Book Value Defined Sample Clauses

Book Value Defined. The Book Value per Share shall be equal to the book net worth of the Company (on a consolidated basis with subsidiaries, if any), less the amount of the liquidation preference of any outstanding preferred stock of the Company, on the date in question divided by the sum of (i) the number of shares of Common Stock of the Company outstanding on such date and (ii) the number of shares of Common Stock of the Company issuable upon exercise of outstanding options, warrants or other securities convertible into shares of Common Stock of the Company. The Book Value per Share shall be determined as of the close of the Company's fiscal year preceding an offer described in Paragraph 2, unless such event occurs more than one hundred days following the close of such fiscal year, in which case the Book Value per Share shall be determined as of the end of the fiscal quarter preceding the date such offer was made. The determination of book net worth shall be based solely on the Company's regularly prepared financial statements, which, in the Company's discretion, may be internally generated or prepared by a management company performing services for the Company. Notwithstanding the foregoing, in the event that the book net worth of the Company is decreased by reason of the payment of dividends (other than stock dividends payable in Shares), redemption payments or other payments made on or with respect to the Shares or is increased by capital contributions of the Shareholder whose Shares are to be purchased, subsequent to the date as of which the Book Value is determined but prior to a settlement pursuant to Paragraph 7, the Book Value per Share of the Shares as determined pursuant to Paragraph 8 shall be decreased to appropriately reflect such decrease in book net worth, and the aggregate Book Value per Share of such Shareholder's Shares shall be increased by the amount of such Shareholder's capital contribution, as though such decrease or increase occurred on the date as of which the Book Value per Share is determined pursuant to the provisions hereof. In the event that the outstanding Shares shall be subdivided into a greater or combined into a lesser number of Shares, whether by stock dividend, stock split or combination of Shares, subsequent to the date as of which the Book Value is determined but prior to a settlement pursuant to Paragraph 7, the Book Value per Share as determined pursuant to the foregoing provisions of this Paragraph 8 shall, for purposes of Paragraph...
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Book Value Defined. Traditionally, a company’s book value is its total assets minus intangible assets and liabilities. In some companies, there is a pre-agreed and documented calculation for “Book Value” which identifies which assets are to be included and the method of valuing that asset, if other than the value documented in the company financials. If the company is a cash method taxpayer, the definition of book value should address whether or not an estimate of the company’s deferred tax liability will be booked and reflected in the calculation of book value.
Book Value Defined. Subject to the limitation and conditions set forth in Section 7.14 above, tire term "Book Value shall mean the following amounts described below in this Section 7.14.1:
Book Value Defined. Subject to the limitation and conditions set forth in Section 7.14 above, the term "Book Value shall mean the following amounts described below in this Section 7.14.1:

Related to Book Value Defined

  • Cause Defined For purposes of this Agreement, the term "

  • Knowledge Defined For purposes of this Agreement, the term “the Company's knowledge” or similar references to knowledge as used herein shall mean in the case of the Members and the Company, the actual knowledge of Rxxxxxx Xxxxxx, Sxx Xxxxxxxx and Jxxx Xxxxxxx after reasonably inquiry.

  • Key Definitions As used herein, the following terms shall have the following respective meanings:

  • Change of Control Defined For purposes of this this Note, the term “

  • Cause Definition For purposes of this Agreement, “Cause” shall mean (i) Executive’s material breach of this Agreement that is not corrected within a 30 day correction period that begins upon delivery to Executive of a written demand from the Board that describes the basis for the Board’s belief that Executive has materially breached this Agreement; (ii) any willful act of fraud or dishonesty that causes material damage to the Company; (iii) any willful violation of the Company’s xxxxxxx xxxxxxx policy; (iv) any willful violation of the Company’s conflict of interest policies; (v) any willful unauthorized use or disclosure of trade secrets or other confidential information; or (vi) Executive’s conviction of a felony. The foregoing shall not be deemed an exclusive list of all acts or omissions that the Company may consider as grounds for the termination of Executive’s Employment, but it is an exclusive list of the acts or omissions that shall be considered “Cause” for the termination of Executive’s Employment by the Company.

  • Disability Defined For the purposes of this Agreement, the Executive shall be deemed to have terminated his employment by reason of “Disability”, if the Board shall determine that the physical or mental condition of the Executive prevents him from the normal performance of his duties as determined by the Board.

  • Property Defined The Real Estate, Improvements, Personal Property, Leases and Intangible Property are sometimes collectively referred to herein as the “Property.”

  • Change in Control Defined For purposes of this Agreement, the term “Change in Control” shall mean the occurrence of any of the following events:

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