Fair Market Valuation Sample Clauses

Fair Market Valuation. Pursuant to Section 409A of the Internal Revenue Code of 1986, if the exercise price of the Option is less than the fair market value of the Company’s Shares on the date of the Option grant, then the Participant will be subject to adverse tax consequences, including but not limited to tax on the issuance or vesting of the Option and a twenty percent (20%) penalty. In connection with the issuance of the Option, the Company has used commercially reasonable efforts to determine the fair market value of the Company’s Shares as of the date of the Option grant. By accepting this Option, Participant is acknowledging and agreeing that the Company’s valuation efforts might not be in compliance with certain safe-harbor valuation rules adopted by the Internal Revenue Service, and might otherwise be determined by the Internal Revenue Service to have resulted in an incorrect valuation of the Company’s Shares. Participant hereby agrees to indemnify and hold Company harmless from all taxes, interest, penalties or other damages incurred by Participant as a result of Company’s valuation of its Shares in connection with the grant of this Option that is later determined to be insufficient or incorrect.
Sample 1Sample 2
AutoNDA by SimpleDocs
Fair Market Valuation. In the event that the Members fail to reach agreement on the fair market value of the Property, the fair market value used to calculate the purchase price for the sale and purchase pursuant to his Article 11 shall be determined in accordance with Schedule 11.3 attached to this Agreement.
Sample 1
Fair Market Valuation. Acquiror has made a good faith determination, in accordance with 16 C.F.R. § 801.10(c) (3), that the Fair Market Value of the Purchased assets does not exceed [****].
Sample 1
Fair Market Valuation. In the event that the parties fail to reach agreement on the fair market value of the Property, the fair market value, used to calculate the purchase price for the sale and purchase pursuant to this Article 11 shall be determined in accordance with the following procedure:
Sample 1
Fair Market Valuation o PREPARE QUARTER-END REPORTS The process at quarter-end includes the full month-end process with the addition of the following standard reports: - Common Stock Equivalent. - Disqualifying Dispositions. - Optionee Activity Summary.
Sample 1

Related to Fair Market Valuation

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

  • Target Fair Market Value The Company agrees that the Target Business that it acquires must have a fair market value equal to at least 80% of the balance in the Trust Account at the time of signing the definitive agreement for the Business Combination with such Target Business (excluding taxes payable and the Deferred Underwriting Commissions). The fair market value of such business must be determined by the Board of Directors of the Company based upon standards generally accepted by the financial community, such as actual and potential sales, earnings, cash flow and book value. If the Board of Directors of the Company is not able to independently determine that the target business meets such fair market value requirement, the Company will obtain an opinion from an independent investment banking firm or another independent entity that commonly renders valuation opinions with respect to the satisfaction of such criteria. The Company is not required to obtain an opinion as to the fair market value if the Company’s Board of Directors independently determines that the Target Business does have sufficient fair market value.

  • 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.

  • Determination of Fair Market Value For purposes of this Section 10.2, “fair market value” of a share of Common Stock as of a particular date (the “Determination Date”) shall mean:

  • Annual Valuation The Trust shall annually, at least 30 days prior to the anniversary date of establishment of the Fund, furnish to the Grantor and to the Agency a statement confirming the value of the Trust. Any securities in the Fund shall be valued at market value as of no more than 60 days prior to the anniversary date of establishment of the fund. The failure of the Grantor or the Agency to object in writing to the Trustee within 90 days after the statement has been furnished to the Grantor and the Agency shall constitute a conclusively binding assent by the Grantor, barring the Grantor from asserting any claim or liability against the Trustee with respect to matters disclosed in the statement.

  • Fair Market Rent In the event that it becomes necessary to determine the Fair Market Rent of any Facility for any purpose of this Master Lease, and the parties cannot agree among themselves on such Fair Market Rent within twenty (20) days after the first request made by one of the parties to do so, then either party may notify the other of a person selected to act as appraiser (such person, and each other person selected as provided herein, an “Appraiser”) on its behalf. Within fifteen (15) days after receipt of any such Notice, the other party shall by notice to the first party appoint a second person as Appraiser on its behalf. The Appraisers thus appointed, each of whom must be a member of The Appraisal Institute/American Institute of Real Estate Appraisers (or any successor organization thereto, or, if no such organization exists, a similarly nationally recognized real estate appraisal organization) with at least ten (10) years of experience appraising properties similar to the Facilities, shall, within forty-five (45) days after the date of the notice appointing the first appraiser, proceed to appraise the applicable Facility to determine the Fair Market Rent thereof as of the relevant date; provided, that if one Appraiser shall have been so appointed, or if two Appraisers shall have been so appointed but only one such Appraiser shall have made such determination within fifty (50) days after the making of the initial appointment, then the determination of such Appraiser shall be final and binding upon the parties. If two (2) Appraisers shall have been appointed and shall have made their determinations within the respective requisite periods set forth above and if the difference between the amounts so determined shall not exceed ten percent (10%) of the lesser of such amounts, then the Fair Market Rent shall be an amount equal to fifty percent (50%) of the sum of the amounts so determined. If the difference between the amounts so determined shall exceed ten percent (10%) of the lesser of such amounts, either party may request the appointment of Experts pursuant to Article XXXIV.

  • 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

  • Customs Valuation The Parties shall determine the customs value of goods traded between them in accordance with the provisions of Article VII of the GATT 1994 and the WTO Agreement on Implementation of Article VII of the GATT 1994.

  • Valuation The Subscriber acknowledges that the price of the Securities was set by the Company on the basis of the Company’s internal valuation and no warranties are made as to value. The Subscriber further acknowledges that future offerings of Securities may be made at lower valuations, with the result that the Subscriber’s investment will bear a lower valuation.

Time is Money Join Law Insider Premium to draft better contracts faster.