FMV Determination Date definition
Examples of FMV Determination Date in a sentence
If the foregoing parties cannot agree on such independent, nationally recognized valuation firm within thirty (30) days following the FMV Determination Date, then the Board, on the one hand, and the Requisite Series A Preferred Holders, on the other hand, each shall select a valuation firm and such valuation firms in turn shall select a third valuation firm the appraisal of which shall be controlling.
If a buyer is located, the Partnership must notify the General Partner and the Class A Limited Partner within 90 days after the FMV Determination Date that it has located a buyer for the DMCS Shares held by the Partnership (a "Third Party Buyer") and the cash price that the Third Party Buyer is willing to pay ( a "Willing Buyer Notice").
If the Final LP Notice is not rescinded then, during the period of time commencing on the 11th day after the FMV Determination Date and ending on the 30th day thereafter, the GP Group shall have the right to inform the Class A Limited Partner of its intent to purchase all of the DMCS Shares held by the Partnership for a cash purchase price equal to the FMV.
The date of the investment banking firm's determination is referred to herein as the "FMV Determination Date".
If a Put Cancellation Notice has not been delivered to the Company or the closing (the "Closing") of an exercise of the Put Right has not otherwise been deferred pursuant to Section 4(b)(i) or (ii) hereof, the Closing of an exercise of the Put Right shall, unless otherwise agreed to by the Representative and the Company, take place at the offices of the Company, at 10:00 a.m., on the date which is five business days after the FMV Determination Date.
If the GP Group delivers such a notice to the Class A Limited Partner within such time period, then the GP Group shall consummate such purchase within 90 days of the FMV Determination Date.
In connection therewith, the General Partner will cause the Partnership, not later than 40 days after the FMV Determination Date, to retain the investment banking firm selected pursuant to subsection (b) above (or another investment banking firm acceptable to the Class A Limited Partner) to market the block of DMCS Shares held by the Partnership, such retention to include customary terms and conditions (including as to fees and indemnities).
Following the FMV Determination Date and prior to the Closing, the Representative may elect to cancel an exercise of the Put Right by delivery of a notice to such effect to the Company (the "Put Cancellation Notice").
Unless otherwise agreed to by the Company and the Representative, a determination of Fair Market Value will need to be redetermined if a Closing would occur more than 180 days after a FMV Determination Date.
If the GP Group delivers such a notice to the Class A Limited Partner within such time period, then the GP Group shall consummate such purchase within 90 days after the FMV Determination Date.