Net Equity the excess of the book value of the assets of the DT Entities On A Consolidated Basis over the book value of the liabilities of the DT Entities On A Consolidated Basis, in each case determined in accordance with GAAP. Net Income: for any period for the DT Entities On A Consolidated Basis, the net income (or loss) of the DT Entities On A Consolidated Basis for such period taken as a single accounting period determined in conformity with GAAP; provided that there shall be excluded (i) the income (or loss) of any Person (other than the DT Entities On A Consolidated Basis) in which any other Person (other than the DT Entities On A Consolidated Basis) has a joint interest, except to the extent of the amount of dividends or other distributions actually paid to the DT Entities On A Consolidated Basis by such Person during such period, (ii) the income (or loss) of any Person accrued prior to the date it becomes a consolidated Subsidiary or is merged into or consolidated with any DT Entity or that Person’s assets are acquired by any DT Entity or a consolidated Subsidiary, (iii) the income of any Subsidiary to the extent that the declaration or payment of dividends or similar distributions by that Subsidiary of that income is not at the time permitted by operation of the terms of their charter or any agreement, instrument, judgment, decree, order, statute, rule or governmental regulation applicable to such Subsidiary, (iv) any after-tax gains or losses attributable to asset sales or returned surplus assets of any pension plan, and (v) (to the extent not included in clauses (i) through (iv) above) any net extraordinary gains or net non-cash extraordinary losses.
Net Equity. The “Net Equity” of a Member’s Membership Interest in the Company, as of any day, shall be the amount that would be distributed to such Member in liquidation of the Company pursuant to Article 12 hereof if (1) all of the Company assets were sold for the Stated Amount, (2) the Company paid its accrued, but unpaid, liabilities and established reserves for the payment of reasonably anticipated contingent or unknown liabilities, and (3) the Company distributed the remaining proceeds to the Members in liquidation, all as of such day. The Net Equity of each Member’s Membership Interest in the Company shall be determined, without audit or certification, from the books and records of the Company by the accountants regularly employed by the Company. The Net Equity of a Member’s Membership Interest shall be determined within thirty (30) days of the day upon which such accountants are apprised in writing of the Stated Amount and the amount of such Net Equity shall be disclosed to the Company and each of the Members by written notice. The Net Equity determination by the accountants shall be final and binding in the absence of a showing of gross negligence or willful misconduct.
Net Equity. The “Net Equity” of a Member’s interest in the Company, as of any day, shall be the amount that would be distributed to such Member in liquidation of the Company pursuant to ARTICLE 11 hereof if (1) all of the Company’s assets were sold for their Gross Appraised Values, (2) the Company paid its accrued, but unpaid, liabilities and established reserves pursuant to Section 11.06 hereof for the payment of reasonably anticipated contingent or unknown liabilities, and (3) the Company distributed the remaining proceeds to the Members in liquidation, all as of such day, provided that in determining such Net Equity, no reserve for contingent or unknown liabilities shall be taken into account if such Member (or his successor in interest) agrees to indemnify the Company and all other Members for that portion of any such reserve as would be treated as having been withheld pursuant to Section 11.06 hereof from the distribution such Member would have received pursuant to Section 11.05 hereof if no such reserve were established. The Net Equity of a Member’s interest in the Company shall be determined, without audit or certification, from the books and records of the Company by a firm of independent certified public accountants designated by the Manager(s). The Net Equity of a Member’s interest shall be determined within sixty (60) days of the day upon which such accountants are appraised in writing of the Gross Appraised Value of the Assets of the Company, and the amount of such Net Equity shall be disclosed to the Company and each of the Members by written notice, prepared and delivered by such accountants, the Manager(s), or any Member, to the Members. The Net Equity determination of such accountants shall be final and binding in the absence of a showing of gross negligence or willful misconduct.
Net Equity. The Net Equity of the Issuer at any time, as reported in the financial statements delivered pursuant to Section 5.03, shall be less than 50% of the highest level of Net Equity of such Issuer during the period of twelve consecutive calendar months ended at or most recently prior to such time; or then, and in every such event (other than any event with respect to the Issuer described in paragraph (f) or (g) above upon which the following shall be deemed to occur automatically), and at any time thereafter during the continuance of such event, the Paying Agent may, and at the request of the Required Purchasers shall, by notice to the Issuer, take either or both of the following actions, at the same or different times: (i) terminate forthwith the Notional Limit and (ii) declare the Notes then outstanding to be forthwith due and payable in whole or in part, whereupon the Notional Amounts so declared to be due and payable, together with accrued interest thereon and any unpaid accrued Fees and all other liabilities of the Issuer accrued hereunder and under any other Note Document, shall become forthwith due and payable, without presentment, demand, protest or any other notice of any kind, all of which are hereby expressly waived by the Issuer, anything contained herein or in any other Note Document to the contrary notwithstanding.
Net Equity. For so long as the Obligations are outstanding, the REIT shall continue using commercially reasonable efforts to raise equity. All Net Equity shall be deposited in the Collections Account promptly upon receipt by the REIT (with the REIT agreeing to deliver such direction letters as the Agent may require to effect the automatic transfer of funds from the Other Deposit Account maintained by the REIT to the Collections Account), and, monthly, on or before the tenth day of each month, the Borrower shall cause 100% of the excess Consolidated Net Cash Flow of the REIT and each of its Subsidiaries for the prior month, after payment of Existing Debt Service, to be deposited/transferred to the Collections Account.
Net Equity. For each calendar quarter commencing with the calendar quarter ending December 31, 2017, the REIT shall raise a minimum of $10,000,000 of Net Equity.
Net Equity. The “Net Equity” of a Member’s interest in the Company (other than Xxxxxxx’), as of any day, shall be the amount that would be distributed to such Member in liquidation of the Company pursuant to Section 12 hereof if (1) all of the Company’s assets were sold for their Gross Appraised Values, (2) the Company paid its accrued, but unpaid, liabilities and established reserves for the payment of reasonably anticipated contingent or unknown liabilities, and (3) the Company distributed the remaining proceeds to the Members in liquidation, all as of such day. Xxxxxxx’ Net Equity shall be the undistributed amount of any rental income payable to Xxxxxxx under Section 3.4 through the date of the event causing Xxxxxxx to become a Breaching Member. The Net Equity of a Member’s interest in the Company shall be determined, without audit or certification, from the books and records of the Company by the firm of independent certified public accountants regularly employed by the Company. The Net Equity of a Member’s interest shall be determined within thirty (30) days of the day upon which such accountants are apprised in writing of the Gross Appraised Value of the Property, and the amount of such Net Equity shall be disclosed to the Company and each of the Members by written notice. The Net Equity determination of such accountants shall be final and binding in the absence of a showing of gross negligence or willful misconduct. “Gross Appraised Value,” as of any day, shall be equal to the fair market value of the Property as of such day. As used herein, as of any day, the “fair market value” of the Property means the amount that a single buyer would reasonably be expected to pay for the Property owned by the Company on such day, free and clear of all liens and encumbrances, in a single cash purchase, taking into account the current condition, use, and zoning of the Property. In situations under this Agreement in which it is necessary to determine Gross Appraised Value, each Member shall within ten (10) days after request of a Member appoint an appraiser (the “First Appraiser” and the “Second Appraiser”). If the Second Appraiser is timely designated, the First and Second Appraisers shall meet within ten (10) days of such appointment and shall endeavor, within twenty (20) days of such appointment, to agree upon, and give written notice to the Company, the Members, and the firm of independent certified public accountants regularly employed by the Company, of the Gross Apprais...
Net Equity. The "Net Stated Equity" of a Member's Interest in the Company, as of any day, shall be the amount that would be distributed to such Member in dissolution of the Company pursuant to Article 10 hereof if (1) all of the Company's assets were sold for the Stated Amount, (2) the Company paid its accrued, but unpaid, liabilities and established reserves for the payment of reasonably anticipated contingent or unknown liabilities, and (3) the Company distributed the remaining proceeds to the Members in liquidation, all as of such day. The Net Stated Equity of a Member's Interest in the Company shall be determined, without audit or certification, from the books and records of the Company by the firm of independent certified public accountants regularly employed by the Company. The Net Stated Equity of a Member's interest shall be determined within thirty (30) days of the day upon which such
Net Equity. Net Equity (as defined in the last sentence of this subsection) shall be at least two hundred ninety-five thousand dollars ($295,000), excluding the distributions of retained earnings and amounts to be used for payment of income taxes described in Section 3.9 below. Net Equity shall be computed in a manner consistent with the Target's Unaudited Financial Statements, attached hereto as Exhibit 3.8. Net Equity shall be defined as the book value of the total assets (exclusive of good will), less total liabilities.
Net Equity. The "Net Equity" of a Partner's interest in the Partnership, as of any day, shall be the amount that would be distributed to such Partner in liquidation of the Partnership pursuant to Section 12.2 hereof if (1) all of the Partnership's assets were sold for their Gross Asset Values, (2) the Partnership paid its accrued, but unpaid, liabilities and established reserves for the payment of reasonably anticipated contingent or unknown liabilities, and (3) the Partnership distributed the remaining proceeds to the Partners in liquidation, all as of such day. The Net Equity of a Partner's interest in the Partnership shall be determined, without audit or certification, from the books and records of the Partnership by the firm of independent certified public accountants regularly employed by the Partnership. The Net Equity of a Partner's interest shall be determined within 30 days of the day upon which such accountants are apprised in writing of the Gross Asset Value of the Partnership's assets, and the amount of such Net Equity shall be disclosed to the Partnership and each of the Partners by written notice. The Net Equity determination of such accountants shall be final and binding in the absence of a showing of gross negligence or willful misconduct.
