FMV DETERMINATION Clause Samples

The FMV Determination clause establishes the method for calculating the Fair Market Value (FMV) of an asset, property, or service referenced in the agreement. Typically, it outlines the criteria, process, or third-party involvement required to objectively assess value, such as using independent appraisals or referencing market comparables. This clause ensures that all parties have a clear, agreed-upon process for valuing items, thereby reducing disputes and providing certainty in transactions where value is a key consideration.
FMV DETERMINATION. If a property is to be valued for purposes of balancing the capital accounts and making distributions under this Section 7, the Parties must first attempt to agree on the FMV of the property; failing such an agreement, the TRP shall cause a nationally recognized independent engineering firm to prepare an appraisal of the FMV of such property.
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FMV DETERMINATION. The FMV with respect to each of the Long-Term Space Renewal Terms shall be determined by the mutual written agreement of Landlord and Tenant. In the event that Landlord and Tenant shall not have reached mutual agreement as to the FMV on or before the day that is sixty (60) days following the Notice Date, then Landlord and Tenant each shall, no later than the day that is seventy-five (75) days following the Notice Date, select a Real Estate Appraiser (as hereinafter defined). If either party shall fail to so appoint a Real Estate Appraiser, the one Real Estate Appraiser so appointed shall proceed to determine the FMV. In the event that the Real Estate Appraisers selected by Landlord and Tenant agree as to the FMV, said determination shall be binding on Landlord and Tenant. In the event that the Real Estate Appraisers selected by Landlord and Tenant cannot agree as to the FMV on or before the day that is one hundred five (105) days following the Notice Date, then said Real Estate Appraisers shall jointly select a third Real Estate Appraiser, provided that if they cannot agree on the third Real Estate Appraiser on or before the day that is one hundred twenty (120) days following the Notice Date, then said third Real Estate Appraiser shall be selected in accordance with the rules prescribed by the American Arbitration Association in New York, New York (or any successor thereto). The FMV shall then be determined by the third Real Estate Appraiser no later than the day that is one hundred fifty (150) days following the Notice Date and said determination shall be binding on Landlord and Tenant. The appraisal shall be conducted in accordance with the provisions of this Section and, to the extent not inconsistent herewith, in accordance with the prevailing rules of the American Arbitration Association in New York (or any successor thereto). The final determination of the Real Estate Appraiser(s) shall be in writing and shall be binding and conclusive upon the parties, each of which shall receive counterpart copies thereof. In rendering such decision the Real Estate Appraiser(s) shall not add to, subtract from or otherwise modify the provisions of this Lease. Landlord and Tenant shall each pay the fees of their respective Real Estate Appraisers. The fees of the third Real Estate Appraiser, if any, shall be divided evenly. If by the commencement of the applicable Long-Term Space Renewal Term, or the date on which the ROFO Space shall be included in the Premises, as a...
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FMV DETERMINATION. (a) Parent shall set forth in any Offer its determination of the Fair Market Value of the Offered Assets that are the subject of such Offer. If Regional Vehicle does not agree that the Fair Market Value set forth in the Offer represents the value Parent could obtain in an arm's length sale of the Offered Assets to an unaffiliated third party, Regional Vehicle shall deliver a written notice (an "FMV NOTICE") to Parent requesting that a determination of Fair Market Value be made pursuant to this Section 6.
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FMV DETERMINATION. The Rent amount has been determined by the Government to be not less than the fair market value of the leased interest based on a Government approved appraisal.
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FMV DETERMINATION. (a) Seller may submit a written request that the Buyer and Seller proceed with ordering independent appraisals of the Property (an “Appraisal Request”) upon the earlier of: (i) the date that the Property achieves 85% occupancy, or (ii) the date that is 24 months after the certificate of occupancy is issued for the Improvements. Within ten (10) days of the end of each calendar month, Buyer shall deliver to Seller a current and complete rent roll of the Property in such detail as Seller may require to determine the occupancy of the Property. (b) Within ten (10) days following Seller’s delivery to Buyer of an Appraisal Request, each of Seller and Buyer shall, at each party’s sole cost and expense, engage a Qualified Appraiser (as defined below). Within forty-five (45) days of receiving the Appraisal Request (the “Appraisal Period”), and provided that each Qualified Appraiser shall have been provided access to the Property and delivery of any and all written materials requested by such Qualified Appraiser, each Qualified Appraiser shall complete (and deliver to Buyer and Seller) a written report (a “Report”) containing their respective findings with respect to the Appraisal Assignment (as defined below). (c) At the end of the Appraisal Period, the Qualified Appraisers, utilizing the findings in their respective Reports, shall promptly meet and attempt in good faith to determine the FMV of the Property as required in the Appraisal Assignment. If either Qualified Appraiser fails to complete and deliver a Report within the Appraisal Period, the other Qualified Appraiser’s Report shall be conclusive with respect to establishing FMV. If the two Qualified Appraisers are unable to agree on the FMV within ten (10) days after the end of the Appraisal Period, and the difference between the FMVs in the two Reports is less than four percent (4%) of the lower FMV, the FMV shall be the average of the FMVs in the two Reports. If the two Qualified Appraisers are unable to agree on the FMV within ten (10) days after the end of the Appraisal Period and the difference between the FMVs in the two Reports is greater than four percent (4%) of the lower FMV, then either of Buyer or Seller may send the other a written request (an “Independent Appraiser Request”) for the appointment of an independent Qualified Appraiser (the “Independent Appraiser”) to make such determination, and the cost of the Independent Appraiser shall be split by Buyer and Seller. The Buyer and Seller in consult...
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FMV DETERMINATION. 9 JOA - Exhibit "F"
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FMV DETERMINATION. Unless Landlord and Tenant agree to the FMV within twenty (20) days after delivery of the Option Notice, each of Landlord and Tenant shall select an Appraiser within such twenty (20) day period to participate in the determination of the FMV hereunder and shall notify the other of such selection, which notice shall include the name and address of such Appraiser. Within ten (10) days after the timely selection of the last of the initial two (2) Appraisers, such Appraisers shall each determine the FMV. If such two (2) valuations are within ten percent (10%) of each other, then the average of such two (2) valuations shall be deemed to be the FMV. If such two (2) valuations are not within ten percent (10%) of each other, then within ten (10) days of such determination, such initial Appraisers shall select a third (3rd) Appraiser. The three (3) Appraisers shall each determine the FMV within ten (10) days of the selection of the third (3rd) Appraiser. If three (3) Appraisers are timely selected and they timely submit their valuations, then the FMV shall be the average of the
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Related to FMV DETERMINATION

  • Expert Determination If a Dispute relates to any aspect of the technology underlying the provision of the Goods and/or Services or otherwise relates to a financial technical or other aspect of a technical nature (as the Parties may agree) and the Dispute has not been resolved by discussion or mediation, then either Party may request (which request will not be unreasonably withheld or delayed) by written notice to the other that the Dispute is referred to an Expert for determination. The Expert shall be appointed by agreement in writing between the Parties, but in the event of a failure to agree within ten (10) Working Days, or if the person appointed is unable or unwilling to act, the Expert shall be appointed on the instructions of the relevant professional body. The Expert shall act on the following basis: he/she shall act as an expert and not as an arbitrator and shall act fairly and impartially; the Expert's determination shall (in the absence of a material failure to follow the agreed procedures) be final and binding on the Parties; the Expert shall decide the procedure to be followed in the determination and shall be requested to make his/her determination within thirty (30) Working Days of his appointment or as soon as reasonably practicable thereafter and the Parties shall assist and provide the documentation that the Expert requires for the purpose of the determination; any amount payable by one Party to another as a result of the Expert's determination shall be due and payable within twenty (20) Working Days of the Expert's determination being notified to the Parties; the process shall be conducted in private and shall be confidential; and the Expert shall determine how and by whom the costs of the determination, including his/her fees and expenses, are to be paid.

  • INDEPENDENT PRICE DETERMINATION 6.1 By signing and submitting this bid, the Bidder certifies that the prices in this bid have been arrived at independently, without consultation, communication or agreement, for the purpose of restricting competition, as to any matter relating to such prices with any other Bidder or with any competitor; unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the Bidder prior to bid opening directly or indirectly to any other Bidder or to any competitor; no attempt has been made, or will be made, by the Bidder to induce any person or firm to submit, or not to submit, a bid for the purpose of restricting competition.

  • Good Faith Determination The Company shall from time to time make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with reputable insurance companies providing the officers and directors of the Company with coverage for losses incurred in connection with their services to the Company or to ensure the Company’s performance of its indemnification obligations under this Agreement.

  • Challenge to Good Faith Determination Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Section 4, such determination may be challenged in good faith by the Holder, and any dispute shall be resolved by an investment banking firm of recognized national standing selected by the Holder and reasonably acceptable to the Company.

  • Company Determination Final Any determination that the Company or the Board of Directors must make pursuant to this Article is conclusive.