TOTAL AGREED VALUE Sample Clauses

The TOTAL AGREED VALUE clause establishes a fixed amount that both parties agree represents the value of the subject matter, such as property, goods, or services, for the purposes of the contract. This clause typically applies in insurance, sales, or indemnity agreements, where the agreed value is used to determine compensation or settlement amounts in the event of loss, damage, or dispute. By setting a predetermined value, the clause eliminates uncertainty and potential disagreements over valuation, ensuring clarity and simplifying the resolution of claims or payments.
TOTAL AGREED VALUE. 2.1 The total agreed value (the “Total Agreed Value”) for the Membership Interests shall be the amount set forth on the Summary of Terms. The Total Agreed Value (as reduced below) shall be paid as follows: (a) by the Project remaining subject to an Existing Mortgage lien now encumbering the Land and held by ▇▇▇▇▇▇ ▇▇▇ and securing debt in an amount set forth on the Summary of Terms and otherwise on terms satisfactory to SCOLP (“Existing Mortgage”), provided that the holder of the Existing Mortgage consents to the transactions provided for herein pursuant to the provisions set forth in Section 9.4 herein; (b) SCOLP shall issue to Contributor newly created Series C Preferred Units with an aggregate value equal to the Series C Amount set forth on the Summary of Terms, which Units shall be issued at an issue price and on the terms set forth in the Summary of Terms (the “Series C Units”); and (c) SCOLP shall issue to Contributor in the form of OP Units in SCOLP (the “OP Units”) with an aggregate value equal to the OP Amount set forth on the Summary of Terms, which Units shall be issued at an issue price and on the terms set forth on the Summary of Terms. The Series C Units and the OP Units shall be issued to the Contributor at the Closing. The Series C Units and the OP Units are sometimes hereinafter collectively referred to as “Units”. The Total Agreed Value is allocated among real property, personal property and goodwill as set forth on the attached Summary of Terms. The Total Agreed Value set forth on the Summary of Terms shall be reduced for the principal amount of the debt outstanding under the loan payable by Contributor to ▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇, the proceeds of which loan were used to acquire a portion of the Membership Interests (“Acquisition Loan”). Interest and any fees, expenses or amounts outstanding under the Acquisition Loan other than principal shall be payable in cash at Closing. Subject to the preceding sentence, the Acquisition Loan shall be assumed and/or satisfied by SCOLP. 2.2 The Units to be issued to Contributor pursuant to the terms hereof shall be governed by SCOLP’s Third Amended and Restated Limited Partnership Agreement, dated as of June 19, 2014, as amended (the "Partnership Agreement"), a copy of which has been delivered to the Contributor and Owner, as such Partnership Agreement shall be amended on the Contribution Date to reflect the admission of Contributor as a limited partner and the issuance of, and the rights and obli...
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TOTAL AGREED VALUE. The Total Agreed Value for the Membership Interests is $85,000,000, if paid through the issuance of Units as provided herein.
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Related to TOTAL AGREED VALUE

  • Consolidated Tangible Net Worth The net worth of Seller and its consolidated subsidiaries, on a combined basis, determined in accordance with GAAP, minus (ii) all intangibles determined in accordance with GAAP (including goodwill, capitalized financing costs and capitalized administration costs but excluding originated and purchased mortgage servicing rights or retained residual securities) and any and all advances to, investments in and receivables held from affiliates; provided, however, that the non-cash effect (gain or loss) of any ▇▇▇▇-to-market adjustments made directly to stockholders’ equity for fluctuation of the value of financial instruments as mandated under the Statement of Financial Accounting Standards No. 133 (or any successor statement) shall be excluded from the calculation of Consolidated Tangible Net Worth.

  • Minimum Consolidated Tangible Net Worth Commencing with the Fiscal Quarter ending June, 2006, Consolidated Tangible Net Worth will at no time be less than a cumulatively increasing amount equal to the sum of (i) $130,000,000 plus (ii) 50% of the Consolidated Net Income for each Fiscal Quarter ending September 20, 2006 and thereafter. In determining the minimum Consolidated Tangible Net Worth required by this Section 5.03, any negative Consolidated Net Income, computed cumulatively on an annual basis, shall be excluded.

  • Minimum Consolidated Net Worth Consolidated Net Worth will at no time be less than $550,000,000 plus 25% of the consolidated net income of the Borrower at the end of each fiscal quarter for each fiscal year commencing after the fiscal year ending December 31, 1994.

  • Adjusted Tangible Net Worth On the Effective Date, Seller’s Adjusted Tangible Net Worth is not less than the amount set forth in Section 2.1 of the Pricing Side Letter.

  • Total Project Cost With regard to any Real Property acquired prior to or during the development, construction or improvement stages, all hard and soft costs and expenses paid or incurred by or on behalf of the Corporation that are in any way related to the development, construction, improvement or stabilization (including tenant improvements) of such Real Property, including, but not limited to, any debt, whether borrowed or assumed, land and construction costs.