DIFFERENCE IN VALUE Sample Clauses

DIFFERENCE IN VALUE. If the aggregate number of Restricted Shares in the Escrow is less than the Applicable Value on the Escrow Release Date, then VeriChip shall cause its transfer agent to issue in each Stock Recipient’s name (in accordance with their percentage interests set forth on Exhibit C) stock certificates representing such number of additional shares of VeriChip Common Stock (“Additional Shares”) that have a value, based on the VeriChip Average Trading Price preceding the Effective Date, equal to the difference between the value of the Restricted Shares held in the Escrow and the Applicable Value. Such Additional Shares shall be delivered to the Escrow Agent to be held for the benefit of the Stock Recipients. If the value of the Restricted Shares held in the Escrow exceeds the Applicable Value on the Escrow Release Date, those shares representing the excess value (the “Excess Shares”) shall be immediately returned to VeriChip for cancellation. The certificate(s) representing Excess Shares must be returned bearing the such Stock Recipient’s endorsement(s) with Medallion signature guarantee(s), or with stock power(s) bearing such Stock Recipient’s signature with Medallion signature guarantee(s), as required by VeriChip’s transfer agent to allow cancellation of the Restricted Shares. The Stock Recipients or their assigns will reasonably assist in paperwork required by VeriChip’s transfer agent required to cancel the shares.
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DIFFERENCE IN VALUE. At Closing, Valea shall pay to the Town the sum of $30,000 representing the difference in the value between the Exchanged Properties.
Sample 1
DIFFERENCE IN VALUE any difference in value between the actual value of the subject matter of any Stipulation on the Completion Date and the value it would have had if the relevant Stipulation were true and accurate or had otherwise been complied with. The loss, damage, cost or expense is to be determined without taking account of any increase in the value of the Shares arising from any offsetting factor.
Sample 1

Related to DIFFERENCE IN VALUE

  • Fair Market Value Fair Market Value of a share of Common Stock as of a particular date (the "Determination Date") shall mean:

  • Liquidation Value In the event of any liquidation, dissolution and winding up of the Partnership under Section 12.4 or a sale, exchange, or other disposition of all or substantially all of the assets of the Partnership, either voluntary or involuntary, the Record Holders of the Series B Preferred Units shall be entitled to receive, out of the assets of the Partnership available for distribution to the Partners or any Assignees, prior and in preference to any distribution of any assets of the Partnership to the Record Holders of any other class or series of Partnership Interests, the positive value in each such holder’s Capital Account in respect of such Series B Preferred Units. If in the year of such liquidation and winding up, or sale, exchange, or other disposition of all or substantially all of the assets of the Partnership, any such Record Holder’s Capital Account in respect of such Series B Preferred Units is less than the aggregate Series B Liquidation Value of such Series B Preferred Units, then notwithstanding anything to the contrary contained in this Agreement, and prior to any other allocation pursuant to this Agreement for such year and prior to any distribution pursuant to the preceding sentence, items of gross income and gain shall be allocated to all Unitholders then holding Series B Preferred Units, Pro Rata, until the Capital Account in respect of each Outstanding Series B Preferred Unit is equal to the Series B Liquidation Value (and no other allocation pursuant to this Agreement shall reverse the effect of such allocation). If in the year of such liquidation, dissolution, or winding up any such Record Holder’s Capital Account in respect of such Series B Preferred Units is less than the aggregate Series B Liquidation Value of such Series B Preferred Units after the application of the preceding sentence, then to the extent permitted by applicable law and notwithstanding anything to the contrary contained in this Agreement, items of gross income and gain for any preceding taxable period(s) with respect to which IRS Form 1065 Schedules K-1 have not been filed by the Partnership shall be reallocated to all Unitholders then holding Series B Preferred Units, Pro Rata, until the Capital Account in respect of each such Outstanding Series B Preferred Unit after making allocations pursuant to this and the immediately preceding sentence is equal to the Series B Liquidation Value (and no other allocation pursuant to this Agreement shall reverse the effect of such allocation). After such allocations have been made to the Outstanding Series B Preferred Units (and then to the Outstanding Series C Preferred Units pursuant to Section 5.11(b)(v), if applicable), any remaining Net Termination Gain or Net Termination Loss shall be allocated to the Partners pursuant to Section 6.1(c) or Section 6.1(d), as the case may be. At the time of the dissolution of the Partnership, subject to Section 17-804 of the Delaware Act, the Record Holders of the Series B Preferred Units shall become entitled to receive any distributions in respect of the Series B Preferred Units that are accrued and unpaid as of the date of such distribution, and shall have the status of, and shall be entitled to all remedies available to, a creditor of the Partnership, and such entitlement of the Record Holders of the Series B Preferred Units to such accrued and unpaid distributions shall have priority over any entitlement of any other Partners or Assignees with respect to any distributions by the Partnership to such other Partners or Assignees; provided, however, that the General Partner, as such, will have no liability for any obligations with respect to such distributions to any Record Holder(s) of Series B Preferred Units.

  • Gross Asset Value The term "Gross Asset Value" means, with respect to any asset, the asset's adjusted basis for federal income tax purposes, except as follows:

  • Market Value Adjustment 16 3.07 Transfer of Current Value from the Funds or AG Account ............ 17 3.08 Notice to the Certificate Holder .................................. 18 3.09 Loans ............................................................. 18 3.10 Systematic Withdrawal Option (SWO) ................................ 18 3.11

  • Agreed Value 5 Agreement ...............................................................................................5 API......................................................................................................5 Assignee.................................................................................................5

  • Net Asset Value The net asset value of each outstanding Share of the Trust shall be determined at such time or times on such days as the Trustees may determine, in accordance with the 1940 Act. The method of determination of net asset value shall be determined by the Trustees and shall be as set forth in the Prospectus or as may otherwise be determined by the Trustees. The power and duty to make the net asset value calculations may be delegated by the Trustees and shall be as generally set forth in the Prospectus or as may otherwise be determined by the Trustees.

  • Securitization Value As of the 2017-3 Cutoff Date, each 2017-3 Lease Agreement had a Securitization Value not less than $5,000.000 and no more than $150,000.00. Documents Lease Documents

  • Market Value Market value shall be determined by the Lending Agent, where applicable, based upon the valuation policies adopted by the Client’s Board of Directors/Trustees.

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