Valuation of Property. (i) Should the purchase price specified in the Transfer Notice or Additional Transfer Notice be payable in property other than cash or evidences of indebtedness, the Company (or the Preferred Shareholders) shall have the right to pay the purchase price in the form of cash equal in amount to the value of such property.
(ii) If the Transferor and the Company (or, failing exercise by the Company of its option under Section 2.2(B), the Preferred Shareholders) cannot agree on such cash value within ten (10) days after the Company’s receipt of the Transfer Notice (or the Preferred Shareholders’ receipt of the Additional Transfer Notice), the valuation shall be made by an appraiser of recognized international reputation and standing selected by the Transferor and the Company (or the Preferred Shareholders) or, if they cannot agree on an appraiser within twenty (20) days after the Company’s receipt of the Transfer Notice (or the Preferred Shareholders’ receipt of the Additional Transfer Notice), each shall select an appraiser of recognized international reputation and standing and the two appraisers shall designate a third appraiser of recognized international reputation and standing, whose appraisal shall be determinative of such value.
(iii) The cost of such appraisal shall be equally borne by the Transferor and the Company, or the Preferred Shareholders as the case may be.
(iv) If the time for the closing of the Company’s purchase (or the Preferred Shareholders’ purchase) has expired but for the determination of the value of the purchase price offered by the prospective transferee(s), such closing shall be held on or prior to the fifth (5th) business day after such valuation shall have been made pursuant to this Section 2.2(E).
Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property.
(b) The cash value of such property shall be determined by (i) agreement of the Transferor and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders or, if they cannot agree on an appraiser within the Option Period, each such Person shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b).
(c) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders pro rata based on the number of Offered Shares such Exercising Shareholder is purchasing, on the other hand.
Valuation of Property. You shall provide accurate replacement values for all covered property or agree with us on an agreed value for all such property. These values as applied to multi-unit properties, shall be based upon a per unit replacement cost. In case of loss, the basis of adjustment shall be as of the time and place of loss or damage as follows:
a. On buildings, machinery, equipment, furniture, fixtures, improvements, and betterments: replacement cost. In the event of loss or damage to improvements and betterments, we agree to accept and consider the covered entity as the sole and unconditional owner, except where we have issued a proper mortgagee endorsement.
b. On historic structures, which are any buildings deemed by the covered entity to be historic structures and reported to us as such or which have been or could be so declared by any federal, state or local agency having the authority to make such a declaration, shall be valued on the basis of an “agreed value” between the covered entity and us and must be included in the schedule of covered properties. This “agreed value” shall be the maximum liability for us in the event of a partial or total loss.
c. On household goods and personal effects owned by or in the care, custody and control of the covered entity: replacement cost.
d. On media: The cost of reproducing the media and data storage devices from duplicates or from originals of the previous generation of the data. The measure of recovery shall be replacement cost for replacement or reproduction and coverage is limited to $50,000.
e. On computers and related equipment: replacement cost. If, due to obsolescence, identical equipment is not available, computers and equip- ment will be replaced with models of the type and power most closely matching the damaged equipment.
f. On property of others: replacement cost or the covered entity’s legal liability, which- ever is less.
g. On fences, retaining walls, towers and antennas, signs, trees, shrubs and plants: actual cash value, up to a limit of $10,000 per loss for damage caused by specified perils (no single tree, shrub or plant in excess of $250).
h. On towed and mobile equipment: actual cash value.
i. Other property not otherwise provided for in this coverage agreement: replacement cost. If buildings or personal property are not actually repaired or replaced within twelve months of the date of loss, and no extension of time has been agreed to in writing by us, then the basis of valuation reverts to actual cash ...
Valuation of Property. In the event that the price set forth in the Offer Notice is stated in consideration other than cash or cash equivalents, the Transferring Stockholder, the Company and a Majority Interest shall mutually determine the fair market value of such consideration, reasonably and in good faith, and the Investors may effect their purchase under this Section 3.3 by payment of such fair market value in cash or cash equivalents.
Valuation of Property. If the Purchase Price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Transfer Notice is payable in property other than cash or indebtedness, the Company or its designee shall have the right to pay the Purchase Price in the form of cash equal in amount to the value of such property. If the Purchaser and the Company (or its designee) cannot agree on such cash value within fifteen (15) Business Days after the Company’s receipt of the Transfer Notice, the valuation shall be made by an appraiser of recognized standing selected by the Purchaser and the Company or, if they cannot agree on such an appraiser within ten (10) calendar days thereafter, each shall select an appraiser of recognized standing, and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by the Purchaser and the Company (or its designee). If the time for the closing of the Company’s (or its designee’s) purchase has expired but for the determination of the value of the Purchase Price offered by the prospective transferee(s), then such closing shall be held on or prior to the fifth Business Day after such valuation shall have been made pursuant to this subsection.
Valuation of Property. Should the purchase price specified in --------------------- the Transfer Notice or Additional Transfer Notice be payable in property other than cash or evidences of indebtedness, the Company (or VCC) shall have the right to pay the purchase price in the form of cash equal in amount to the value of such property. If Kim and the Company (or the Oxxxr Stockholders) cannot agree on such cash value within five (5) days after the Company's receipt of the Transfer Notice (or the Other Stockholders' receipt of the Additional Transfer Notice), the valuation shall be made by an appraiser of recognized standing selected by Kim and the Company (or the Oxxxr Stockholders holding a majority of the Shares held by the Other Stockholders, on an as converted basis), or, if they cannot agree on an appraiser within ten (10) days after the Company's receipt of the Transfer Notice (or the Other Stockholders' receipt of the Additional Transfer Notice), each shall select an appraiser of recognized standing and the two appraisers shall designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. In the event that it is necessary to have an appraiser make a valuation, the time for the Company or any Other Stockholder to exercise any rights under this Section 3 shall be extended by the number of days necessary to obtain such valuation. The cost of such appraisal shall be shared equally by Kim and the Company (or the pxxxhasing Other Stockholders), with the half of the cost borne by the Company and the purchasing Other Stockholders borne pro rata by each based on the number of shares such parties were interested in purchasing pursuant to this Section 3. If the time for the closing of the Company's or the purchasing Other Stockholders' purchase has expired but for the determination of the value of the purchase price, then such closing shall be held on or prior to the fifth (5th) business day after such valuation shall have been made pursuant to this subsection.
Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the participating Preferred Shareholders shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property.
(b) If the Transferor and the participating Preferred Shareholders cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser jointly selected by the Transferor and the Preferred Shareholders that have elected to purchase a majority of the Offered Equity Interests, or, if they cannot agree on an appraiser within the Option Period, each shall select an appraiser of internationally recognized standing and the two appraisers shall designate a third appraiser of internationally recognized standing, whose appraisal shall be determinative of such value.
(c) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the participating Preferred Shareholders, as applicable, on the other hand, with the portion of the cost borne by the participating Preferred Shareholders to be borne on a pro rata basis by each participating Preferred Shareholder based on the number of Offered Equity Interests such Preferred Shareholder has elected to purchase pursuant to this Section 6.2.
(d) If the value of the purchase price in the Transfer Notice is not determined within the Option Period, the closing of the purchase of Offered Equity Interests by the participating Preferred Shareholders shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 6.2(v).
Valuation of Property. In the event that the price set forth in the Offer Notice is stated in consideration other than cash or cash equivalents, an independent third party, chosen by the Company, in its sole discretion, shall determine the fair market value of such consideration, and the Founding Stockholders and/or the Company, as the case may be, may effect their purchase under this Section 2.3 by payment of such fair market value in cash or cash equivalents.
Valuation of Property. Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, SangStat shall have the right to pay the purchase price in the form of cash equal in amount to the value of such property. If Xxxxxx and SangStat cannot agree on such cash value within ten (10) days after SangStat's receipt of the Transfer Notice, the valuation shall be made by an appraiser of recognized standing selected by Xxxxxx and SangStat or, if they cannot agree on an appraiser within twenty (20) days after SangStat's receipt of the Transfer Notice, each shall select an appraiser of recognized standing and the two appraisers shall designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by Xxxxxx and SangStat. If the time for the closing of SangStat's purchase but for the determination of the value of the purchase price offered by the prospective transferee(s), then such closing shall held on or prior to the fifth business day after such valuation shall have been made pursuant to this subsection.
Valuation of Property. You must, in relation to a property:
