Fair Market Value Determinations Sample Clauses

Fair Market Value Determinations. If a determination of Fair Market Value is being made under the Option with respect to a period during which the Stock is neither quoted on NASDAQ nor quoted or listed on a recognized quotation service or a national securities exchange, and the Representative (as hereinafter defined) gives notice that it disagrees with the Committee's determination of Fair Market Value within ten days following the Optionee's receipt of written notice of the Committee's determination of Fair Market Value, the determination of Fair Market Value shall be made by a nationally recognized investment banking firm acceptable to the Representative and the Committee. If the Committee and the Representative are unable to agree within five days on the choice of an investment banking firm to perform the valuation, each of the Committee and the Representative shall promptly choose one investment banking firm and the two firms so chosen shall choose a third investment banking firm which shall alone determine Fair Market Value. If no third independent investment banking firm can be agreed upon by the first two independent investment banking firms within fifteen days, such third independent investment banking firm shall be selected promptly by an arbitrator chosen in accordance with the rules for commercial arbitration of the American Arbitration Association then in effect. The investment banking firm shall submit its determination of Fair Market Value to the Committee and the Optionee as soon as reasonably possible, but in no event later than sixty days after the date such investment banking firm is selected as provided above. The determination of Fair Market Value by the investment banking firm shall be final and binding on both the Committee and the Optionee. The Company shall bear all costs and expenses incurred in connection with the determination by such investment banking firm of Fair Market Value. The investment banking firm may use whatever valuation methods it deems relevant or appropriate under the circumstances. Fair Market Value shall be determined based upon the investment banking firm's opinion as follows: (i) if such opinion
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Fair Market Value Determinations. If a determination of Fair Market Value is being made under the Option with respect to a period during which the Stock is neither quoted on NASDAQ nor quoted or listed on a recognized quotation service or a national securities exchange, and the Representative (as hereinafter defined) gives notice that it disagrees with the Committee's determination of Fair Market Value within ten days following the Optionee's receipt of written notice of the Committee's determination of Fair Market Value, the determination of Fair Market Value shall be made by a nationally recognized investment banking firm acceptable to the Representative and the Committee. If the Committee and the Representative are unable to agree within five days on the choice of an investment banking firm to perform the valuation, each of the Committee and the Representative shall promptly choose one investment banking firm and the two firms so chosen shall choose a third investment banking firm which shall alone determine Fair Market Value. If no third independent investment banking firm can be agreed upon by the first two independent investment banking firms within fifteen days, such third independent investment banking firm shall be selected promptly by an arbitrator chosen in accordance with the rules for commercial arbitration of the American Arbitration Association then in effect. The investment banking firm shall submit its determination of Fair Market Value to the Committee and the Optionee as soon as reasonably possible, but in no event later than sixty days after the date such investment banking firm is selected as provided above. The determination of
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Fair Market Value Determinations. For purposes of this Article 6, Fair Market Value of an Employee Stockholder’s Corporation Securities shall be determined as of the date the Corporation delivers notice to an Employee Stockholder that it intends to exercise its rights under this Article 6 with respect to such Employee Stockholder’s Corporation Securities.
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Fair Market Value Determinations. For purposes of determining the fair market value of securities and other assets pursuant to this Article 3, such securities and assets shall be valued as of the then most recent practicable date prior to the event for which such valuation is made, such valuation to be as determined in good faith on behalf of the Company in accordance with such instructions or determinations as the Manager shall make or establish or by such appraiser as the Manager shall select.
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Fair Market Value Determinations. Fair Market Value shall mean the average of the high and low transaction prices of a share of Common Stock as reported in the National Association of Securities Dealers Automated Quotation National Market System on the date as of which such value is being determined, or, if the Common Stock is listed on a national securities exchange, the average of the high and low transaction prices of a share of Common Stock on the principal national stock exchange on which the Common Stock is traded on the date
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Fair Market Value Determinations. With respect to any Purchased Assets not listed on Schedule 2.2(f), if the Parties must determine the amount of the Fair Market Value of such Purchased Asset for any purpose hereunder, the Parties shall first make a good faith attempt to agree on the amount of such Fair Market Value. If the Parties are unable to agree on the amount of such Fair Market Value prior to the Closing, the Parties shall proceed to consummate the Closing with such Fair Market Value being deemed to be the arithmetic average of the good faith estimates of the Fair Market Value as determined by both Buyer and Seller; provided that either Party may, within thirty (30) days after the Closing Date, require the Parties to jointly engage an independent appraiser reasonably experienced in making appraisals of property or assets of a similar type and nature as the relevant Purchased Assets to determine the final Fair Market Value. The Parties shall jointly select such appraiser. If the Parties do not agree on the appraiser, then each Party will select an appraiser to determine such Fair Market Value. If the two appraisers so selected do not agree on such Fair Market Value, then the two appraisers will select a third appraiser and the determination of any two of the three appraisers that are the same will be the final Fair Market Value. If none of the appraisals are the same, then the final Fair Market Value shall be the average of the two appraisals that are the closest in amount relative to each other. In all events, Seller and Buyer shall jointly instruct the appraiser(s) to select an amount equal to Seller’s or Buyer’s position as to the amount of the final Fair Market Value, or any amount in between Seller’s and Buyer’s position, in connection with the determination of the final Fair Market Value. After the determination of the final Fair Market Value hereunder, Seller shall pay any amount owed to Buyer for any resulting overpayment paid by Buyer at the Closing, and Buyer shall pay any amount owed to Seller for any resulting underpayment paid by Buyer at the Closing, in each case, with simple interest of 2% per annum, within three (3) Business Days after the determination by the appraiser(s) of the final Fair Market Value. If the Parties originally agreed as to the appraiser, any fees and expenses of such appraiser incurred to determine the final Fair Market Value shall be shared equally by the Parties. If the Parties failed to agree as to the appraiser, each Party shall pay for the fee...
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Fair Market Value Determinations. If a determination of Fair Market Value is being made under the Option with respect to a period during which the Stock is neither quoted on NASDAQ nor quoted or listed on a recognized quotation service or a national securities exchange, and the Representative (as hereinafter defined) gives notice that it disagrees with the Committee's determination of Fair Market Value within ten days following the Optionee's receipt of written notice of the Committee's determination of Fair Market Value, the determination
Sample 1
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Fair Market Value Determinations. (a) . The Company shall use its reasonably best efforts to obtain and cause to be delivered to the holders of the Reset Note and Xxxx.xxx an appraisal of the Fair Market Value of 100% of the Percentage Interests by Kidron Corporate Advisors or such other appraiser jointly selected by the Company and the majority-in-interest of holders of the Reset Note, no earlier than the tenth Trading Day (as that term is defined in the Reset Note) and no later than the fifth Trading Day prior to each Reset Date. The Fair Market Value shall be determined by the appraiser in accordance with such definition set forth in the Reset Note.
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Fair Market Value Determinations. For purposes of determining any appreciation in the value of securities and other assets to be distributed in kind pursuant to this Agreement, and for purposes of allocating such securities and assets among the Partners in the case of any distribution, such securities or assets shall be valued at the fair market value thereof as of the most recent practicable date prior to such distribution by the General Partner in its reasonable judgment, unless the Limited Partner requests, in writing, that an independent appraiser perform such valuation, then by an independent appraiser selected by the General Partner and reasonably acceptable to the Limited Partner.
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Related to Fair Market Value Determinations

  • Fair Market Value Fair Market Value of a share of Common Stock as of a particular date (the "Determination Date") shall mean:

  • Determination of Fair Market Value For purposes of this Section 10.2, “fair market value” of a share of Common Stock as of a particular date (the “Determination Date”) shall mean:

  • Market Value Adjustment 16 3.07 Transfer of Current Value from the Funds or AG Account ............ 17 3.08 Notice to the Certificate Holder .................................. 18 3.09 Loans ............................................................. 18 3.10 Systematic Withdrawal Option (SWO) ................................ 18 3.11

  • Market Value Market value shall be determined by the Lending Agent, where applicable, based upon the valuation policies adopted by the Client’s Board of Directors/Trustees.

  • Determination of Market Rent If Tenant timely and appropriately objects to the Market Rent in Tenant’s Acceptance, Landlord and Tenant shall attempt to agree upon the Market Rent using their best good-faith efforts. If Landlord and Tenant fail to reach agreement within twenty-one (21) days following Tenant’s Acceptance (“Outside Agreement Date”), then each party shall make a separate determination of the Market Rent which shall be submitted to each other and to arbitration in accordance with the following items (i) through (vii):

  • Failure to Determine Values If the Borrower shall fail to determine the value of any Portfolio Investment as at any date pursuant to the requirements of the foregoing sub-clauses (A), (B) or (C), then the “Value” of such Portfolio Investment as at such date shall be deemed to be zero.

  • Current Per Share Market Value For the purpose of any computation hereunder, the “Current Per Share Market Value” of any security (a “Security” for the purpose of this Section 11.4.1) on any date shall be deemed to be the average of the daily closing prices per share of such Security for the thirty (30) consecutive Trading Days (as such term is hereinafter defined) immediately prior to such date; provided, however, that in the event that the current per share market price of the Security is determined during any period following the announcement by the issuer of such Security of (i) a dividend or distribution on such Security payable in shares of such Security or securities convertible into such shares or (ii) any subdivision, combination or reclassification of such Security, and prior to the expiration of

  • Fair Market Rent In the event that it becomes necessary to determine the Fair Market Rent of any Facility for any purpose of this Master Lease, and the parties cannot agree among themselves on such Fair Market Rent within twenty (20) days after the first request made by one of the parties to do so, then either party may notify the other of a person selected to act as appraiser (such person, and each other person selected as provided herein, an “Appraiser”) on its behalf. Within fifteen (15) days after receipt of any such Notice, the other party shall by notice to the first party appoint a second person as Appraiser on its behalf. The Appraisers thus appointed, each of whom must be a member of The Appraisal Institute/American Institute of Real Estate Appraisers (or any successor organization thereto, or, if no such organization exists, a similarly nationally recognized real estate appraisal organization) with at least ten (10) years of experience appraising properties similar to the Facilities, shall, within forty-five (45) days after the date of the notice appointing the first appraiser, proceed to appraise the applicable Facility to determine the Fair Market Rent thereof as of the relevant date; provided, that if one Appraiser shall have been so appointed, or if two Appraisers shall have been so appointed but only one such Appraiser shall have made such determination within fifty (50) days after the making of the initial appointment, then the determination of such Appraiser shall be final and binding upon the parties. If two (2) Appraisers shall have been appointed and shall have made their determinations within the respective requisite periods set forth above and if the difference between the amounts so determined shall not exceed ten percent (10%) of the lesser of such amounts, then the Fair Market Rent shall be an amount equal to fifty percent (50%) of the sum of the amounts so determined. If the difference between the amounts so determined shall exceed ten percent (10%) of the lesser of such amounts, either party may request the appointment of Experts pursuant to Article XXXIV.

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