Specified Valuation Amount definition
Examples of Specified Valuation Amount in a sentence
Subject to the requirement to maximize the aggregate cash purchase price to the Company in accordance with the preceding terms of this Section 10.5, the Company shall not reject (and the Members are hereby conclusively deemed to have approved) any offer to purchase the Project for 103% of the Specified Valuation Amount if such offer is otherwise on Acceptable Terms.
Upon the default of any Member under this ARTICLE 11 to close on a sale, the non-defaulting Member may purchase the defaulting Member's interest in the Company for a purchase price equal to 95% of the amount which the defaulting Member would have received had the Company (A) sold the Project for the Specified Valuation Amount, (B) paid all of its liabilities with the proceeds of such sale, and (C) distributed the remaining proceeds to the Members in accordance with the provisions of SECTION 12.
The Offer shall be in writing and shall set forth a statement of the aggregate dollar amount (the "Specified Valuation Amount") which the offering Partner is willing to pay for all of the assets of the Joint Venture, free and clear of all monetary liabilities and obligations (other than non-delinquent property taxes and assessments secured by liens on the Joint Venture property) relating thereto.
If Glimcher fails to deliver an Offering Notice within 60 days after PAT ▇▇▇ gives a Buy/Sell Demand Notice to Glimcher, Glimcher shall be deemed to have given an Offering Notice with a Specified Valuation Amount equal to, at the election of PAT ▇▇▇, either (x) 105% of the Fair Market Value of the Project or (y) 95% of the Fair Market Value of the Project.
The Offer shall be in writing and shall set forth a statement of the aggregate dollar amount (the "Specified Valuation Amount") which the offering Partner is willing to pay for all of the assets of the Joint Venture, free and clear of all monetary liabilities and obligations (other than non- delinquent property taxes and assessments secured by liens on the Property) relating thereto.
The Offeror shall specify the price for each of the Properties and Other Assets in the Specified Valuation Amount.