfall

  • Working Capital Shortfall means the amount, if any, by which Working Capital is less than the Working Capital Target.

  • Finance Charge Shortfall shall have the meaning specified in Section 4.09.

  • Daily Principal Shortfall means, on any date of determination, the excess of the Group One Monthly Principal Payment for the Monthly Period relating to such date over the month to date amount of Collections processed in respect of Principal Receivables for such Monthly Period allocable to investor certificates of all outstanding Series in Group One, not subject to reallocation, which are on deposit or to be deposited in the Principal Account on such date.

  • Available Funds Shortfall as defined in Section 3.04(b).

  • Capitalization Reimbursement Shortfall Amount With respect to any Distribution Date and, with respect to any Mortgage Pool comprised of two or more Loan Groups, each Loan Group, the amount, if any, by which the amount of Advances or Servicing Advances that were added to the Stated Principal Balance of all Mortgage Loans (or, if the Mortgage Pool is comprised of two or more Loan Groups, on the Mortgage Loans in the related Loan Group) during the preceding calendar month exceeds the amount of principal payments on the Mortgage Loans included in the Available Distribution Amount (or, if the Mortgage Pool is comprised of two or more Loan Groups, Available Distribution Amount for the related Loan Group) for that Distribution Date.

  • Series Principal Shortfall means with respect to any Transfer Date, the excess, if any, of (a) (i) with respect to any Transfer Date relating to the Controlled Accumulation Period, the Controlled Deposit Amount for such Transfer Date, and (ii) with respect to any Transfer Date during the Rapid Amortization Period, the Adjusted Investor Interest over (b) the Investor Principal Collections minus the Reallocated Principal Collections for such Transfer Date.

  • Collateral Shortfall Amount is defined in Section 8.1.

  • Class A-P Collection Shortfall With respect to the Cash Liquidation or REO Disposition of a Discount Mortgage Loan and any Distribution Date, the excess of the amount described in Section 4.02(b)(i)(C)(1) over the amount described in Section 4.02(b)(i)(C)(2).

  • Principal Shortfall For any Distribution Date, the amount, if any, by which (i) the Principal Distribution Amount for the preceding Distribution Date exceeds (ii) the aggregate amount actually distributed with respect to principal on the Non-Vertically Retained Principal Balance Certificates on such preceding Distribution Date in respect of such Principal Distribution Amount.

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.

  • Available Funds Shortfall Amount means, as of any Payment Date, the amount, if any, by which the aggregate amount required to be paid pursuant to clauses first through twelfth of Section 4.4(a) of the Sale and Servicing Agreement exceeds the Available Funds for such Payment Date.

  • Deficiency Amount shall have the meaning set forth for such term in Section 4.03(a) hereof. “Department” shall mean the South Carolina Department of Revenue.

  • Excess Cash Flow Payment Date means the earlier of (a) the date occurring 90 days after the last day of each fiscal year of the Borrower (commencing with the fiscal year of the Borrower ending December 31, 2018) and (b) the third Business Day following the date on which financial statements with respect to such period are delivered pursuant to Section 5.01(c).

  • Collateral Minimum Monthly Interest shall have the meaning specified in subsection 4.02(c).

  • Retained Excess Cash Flow Amount means, at any date of determination, an amount, determined on a cumulative basis, that is equal to the aggregate cumulative sum of the Excess Cash Flow that is not required to be applied as a mandatory prepayment under Section 2.11(b)(i) for all Excess Cash Flow Periods ending after the Closing Date and prior to such date; provided that such amount shall not be less than zero for any Excess Cash Flow Period.

  • Excess Cash Flow Payment Period means, with respect to any Excess Cash Flow Payment Date, the immediately preceding fiscal year of the Borrower.

  • Collateral Senior Minimum Monthly Interest shall have the meaning specified in subsection 4.02(d).

  • Daily Maximum Cash Amount means, with respect to the conversion of any Note, the quotient obtained by dividing (A) the Specified Dollar Amount applicable to such conversion by (B) forty (40).

  • Class B Note Principal Shortfall means, as of the close of any distribution date, the excess of: • the Class B Noteholders’ Principal Distribution Amount on that distribution date, over • the amount of principal actually distributed to the class B noteholders on that distribution date.

  • Class A Note Principal Shortfall means, as of the close of any distribution date, the excess of: • the Class A Noteholders’ Principal Distribution Amount on that distribution date, over • the amount of principal actually distributed or allocated to the class A noteholders or deposited into the accumulation account on that distribution date.

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

  • Total Available Funds shall have the meaning set forth in Section 5.7(a).

  • Delinquency Amount means, as of any Distribution Date, the Principal Balance of all Contracts that were delinquent 60 days or more as of the end of the related Due Period (including Contracts in respect of which the related Motorcycles have been repossessed and are still in inventory).

  • Excess Overcollateralization Amount With respect to any Distribution Date, the excess, if any, of (a) the Overcollateralization Amount on such Distribution Date over (b) the Required Overcollateralization Amount for such Distribution Date.

  • Advance Amount means with respect to Class A Advances, the Class A Advance Amount and, with respect to Class B Advances, the Class B Advance Amount.