Dissolution Value definition

Dissolution Value means the sum of the Trust Account Dissolution Value and the Remaining Asset Value.
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Dissolution Value shall have the meaning set forth in Section 10.02(a).
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Dissolution Value is defined in Section 9.03(c).
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Examples of Dissolution Value in a sentence

  • Loss of structures/permanent relocation ImpactNumber of affected persons / QuantityResidentialNo permanent or temporary, residential or commercial structure loss is envisaged.11Commercial3.

  • The Dissolution Value shall be an amount equal to the greater of (A) $10 per share and (B) subject to the provision for adjustment set forth below, above, 10,000 times the aggregate amount to be distributed per share to the holders of the shares of Common Stock, plus, in either case an amount equal to accrued and unpaid dividends to the date of payment.

  • If according to the Appraiser’s determination made in accordance with Section 10.02(e), the percentage share of Dissolution Value received by a Member (or by its Affiliate(s)) exceeds that Member’s Percentage Interest, such Member shall make a cash payment to the other Member equal to that excess percentage times the Dissolution Value.

  • The Dissolution Value shall be divided between the Members in accordance with their Percentage Interests, as reflected on Schedule A, as provided in subsections (c) through (g) below.

  • Upon receipt of a Dissolution Commencement Notice, the Dissolution Value of the Company shall be determined in the manner specified in Section 9.3.

  • If 90 (ninety) days before the dissolution of the Company is complete, PepsiCo and PBG are unable to agree to the Post-JV Financial Terms, the Third Appraiser shall determine fair, reasonable and economically viable Post-JV Financial Terms consistent with the parties’ mutual intention to divide the Dissolution Value in accordance with the Members’ Percentage Interests.

  • Each Member shall select one of the Appraisers to determine the percentage share of Dissolution Value such Member (together with its Affiliate(s)) actually shall receive or has received from the distribution in kind of the Company’s assets and the assumption of the Company’s liabilities, as the case may be; provided, however, that such determination shall also take into effect the value of the Post-JV MBA Terms and Post-JV Financial Terms.

  • Whenever under this Article XV (a) the ---------- ---------- Net Fair Market Value of the EG Facility (or the Partnership's interest in the EG Facility) or the value of any price therefor or (b) the Appraised Partnership Interest Dissolution Value of any Partner's interest in the Partnership is to be determined by appraisal, such appraisal shall be made promptly by a board of appraisers, each of whom is a reputable expert in appraisal of the assets, business or interest being appraised.


More Definitions of Dissolution Value

Dissolution Value shall have the meaning set forth in Section 10.02(a). “Encumber” shall have the meaning set forth in Section 9.01. “Escalation Process” means the Members’ good faith attempts over a period of one month to resolve any matter, which was the subject of a tied vote of the Board, through discussions between the PBG CFO and PI CFO and, if they are unable to resolve the matter, then through discussions between the PBG CEO and PI CEO; provided, however, that the Members shall ensure that such Escalation Process shall be shortened if (a) the disputed matter concerns a potential acquisition by the Company, a Member, or an Affiliate of a Member of a business some of the assets of which are within the Russian Federation and (b) the potential purchaser believes in good faith that it will be prejudiced in the associated bidding process if the Escalation Process is not shortened to less than one month. “Final Determination” means (a) a decision, judgment, decree or other order by any court of competent jurisdiction which has become final and is either no longer subject to appeal or for which a determination not to appeal has been made, or (b) any written disposition or agreement issued by, or entered into with, a taxing authority, as the case may be, relating to any tax matter which is final and prohibits such taxing authority, the Company or the Contributed Companies from seeking any further legal or administrative remedies with respect to such tax matter. “Fiscal Year” means, except as otherwise required by the Code, the 12-month (or shorter) period ending on the last day of December of each year. “Indebtedness” shall have that meaning ascribed to it in section 11.02(c). “Ineffective Transfers” shall have the meaning set forth in Section 9.01. “Insolvent” means the Company is unable to pay its debts within the meaning of Section 213(e) of the Companies Acts, 1963. “Irish GAAP” means the generally accepted accounting principles of the Republic of Ireland. “Management Team” means the individuals described in Section 7.02. 5
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Related to Dissolution Value

  • Orderly Liquidation Value means the net amount (after all costs of sale), expressed in terms of money, which Agent, in its good faith discretion, estimates can be realized from a sale, as of a specific date, given a reasonable period to find a purchaser(s), with the seller being compelled to sell on an as-is/where-is basis.

  • Liquidation Value With respect to the Business Combination Vote, the Company shall cause all of the Initial Stockholders to vote the shares of Common Stock owned by them immediately prior to this Offering in accordance with the vote of the holders of a majority of the IPO Shares. At the time the Company seeks approval of any potential Business Combination, the Company will offer each of holders of the Company's Common Stock issued in this Offering ("IPO Shares") the right to convert their IPO Shares at a per share price equal to the amount in the Trust Fund (inclusive of any interest income therein) on the record date ("Conversion Price") for determination of stockholders entitled to vote upon the proposal to approve such Business Combination ("Record Date") divided by the total number of IPO Shares. The Company's "Liquidation Value" shall mean the Company's book value, as determined by the Company and audited by BDO. In no event, however, will the Company's Liquidation Value be less than the Trust Fund, inclusive of any net interest income thereon. If holders of less than 20% in interest of the Company's IPO Shares vote against such approval of a Business Combination, the Company may, but will not be required to, proceed with such Business Combination. If the Company elects to so proceed, it will convert shares, based upon the Conversion Price, from those holders of IPO Shares who affirmatively requested such conversion and who voted against the Business Combination. Only holders of IPO Shares shall be entitled to receive liquidating distributions and the Company shall pay no liquidating distributions with respect to any other shares of capital stock of the Company. If holders of 20% or more in interest of the IPO Shares vote against approval of any potential Business Combination, the Company will not proceed with such Business Combination and will not convert such shares.

  • Net Orderly Liquidation Value means, with respect to Inventory of any Person, the orderly liquidation value thereof as determined in a manner acceptable to the Administrative Agent by an appraiser acceptable to the Administrative Agent, net of all costs of liquidation thereof.

  • Series A Liquidation Value means the sum of the Series A Liquidation Preference and declared and unpaid distributions, if any, to, but excluding, the date of the Dissolution Event on the Series A Preferred Mirror Units.

  • Disposition Value means, at any time, with respect to any property

  • Contribution Value means the fair market value as reasonably determined by the General Partner of property (other than cash) contributed by a Partner to the Partnership (net of liabilities secured by such contributed property that the Partnership is treated as assuming or taking subject to pursuant to the provisions of Section 752 of the Code).

  • Acquisition Value of the Common Stock means, for each Trading Day in the Valuation Period, the value of the consideration paid per share of Common Stock in connection with such Public Acquirer Change of Control, as follows:

  • Dissolution Distribution Amount means, in relation to each Certificate:

  • Net Liquidation Percentage means the percentage of the book value of Borrowers’ Inventory that is estimated to be recoverable in an orderly liquidation of such Inventory net of all associated costs and expenses of such liquidation, such percentage to be as determined from time to time by an appraisal company selected by Agent.

  • Dissolution Date means, as the case may be:

  • Transaction Value means the actual contract value (the bid sum or price) in South African currency, inclusive of all applicable taxes in respect of the goods, services or construction works that are contracted for.

  • 10% in Liquidation Amount means, with respect to the Trust Securities, except as provided in the terms of the Capital Securities or by the Trust Indenture Act, Holder(s) of outstanding Trust Securities voting together as a single class or, as the context may require, Holders of outstanding Capital Securities or Holders of outstanding Common Securities voting separately as a class, who are the record owners of 10% or more of the aggregate liquidation amount (including the stated amount that would be paid on redemption, liquidation or otherwise, plus accrued and unpaid Distributions to the date upon which the voting percentages are determined) of all outstanding Securities of the relevant class.

  • Capitalization Value means, at any time, the sum (without duplication) of:

  • Liquidation Preference Amount means $25,000 per share of Series A Preferred Stock.

  • Dissolution Event means (i) a voluntary termination of operations, (ii) a general assignment for the benefit of the Company’s creditors or (iii) any other liquidation, dissolution or winding up of the Company (excluding a Liquidity Event), whether voluntary or involuntary.

  • Securitization Value means, with respect to any 20[•]-[•] Lease, the value calculated by the Servicer equal to, (i) as of its Maturity Date, the Base Residual and (ii) as of any date other than its Maturity Date, the sum of the present value, discounted at the Securitization Rate, of (a) the aggregate Monthly Payments remaining to be made and (b) the Base Residual.

  • Winding Up Period means the period from the Dissolution Event to the Termination of the Company.

  • Senior Liquidation Amount For any Distribution Date, the sum of (A) the aggregate, for each Mortgage Loan which became a Liquidated Mortgage Loan during the Prior Period, of the lesser of: (i) the Senior Percentage of the Principal Balance of such Mortgage Loan and (ii) the Senior Prepayment Percentage of the Liquidation Principal with respect to such Mortgage Loan and (B) the Senior Prepayment Percentage of any Subsequent Recoveries for such Distribution Date.

  • Termination Value means, in respect of any one or more Hedging Agreements, after taking into account the effect of any legally enforceable netting agreement relating to such Hedging Agreements, (a) for any date on or after the date such Hedging Agreements have been closed out and termination value(s) determined in accordance therewith, such termination value(s), and (b) for any date prior to the date referenced in clause (a), the amount(s) determined as the xxxx-to-market value(s) for such Hedging Agreements, as determined based upon one or more mid-market or other readily available quotations provided by any recognized dealer in such Hedging Agreements (which may include a Lender or any Affiliate of a Lender).

  • Initial Liquidation Preference means one thousand dollars ($1,000.00) per share of Convertible Preferred Stock.

  • Adjusted Asset Value means, as of a given date, the sum of EBITDA attributable to malls, power centers and all other assets for the trailing four (4) quarters most recently ended, divided by (iii) 7.75%. In determining Adjusted Asset Value:

  • SPS Redemption Valuation Date means the Settlement Price Date.

  • Base taxable value means the agreed value specified in a resolution or interlocal agreement under Subsection 17C-1-102(8) from which tax increment will be collected.

  • Knock-in Value means the Underlying Reference Value.

  • Total Distribution Amount With respect to any Distribution Date, the sum of (i) the aggregate of the Interest Remittance Amounts for such date; (ii) the aggregate of the Principal Remittance Amounts for such date; and (iii) all Prepayment Premiums collected during the related Prepayment Period.

  • Preference Amount means any amount previously distributed to an Owner on the Obligations that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code (11 U.S.C.), as amended from time to time, in accordance with a final nonappealable order of a court having competent jurisdiction.