Going Concern Value Sample Clauses

Going Concern Value. Tax Refunds......................................... 5 ----------- 1.

Going Concern Value. Stan▇▇▇ ▇▇▇iewed the going concern value calculation prepared for each partnership by Pioneer USA. Such going concern value was based upon the estimated net cash flow from sale of the reserves during a 10-year operating period less partnership level general and administrative expenses equal to 3% of revenues except for certain partnerships where 2% was utilized consistent with 1998 and 1999 expense levels. Such cash flows plus the residual value from the sale of the remaining reserves at the end of the operating period were discounted to present value at a discount rate of 12.5%. Stan▇▇▇ ▇▇▇erved that the going concern value of each partnership ranged from % to % less than the merger values.

Going Concern Value. For purposes of Section A.5(a) hereof, “Going Concern Value” shall mean the value of a share of Common Stock determined: (i) as though all outstanding securities which are then convertible into, exercisable for or exchangeable into shares of Common Stock of the Corporation (including, without limitation, vested options and warrants) had been converted into, exercised for or exchanged into Common Stock of the Corporation and any amounts payable upon such conversion, exercise or exchange was paid to the Corporation in connection therewith; (ii) without any reduction in value for lack of control or the inherent lack of liquidity of minority interests; (iii) giving full effect to the earnings history and prospects of the Corporation; and (iv) on a basis which values each share of Common Stock at the same per share price. In order to determine the Going Concern Value, the Board of Directors of the Corporation and the holder or holders of Preferred Stock electing to redeem shares of Preferred Stock shall meet and use their reasonable best efforts to reach a fair agreement on the Going Concern Value. If such parties are unable to reach such agreement within a reasonable amount of time, the Board of Directors shall select an independent appraiser or investment banking firm of national standing within thirty (30) days after giving of notice that requires a determination of Going Concern Value. Such appraiser or investment banking firm will have thirty (30) days in which to determine the Going Concern Value and its determination will be final and binding on all parties concerned. All costs of such determination shall be borne by the Corporation.

Going Concern Value provided that Net Worth shall mean (i) an amount equal to the sum of the capital accounts as of the Effective Time of the General Partner and the ▇▇▇▇▇▇▇ Limited Partners during the twelve-month period commencing on the Effective Date and (ii) Liquidation Value during the twelve-month period immediately preceding the Liquidation Completion Deadline.

Going Concern Value. The value of the Business as a going concern and all goodwill relating to the Purchased Assets;

Going Concern Value. Upon an Event of Default the Directors appointed by the Non-Defaulting Party shall engage John▇▇▇ ▇▇▇e & ▇ompany or a comparable investment banking firm having relevant expertise doing business in the City of New Orleans, Louisiana (the "Investment Banker") to render its opinion of the value of the Company on a "going concern" basis (the "Going Concern Value") as of the date of the opinion. Prior to engaging the Investment Banker, the Directors shall require such Investment Banker to certify to them in writing that they are capable of establishing the Going Concern Value without bias. The Investment Bake▇ ▇▇▇ll render its opinion of the Going Concern Value within sixty (60) days of its appointment and the cost of such opinion shall be bourne entirely by the Company. The Going Concern Value taken as a whole shall be divided by the total number of issued and outstanding shares of capital in order to determine the value of each such share (the "Per Share Value").

Going Concern Value. The Business carried on and conducted by Seller as a going concern, including any and all goodwill and similar intangibles associated therewith.