Guarantor Net Worth definition

Guarantor Net Worth means, as of the date of determination, as to Guarantor or any Guarantor Successor, total stockholders’ equity in such Person (taking into account, among other things, all increases or decreases in tax liabilities and contingent liabilities as a result of the applicable consolidation or merger) of such Person, on a consolidated basis, as reasonably determined by Lender based upon the financial statements of such Person for the immediately preceding calendar quarter prepared in accordance with GAAP and audited by a “Big Four” accounting firm or other independent certified public accountant reasonably acceptable to Lender (but subject to any deemed approval pursuant to Section 5.2.10(g) hereof). For the avoidance of doubt, in determining the Guarantor Net Worth of any Guarantor Successor, such determination shall be pro forma based upon the financial statements of the Persons comprising such Guarantor Successor upon the consummation of the proposed transaction, in each case, prepared in accordance with GAAP and audited by a “Big Four” accounting firm or other independent certified public accountant reasonably acceptable to Lender.

Guarantor Net Worth means, at any time: (i) the fair market value of the total assets of a Guarantor (excluding goodwill, patents, trademarks, trade names, organization expense, treasury stock, unamortized debt discount and expense, deferred research and development costs, deferred marketing expenses, and other like intangibles) determined in accordance with GAAP, minus (ii) the total liabilities of such Guarantor (including, without limitation, such Guarantor’s Contingent Liabilities that have accrued under GAAP, accrued and deferred income taxes, and any reserves against assets) determined in accordance with GAAP; provided, however, in no event shall Guarantor’s Net Worth be calculated to include the value of the Property.

Guarantor Net Worth has the meaning set forth in Section 9.5.1 of the ------------------- ------------- Agreement.

Examples of Guarantor Net Worth in a sentence

• In the event that Guarantor fails to meet the Guarantor Net Worth Requirement at any time prior to Final Completion, Tenant shall promptly replace such Guarantor with another creditworthy entity reasonably satisfactory to the FCRHA meeting the Guarantor Net Worth Requirement and cause such entity to enter into the Guaranty in the form annexed hereto as Exhibit G.

• In the event that Guarantor fails to meet the Guarantor Net Worth Requirement at any time prior to Final Completion, Tenant shall promptly replace such Guarantor with another creditworthy entity meeting the Guarantor Net Worth Requirement and cause such entity to enter into the Guaranty in the form annexed hereto as Exhibit E.

• At all times the Exploration Guarantor shall have a Net Worth (by reference to the Net Worth in its latest balance sheet (which balance sheet shall be certified by the chief financial officer of such entity as being true and correct in all material respects)) which is greater than or equal to US$ 10,000,000 (the “Exploration Guarantor Net Worth Requirements”).

• If that Guarantor fails to meet the Guarantor Net Worth Requirement at any time prior to Final Completion, Tenant will promptly replace such Guarantor with another creditworthy entity meeting the Guarantor Net Worth Requirement and cause such entity to enter into the Guaranty in the form annexed hereto as Exhibit E.

• As of the date hereof, there has been no material adverse change in the financial condition of Guarantor since the date of such statement of financial condition and Guarantor remains in compliance with the Guarantor Net Worth and Guarantor Liquidity requirements set forth in Section 2.2 hereof.

More Definitions of Guarantor Net Worth

Guarantor Net Worth has the meaning set forth in Section 9.5.1 of the Agreement.

Guarantor Net Worth means on any particular date (a) the aggregate of the Asset Value of all assets of the Guarantor on such date; less (b) the Liabilities of the Guarantor on suchdate. “Asset Value” means in relation to any asset of the Guarantor, on any particular date.

Guarantor Net Worth means on any particular date (a) the aggregate of the Asset Value of all assets of the Guarantor on such date; less (b) the Liabilities of the Guarantor on such date.

Guarantor Net Worth means, as of any date of determination thereof, the excess of (i) the amount of the "present fair saleable value" of the assets of such Guarantor as of the date of such determination, over (ii) the amount of all "liabilities of such Guarantor, contingent or otherwise," as of the date of such determination, as such quoted terms are determined in accordance with applicable federal and state laws governing determinations of the insolvency of debtors.

Guarantor Net Worth means, at any time: (i) the consolidated total assets of Guarantor and its wholly owned subsidiaries (including, without limitation, Borrower) located in the United States (excluding goodwill, patents, trademarks, trade names, organization expense, treasury stock, unamortized debt discount and

Guarantor Net Worth means, at any time: (i) the consolidated total assets of Guarantor and its wholly owned subsidiaries (including, without limitation, Borrower) located in the United States (excluding goodwill, patents, trademarks, trade names, organization expense, treasury stock, unamortized debt discount and expense, deferred research and development costs, deferred marketing expenses, and other like intangibles), as reported in Guarantor’s quarterly and annual filings with the U.S. Securities and Exchange Commission (the “SEC Filings”), determined in accordance with GAAP, minus (ii) the total liabilities of Guarantor as reported in the SEC Filings (including, without limitation, such Guarantor’s Contingent Liabilities that have accrued under GAAP, accrued and deferred income taxes, and any reserves against assets) determined in accordance with GAAP; provided, however, in no event shall Guarantor’s Net Worth be calculated to include either (a) the value of the Property or the Collateral or (b) any assets or liabilities associated with the Specified Lease, and, provided, further, for the avoidance of doubt, Guarantor’s Contingent Liabilities shall not include the outstanding principal balance of the Loan or the Mortgage Loan unless the same shall constitute Contingent Liabilities of Guarantor pursuant to the definition thereof. 6.

Guarantor Net Worth set forth in Schedule 1 of the Recourse Guaranty is hereby deleted in its entirety from the Recourse Guaranty and replaced with the following definition: “Guarantor Net Worth” means, at any time: (i) the consolidated total assets of Guarantor and its wholly owned subsidiaries (including, without limitation, Borrower) located in the United States (excluding goodwill, patents, trademarks, trade names, organization expense, treasury stock, unamortized debt discount and