Purchase Option Price. The Purchase Option shall be at a price per share implying a total value of $250 million for 100% of the Preferred PropCo Equity. Regulatory Requirements All parties shall abide by, and use their commercially reasonable efforts to obtain, any regulatory and licensing requirements or approvals to consummate the Restructuring as promptly as practicable including, but not limited to requirements or approvals that may arise as a result of such party’s equity holdings in the REIT, PropCo or OpCo, as the case may be. Such parties receiving equity shall use commercially reasonable efforts to cooperate with, and timely obtain and submit, all applicable licensing materials and information to, applicable gaming authorities throughout any regulatory or licensing process, including without limitation with respect to any applicable license, permit, or finding of suitability, and shall cause any individual subject to regulatory, licensing, or suitability approval to similarly cooperate and provide all such relevant materials and information. To facilitate regulatory approvals and prompt consummation of the Restructuring, any party signing the RSA must irrevocably elect upon execution of the RSA the amount of Put Options with respect to OpCo New Common Stock. The Company and its affiliates will assist with required regulatory approvals and structuring issues, including common stock voting structures to ensure compliance with regulatory requirements. To the extent any required regulatory approvals are not obtained by the Closing of the Restructuring, the parties agree to work together to facilitate consummation of the Restructuring as promptly as practicable. Actions to be taken may include entering into transactions to permit the Closing to occur while such regulatory approvals are pending (alternate temporary structures), temporary escrowing of equity and/or selling down equity below regulatory threshold levels. Any actions proposed to be taken in connection with obtaining regulatory approvals that adversely affect any First Lien Noteholder, in an economic or other material respect, must be reasonably acceptable to the Requisite Consenting Creditors, and will be binding on all First Lien Noteholders. REIT Requirements To the extent any party would otherwise receive more than 9.8% of the outstanding REIT New Common Stock, such party shall instead receive direct PropCo New LP Interests equal to the value of such REIT New Common Stock above 9.8%. All PropCo Preferred Equit...
Purchase Option Price. In no event may the Improvements be Transferred for a price that exceeds the Purchase Option Price. The Purchase Option Price shall be equal to the lesser of (a) the value of the Improvements as determined by the Appraisal commissioned and conducted at the discretion of IHT as provided in 10.9 below or (b) the price calculated in accordance with the formula described in Section 10,10 below (the “Formula Price”).
Purchase Option Price. If Lessee has elected to exercise the Purchase Option, then the "PURCHASE OPTION PRICE" shall be the Fair Market Value (hereinafter defined) of the Equipment, provided, however, that the Purchase Option Price shall not be less than 13.08% of the Acquisition Cost of the Equipment. As soon as practicable following Lessor's receipt of the Option Notice, Lessor and Lessee shall agree on the Fair Market Value of the Equipment as of the end of the Lease Term. "FAIR MARKET VALUE" of the Equipment shall be the amount determined on the basis of, and equal in value to, the amount which would be obtained in an arm's-length transaction between an informed and willing buyer-user (other than a buyer-user currently in possession or a used equipment or scrap dealer) and an informed and willing seller, under no compulsion to buy or sell, provided, however, that in such determination (i) costs of removal from the location of current use shall not be a deduction from such value, (ii) it shall be assumed (whether or not the same be true) that the Equipment has been maintained and would have been returned to Lessor in compliance with the requirements of the Lease, and (iii) if any item of Equipment has been attached to or installed on or in any other property leased or owned by Lessee, then the fair market value of such item of Equipment shall be determined on an installed basis, in place and in use. If Lessor and Lessee fail to agree upon Fair Market Value on or before one hundred sixty (160) days prior to the expiration of the Lease Term, then such value shall be determined by the Appraisal Procedure (as set forth in Section 3 below), at Lessee's sole cost and expense. Purchase Option Rider/Fmv w/Floor W/Ret
Purchase Option Price. The Purchase Option Price shall be the lesser of (a) the value of the Improvements and the leasehold interest in the land as determined by an Appraisal if commissioned and conducted as provided in section 10.5 above or (b) the price calculated in accordance with the formula described in section 10.10 below (the Formula Price).
Purchase Option Price. The Purchase Option Price (the "POP") shall be equal to the lesser of the current appraisal value of the Improvements (as determined below) or the sum of the Lessee's Purchase Price as stipulated below, plus twenty-five percent (25%) of the increase in market value of the Improvements (without regard to the market value of the Land), if any, calculated in the manner described below. The parties agree that the Lessee's Purchase Price for the Improvements existing on the Land as of the commencement of the term of this Lease is One Hundred Thirty Thousand Four Hundred and Twenty Dollars ($130,420). For purposes of calculating the POP, the "increase in market value of the Improvements" shall be determined by subtracting the amount of the appraised value of the Improvements at the time of the Lessee's purchase (which amount is $182,500, as documented by the appraiser's report attached as Exhibit H) from the amount of the appraised value of the Improvements at the time of the Lessee's Intent to Sell Notice, to be determined as provided below. At the time of the giving of Lessee`s Intent to Sell Notice, the Lessee shall submit to the CLT, at Lessee's expense, an appraisal (the "Appraisal") of the Improvements by a qualified appraiser. Within ten (10) days of receipt of the Appraisal from the Lessee, the CLT shall either (a) accept the Appraisal as accurately representing the market value of the Improvements for purposes of calculating the POP, or (b) commission a second appraisal by a qualified appraiser, at the CLT's expense, and submit a copy of this second appraiser's report to the Lessee within forty-five (45) days of the giving of Intent to Sell Notice. If a second appraisal is commissioned and results in an appraised value which is not less than 90% nor more than 110% of the amount of the first appraisal, the amount to be used in determining the "increase in market value of the Improvements" shall be the average of the two appraised values. If the amount of the second appraisal is more than 10% greater or less than the first, the two appraisers shall then select a third qualified appraiser, who shall choose one of the two prior appraisal amounts as more closely representing the market value of the Improvements as of the date of the Notice of Intent to Sell. The cost of the third appraiser shall be shared equally by the CLT and the Lessee.
Purchase Option Price. The “Purchase Option Price” shall be the Fair Market Value of the Facility as defined in Section 27.2.5 and as determined by a panel of Qualified Appraisers using the following process:
Purchase Option Price. 21 C. Closing.......................................................................................21 D.
Purchase Option Price. As consideration for the grant of this Option, Purchaser shall pay to Seller the total non-refundable sum of Eight Million Three Hundred Sixty-Five Thousand Fifty and No/100 Dollars ($8,365,050.00) (comprised of $4.50 per share x 1,858,900 shares = $8,365,050.00), payable
Purchase Option Price. Tenant shall pay to Landlord on an all cash basis --------------------- the sum of: $2,157,687.50 for the purchase price of the Premises in the event it exercises the Purchase Option (the "Purchase Option Price").
Purchase Option Price. The Purchase Option Price as determined pursuant to the terms of the Lease Agreement shall be as follows: Principal $13,000,000.00 Interest through the Effective $ 14,958.90 Date Agent's Attorney Fees $ 8,500.00 Aggregate Purchase $13,023,458.90 Option Price Payment of the Purchase Option Price shall be made by wire transfer to the accounts indicated below: To Agent: $13,014,958.90 ABN AMRO Bank N.V. New York, NY ABA No. 026009580 F/O ABN AMRO Bank NV - Chicago CPU Account No. 650-001-1789-41 Ref: AG-00450669 Transport Corporation of America To Agent's Counsel: $ 8,500.00 Harris Bank - Chicago, Illinois ABA/Routing Number: 000 000 288 Account Number: 449-675-8 Account Name: Winston & Strawn LLP Ref: Client No.: 004097/Matter No.: 00000
