Partnership Valuation Methodology Sample Clauses

Partnership Valuation Methodology. 6.6.1 Until such time as the interests of the Partnership are publicly traded on a national securities exchange or subject to quotation on a national quotation system, within 90 days of the end of each fiscal year, the Partnership shall calculate its net asset value (amount of current and long-term assets net of current and long-term liabilities) as of the end of such fiscal year, which calculation shall value the Partnership’s (i) oil and gas reserves on the basis of its proven plus probable reserves determined by a third party independent engineering firm reasonably acceptable to the General Partner and the BEC Representative (the “Independent Engineer”) using (A) the price assumptions of XxXxxxxx & Associates Ltd. (or another reputable firm mutually acceptable to the General Partner and the BEC Representative) in effect as of the effective date of the valuation, (B) a discount rate of 10% and (C) calculating such value on an after tax basis at the combined U.S. federal and California income tax rates applicable to corporations (after giving effect to income tax deductions (if allowable) for state income taxes) and taking into account depletion, intangible drilling costs, interest on partnership debt, and other usual and customary credits and deductions against income; (ii) real estate assets at their value reflected on the Partnership’s balance sheet determined in accordance with generally accepted accounting principles, provided that if a Change of Control has occurred, the General Partner may use a value reasonably attributable to such real estate assets in the transaction resulting in such Change of Control; (iii) all current assets and all current and long term liabilities at their value reflected on the Partnership’s balance sheet, determined in accordance with generally accepted accounting principles; and (iv) all other assets at their acquisition cost (the “Partnership Valuation”), it being understood that solely for purposes of determining the net asset value in connection with the redemption of Class B Interests, as of the end of the first, second or third quarter of any fiscal year pursuant to Section 7.9.2 hereof, the Partnership (rather than the Independent Engineer) may determine the value of the Partnership’s oil and gas reserves in a manner consistent with that set forth in clause (i) above. The General Partner will use its commercially reasonable efforts to provide the Valuation Independent Engineer with any and all requested information...
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Related to Partnership Valuation Methodology

  • Accounting Methods and Financial Records Maintain a system of accounting, and keep such books, records and accounts (which shall be true and complete in all material respects) as may be required or as may be necessary to permit the preparation of financial statements in accordance with GAAP and in compliance with the regulations of any Governmental Authority having jurisdiction over it or any of its properties.

  • Determination of Net Asset Value The Trustees shall cause the Net Asset Value of Shares of each Series or Class to be determined from time to time in a manner consistent with applicable laws and regulations. The Trustees may delegate the power and duty to determine Net Asset Value per Share to one or more Trustees or officers of the Trust or to a custodian, depository or other agent appointed for such purpose. The Net Asset Value of Shares shall be determined separately for each Series or Class at such times as may be prescribed by the Trustees or, in the absence of action by the Trustees, as of the close of regular trading on the New York Stock Exchange on each day for all or part of which such Exchange is open for unrestricted trading.

  • 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:

  • Target Fair Market Value The Company agrees that the Target Business that it acquires must have a fair market value equal to at least 80% of the balance in the Trust Account at the time of signing the definitive agreement for the Business Combination with such Target Business (excluding taxes payable and the Deferred Underwriting Commissions). The fair market value of such business must be determined by the Board of Directors of the Company based upon standards generally accepted by the financial community, such as actual and potential sales, earnings, cash flow and book value. If the Board of Directors of the Company is not able to independently determine that the target business meets such fair market value requirement, the Company will obtain an opinion from an independent investment banking firm or another independent entity that commonly renders valuation opinions with respect to the satisfaction of such criteria. The Company is not required to obtain an opinion as to the fair market value if the Company’s Board of Directors independently determines that the Target Business does have sufficient fair market value.

  • Fund Valuation and Financial Reporting Services (1) Account for Fund share purchases, sales, exchanges, transfers, dividend reinvestments, and other Fund share activity as reported by the Fund’s transfer agent on a timely basis.

  • Determination of Net Asset Value, Net Income and Distributions Subject to applicable federal law including the 1940 Act and Section 3.6 hereof, the Trustees, in their sole discretion, may prescribe (and delegate to any officer of the Trust or any other Person or Persons the right and obligation to prescribe) such bases and time (including any methodology or plan) for determining the per Share or net asset value of the Shares of the Trust or any Series or Class or net income attributable to the Shares of the Trust or any Series or Class, or the declaration and payment of dividends and distributions on the Shares of the Trust or any Series or Class and the method of determining the Shareholders to whom dividends and distributions are payable, as they may deem necessary or desirable. Without limiting the generality of the foregoing, but subject to applicable federal law including the 1940 Act, any dividend or distribution may be paid in cash and/or securities or other property, and the composition of any such distribution shall be determined by the Trustees (or by any officer of the Trust or any other Person or Persons to whom such authority has been delegated by the Trustees) and may be different among Shareholders including differences among Shareholders of the same Series or Class.

  • Portfolio Valuation and Diversification Etc Risk Factor Ratings;

  • CALCULATION OF NET ASSET VALUE U.S. Trust will calculate the Fund's daily net asset value and the daily per-share net asset value in accordance with the Fund's effective Registration Statement on Form N-2 (the "Registration Statement") under the Securities Act of 1933, as amended (the "Securities Act"), including its current prospectus. If so directed, U.S. Trust shall also calculate daily the net income of the Fund

  • Accounting Reference Date The Accounting Reference Date of each member of the Group is 31 December.

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