Valuation Opinion. Based upon and subject to the foregoing, including other matters as we considered relevant, PwC is of the opinion that, as of December 31, 2009, the fair market value of Optimal shares is in the range of $2.01 to $2.55 per share.
Valuation Opinion. The Trustee has received an opinion of Marsxxxx & Xtevxxx xxxed as of the date of this Agreement to the effect that (a) the consideration to be received by the Trust in exchange for the IDG Shares is no less than the fair market value, within the meaning of Section 3(18)(B) of ERISA, of the IDG Shares, and (b) the exchange transaction provided for herein is fair to the Trust from a financial point of view.
Valuation Opinion. Prior to the First Closing Date, MOPI will at its own expense eqnugaaligfieeda independent business valuator to prepare a fairness opinion, and if considered necessary a valuation report, the board of directors of MOinPcI onnection with its recommendation to MOPI Shareholders in obtaining the MOPI Shareholder App□ro□va□lVaWlu□atKio□n□H.□´□□□□³
Valuation Opinion. The Seller shall have received, at its sole cost and expense, the opinion of a business valuation expert reasonably satisfactory to the Purchaser, dated the Closing Date, addressed to the Purchaser and reasonably satisfactory as to form and content to the Purchaser to the effect that Seller has received reasonably equivalent value in exchange for the transfer of the Purchased Assets and the Seller shall have delivered such opinion to the Purchaser.
Valuation Opinion. Prior to Closing, Purchaser shall have commissioned a nationally recognized valuation firm to provide an estimate of the value of the Purchased Assets. Purchaser shall pay for the Valuation Opinion up to a maximum of $20,000. In the event that Closing does not occur, the Valuation Opinion shall remain the property of Purchaser, and in the event that Seller enters into negotiations with any third parties within 120 days of the lapse of the Exclusivity Period set forth in the Letter of Intent, Seller shall purchase the Valuation Opinion from Purchaser at cost.
Valuation Opinion. Seller shall have received a valuation opinion from a financial advisor providing for an estimate of the range of fair market value of the Acquired Assets and such opinion shall be in effect as of the Closing and the highest estimate of such range shall be no greater than the total consideration paid or provided to Seller hereunder.
Valuation Opinion. Prior to the Closing, Seller shall cause the Company to receive from the Valuation Firm an opinion designated as “final” by Seller with respect to the fair market valuation of OpCo as of the Closing Date determined on a marketable controlling-interest basis (the “Closing Date Valuation Opinion”). The parties hereto agree that the aggregate fair market value of the Equity Interests in OpCo, at the time of the transfer of such Equity Interests pursuant to the Reorganization Agreement, for U.S. federal and applicable state income Tax purposes, shall be equal to (i) if the Closing Date Valuation Opinion provides a specific fair market value of such Equity Interests, such fair market value or (ii) as specified by Seller and reasonably acceptable to Buyer. The parties agree that they shall not, and shall not permit their Affiliates to, take a position on any Tax Return that is inconsistent with such determination.
Valuation Opinion. The Company has received from the Valuation Firm its opinion dated as of February 21, 2011 with respect to the valuation of OpCo as of February 11, 2011. The Company has provided a true and complete signed copy of such opinion to Buyer.
Valuation Opinion. Buyer shall have received a letter from Paragon Capital Partners, LLC, dated as of the date of Closing, reasonably satisfactory to Buyer, stating that (i) the report entitled "Valuation Opinion Relating to KDM Submitted to Alpine Confections, Inc. on March 13, 2006" may be disclosed by the Company or any Retained Subsidiary to a third party in connection with any proceeding involving a Governmental Body; and (ii) there has been no material increase in the value of the KDM Subsidiaries from March 13, 2006 through the Closing Date.
Valuation Opinion. Zoi shall have received an appraisal of the real property holdings of the Company dated within 90 days of the Effective Time.
