Miscellaneous Inventory definition

Miscellaneous Inventory means all miscellaneous inventory of the Company located at the Dealership Premises on the Closing Date and consisting of non-Manufacturer Parts, batteries, tires, and paint, gas, oil and grease, etc., each of which is less than 1 year old, and all of which (in the case of fluids and paint) shall be in unopened containers and usable.
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Miscellaneous Inventory means assets used in the ATOM Facility for the Business Purpose with an acquisition cost or book value of [***]. “MSSA” means that certain (i) master services and supply agreement executed by the Buyer and the Seller on the Effective Date, effective as of theClosing Date, [***].
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Miscellaneous Inventory shall have the meaning assigned thereto in Article 2.1.
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Examples of Miscellaneous Inventory in a sentence

  • At Closing the total Parts and Miscellaneous Inventory that are in their original packaging, current and returnable and with sales in the 12 months prior to closing for an amount equal to the Manufacturer prices as reflected in the most recent pricing catalogs less all discounts and allowances.

  • The classification and valuation of the Manufacturer Parts Inventory and Miscellaneous Inventory shall be established, in accordance with the provisions hereof, by a physical inventory count conducted by an independent inventory service reasonably acceptable to the Parties (the “Parts Inventory”).

  • In no event shall the Seller have any obligation to the Purchaser for Miscellaneous Inventory and/or Unreturned Non-Franchise Inventory in excess of the Escrow Amount.

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  • Miscellaneous Inventory ---------------------- -6- Prepaid Expenses Existing Dealer - average balance of Total Prepaid Expenses.

  • As a part of the Pre-Closing Inspection, Seller shall take a physical inventory and accounting review of (i) the estimates set forth in Section 2.8(a) and (ii) the Transferred Assets, excluding in each case any Miscellaneous Inventory (the “Closing Date Inventory and Inspection”).

  • Purchaser shall use its reasonable best efforts to diligently sell all Miscellaneous Inventory and Unreturned Non-Franchise Inventory on a first in, first out basis consistent with Seller’s past practices.

  • The (i) value of any Obsolete Inventory shall reduce the Purchase Price to the extent such Obsolete Inventory previously resulted in a Purchase Price increase pursuant to Section 2.6(a); and (ii) the book value assigned in the Seller’s asset register for each other Transferred Asset or, in the case of Materials, the Seller’s purchase price for such Materials (excluding in each case any Miscellaneous Inventory) not delivered shall reduce the Purchase Price by such amount (the “Closing Date Adjustments”).

  • Purchaser may, at its option, elect to keep any Miscellaneous Inventory and Unreturned Non-Franchise Inventory which is not sold at the end of such six (6) month, in which case such Miscellaneous Inventory and Unreturned Non-Franchise Inventory will be excluded from the foregoing calculation.

  • At Closing the total Parts and Miscellaneous Inventory as reflected on the most recent Financial Statement and that are in their original packaging, current and returnable and with sales in the 12 months prior to closing for an amount equal to the Manufacturer prices as reflected in current pricing catalogs less all discounts and allowances.


More Definitions of Miscellaneous Inventory

Miscellaneous Inventory means all miscellaneous inventory of the Seller located at the Dealership Premises on the Closing Date and consisting of non-Manufacturer Parts, shop supplies, batteries, tires, and paint, gas, oil and grease, etc., each of which is less than 1 year old, and all of which (in the case of fluids and paint) shall be in unopened containers and usable.
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Miscellaneous Inventory means assets used in the ATOM Facility for the Business Purpose with an acquisition cost or book value of [***].
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Miscellaneous Inventory means Inventory purchased by Seller from Persons with whom Seller is not party to a franchise agreement.
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Related to Miscellaneous Inventory

  • Miscellaneous Interests means the interests of the Optionor in all property, assets and rights (other than the Property) ancillary to the Property to which the Optionor is entitled including, but not limited to, the interests of the Optionor in:

  • Miscellaneous Charges mean charges that apply for miscellaneous services provided at CLEC's request or based on CLEC's actions that result in miscellaneous services being provided by CenturyLink, as described in this Agreement.

  • Miscellaneous unit means a hazardous waste management unit where hazardous waste is treated, stored, or disposed of and that is not a container, tank, surface impoundment, pile, land treatment unit, landfill, incinerator, boiler, industrial furnace, underground injection well with appropriate technical standards under 40 CFR Part 146, containment building, corrective action management unit, or unit eligible for a research, development, and demonstration permit under § 270.65, or staging pile.

  • Miscellaneous Proceeds means any compensation, settlement, award of damages, or proceeds paid by any third party (other than insurance proceeds paid under the coverages described in Section 5) for: (i) damage to, or destruction of, the Property; (ii) condemnation or other taking of all or any part of the Property; (iii) conveyance in lieu of condemnation; or (iv) misrepresentations of, or omissions as to, the value and/or condition of the Property.

  • Miscellaneous is amended in the first paragraph by changing the first letter of each of the words in each of the terms in quotations marks, except "Parent," to the lower case and giving to the term "assignment" the meaning as set forth only in the 1940 Act and the Rules and Regulations thereunder (and not as set forth in the 1933 Act and the Rules and Regulations thereunder.)

  • Excess Inventory means all Inventory and Special Inventory possessed or owned by Flextronics that is not required for consumption to satisfy the next [***] of demand for Products under the then-current purchase order(s) and forecast.

  • Eligible Finished Goods Inventory means all Finished Goods Inventory that is Eligible Inventory.

  • Inventory is all “inventory” as defined in the Code in effect on the date hereof with such additions to such term as may hereafter be made, and includes without limitation all merchandise, raw materials, parts, supplies, packing and shipping materials, work in process and finished products, including without limitation such inventory as is temporarily out of Borrower’s custody or possession or in transit and including any returned goods and any documents of title representing any of the above.

  • Crew Support Costs means all expenses of a general nature which are not particularly referable to any individual vessel for the time being managed by the Managers and which are incurred by the Managers for the purpose of providing an efficient and economic management service and, without prejudice to the generality of the foregoing, shall include the cost of crew standby pay, training schemes for officers and ratings, cadet training schemes, sick pay, study pay, recruitment and interviews.

  • Locational Deliverability Area Reliability Requirement means the projected internal capacity in the Locational Deliverability Area plus the Capacity Emergency Transfer Objective for the Delivery Year, as determined by the Office of the Interconnection in connection with preparation of the Regional Transmission Expansion Plan, less the minimum internal resources required for all FRR Entities in such Locational Deliverability Area.

  • Obsolete Inventory means items that have expired, are redundant or

  • Machinery and equipment shall have the meaning specified in Section 1.1(c).

  • Eligible Inventory means and include Inventory, excluding work in process, with respect to each Borrower, valued at the lower of cost or market value, determined on a first-in, first-out basis, which is not obsolete, slow moving or unmerchantable as determined by Agent in its Permitted Discretion and which Inventory, based on such considerations as Agent may from time to time deem appropriate in its Permitted Discretion including whether the Inventory is subject to a perfected, first priority security interest in favor of Agent and no other Lien (other than a Permitted Encumbrance). Notwithstanding anything herein to the contrary, no Inventory shall be Eligible Inventory to the extent such Inventory was acquired by a Borrower pursuant to an entity creation under Section 7.12 or a Permitted Acquisition, unless Agent has (i) completed field examinations with respect to such Inventory, the results of which are satisfactory in form and substance to Agent in its Permitted Discretion or (ii) waived such restriction in its Permitted Discretion. In addition, Inventory shall not be Eligible Inventory if it: (a) does not conform in all material respects to all standards imposed by any Governmental Body which has regulatory authority over such goods or the use or sale thereof; (b) is in transit (other than between one or more locations where Borrowers are permitted hereunder to maintain or store Inventory and such location is the subject of a Lien Waiver Agreement or a Processor’s Agreement, as applicable, unless such location is owned by Borrower); (c) is located outside the continental United States or at a location that is not otherwise in compliance with this Agreement; (d) constitutes Consigned Inventory (other than Consigned Inventory that is subject to a warehouseman’s waiver in form and substance satisfactory to Agent); (e) is the subject of an Intellectual Property Claim; (f) is subject to a License Agreement that limits, conditions or restricts the applicable Borrower’s or Agent’s right to sell or otherwise dispose of such Inventory, unless Agent is a party to a Licensor/Agent Agreement with the Licensor under such License Agreement (or Agent shall agree otherwise in its Permitted Discretion after establishing reserves against the Formula Amount with respect thereto as Agent shall deem appropriate in its Permitted Discretion); (g) at any time following seventy-five (75) days after the Closing Date (or such later date agreed to by Agent), is situated at a location not owned by a Borrower unless the owner or occupier of such location has executed in favor of Agent a Lien Waiver Agreement or a Processor’s Agreement, as applicable (or Agent shall have established reserves against the Formula Amount with respect thereto as Agent shall deem appropriate in its Permitted Discretion in an amount not to exceed the equivalent of three (3) months’ rental obligation with respect to such location); or (h) if the sale of such Inventory would result in the creation of a Receivable which, on the date of such sale, would fail to constitute an Eligible Receivable due to the operation of any of clauses (b), (c) or (e) – (p) of such definition.

  • Warranty Xxxx of Sale means the warranty (as to title) xxxx of sale covering the Aircraft executed by Manufacturer or an affiliate of Manufacturer in favor of Company and specifically referring to each Engine, as well as the Airframe, constituting a part of the Aircraft.

  • Standard equipment means the basic configuration of a vehicle which is equipped with all the features that are required under the regulatory acts of the Contracting Party including all features that are fitted without giving rise to any further specifications on configuration or equipment level.

  • Product Inventory means all inventory of the Product owned by Seller or its Affiliates as of the Closing, including raw materials, work-in-process, bulk form drug and finished Product.

  • Maximum allowable cost list means a list of drugs for

  • Agricultural equipment includes but is not limited to equipment associated with livestock or crop production, horticulture, or floriculture. “Agricultural equipment” includes but is not limited to tractors; trailers; combines; tillage, planting, and cultivating implements; balers; irrigation implements; and all-terrain vehicles.

  • Fixed Asset Supplies means items included within “Property and Equipment” under the Uniform System of Accounts including, but not limited to, linen, china, glassware, tableware, uniforms, and similar items, whether used in connection with public space or Guest Rooms.

  • Inventory Formula Amount means (i) the lesser of (x) 75% of the Value of Eligible Inventory and (y) 85% of the NOLV Percentage of the Value of Eligible Inventory plus (ii) the lesser of (x) the lesser of (1) 75% of the Value of Eligible In-Transit Inventory and (2) 85% of the NOLV Percentage of the Value of the Eligible In-Transit Inventory and (y) $10,000,000.

  • Transportation equipment means any of the following:

  • Qualified machinery and equipment means all new industrial

  • General purpose equipment means equipment, which is not limited to research, medical, scientific or other technical activities. Examples include office equipment and furnishings, modular offices, telephone networks, information technology equipment and systems, air conditioning equipment, reproduction and printing equipment, and motor vehicles.

  • Personal protective equipment means all equipment worn to minimize exposure to hazards, including gloves, masks, face shields, foot and eye protection, protective hearing devices, respirators, hard hats, and disposable gowns and aprons.

  • Stored-value card means a record evidencing a promise made

  • Rental Equipment means the equipment identified on the Service Agreement and Order Schedule or otherwise notified to you in writing that we will rent to you as part of our provision of the Services and which you will return to us after expiry or termination of the Agreement, subject to the provisions of this Agreement.