Third Party Valuation Clause Samples

The Third Party Valuation clause establishes that an independent, neutral party will determine the value of an asset, liability, or transaction when the parties involved cannot agree on a valuation themselves. Typically, this process involves appointing a qualified appraiser or expert whose assessment is binding or highly influential in resolving the dispute. This clause ensures fairness and objectivity in valuation, helping to prevent conflicts and deadlocks by providing a clear mechanism for resolving disagreements over worth.
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Third Party Valuation. Following the execution of this Agreement, the parties will mutually select and engage an independent third-party appraiser to value the disaster recovery businesses of the Companies that will be transferred to the Disaster Recovery Companies in the Spin-Off on the basis of fair market value as a going concern. The cost of such valuation shall be paid one-half by RDSI and one-half by the Shareholders.
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Third Party Valuation. In the event that the Conversion Price for a Non-Qualified Public Company Conversion Event will be determined by an independent nationally recognized investment banking firm mutually agreeable to the Company and the Required Investors (a “Valuation Firm”), the Company and the Holder agree as follows: (i) The Holder shall deliver a Conversion Notice to the Company in accordance with Section 4(b) indicating that the Holder is electing a Non-Qualified Public Company Conversion Event based on a third-party valuation because a Qualified Financing has not occurred since the Initial Closing Date. (ii) Within five Business Days of receipt of the first such Conversion Notice, the Company shall provide the Required Investors a list of three Valuation Firms that it is willing to engage to provide the valuation. The Required Investors will then select one of the three Valuation Firms to provide the valuation. Once the Valuation Firm is selected, the Company will work diligently with the Valuation Firm to prepare and finalize a valuation of the Company. After the first such Conversion Notice and selection of the Valuation Firm, such Valuation Firm shall serve in such capacity for all future conversions elected by Holders pursuant to Section 4(b) in which such a valuation is necessary, unless the Company, in its sole discretion, elects to agree with the Required Investors on a new Valuation Firm selected pursuant to this Section 5(d)(ii). (iii) The Company shall pay for all cost and expenses of the Valuation Firm. (iv) Any valuation that has been finalized in accordance with Section 5(d)(ii) shall apply to any Conversion Notice received by the Company pursuant to Section 5(d)(i) within 90 days after such valuation has been finalized.
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Third Party Valuation. Prior to the Closing Date, NBT Bank shall obtain a valuation from the Third Party Valuator regarding the restrictive covenants in Section "3(a)" hereof, the costs of the Third Party Valuator shall be borne by City National Bank provided, however, NBT Bank shall seek the consent of City National Bank regarding the selection of the Third Party Valuator which consent shall not be unreasonably withheld. The Executive shall cooperate and use his best efforts in assisting the Third Party Valuator in its valuation of the restrictive covenants in Section "4(a)" hereof.
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Third Party Valuation. Mr. ▇▇▇▇ ▇▇▇▇▇ Assistant Directing Business Representative District Lodge No. 26 I.A.M.A.W., AFL-CIO ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Dear ▇▇. ▇▇▇▇▇: This is to confirm the understanding and agreement between the Company and the Union concerning alternate medical plan options other than the Company sponsored national plans. The Company and the Union have agreed that – notwithstanding the provisions of Article 22 – any employee who as of March 31, 2017 is covered by the Agreement may elect to enroll in any one of the qualified alternate plans which, as of January 1, 2018, the Company has accepted and who services the area in which the employee resides, provided:
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Third Party Valuation. Alliqua shall have received an independent third party valuation of the AquaMed Shares to be distributed in the Distribution.
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Third Party Valuation. The Equityholder shall procure that the Initial Valuation Company or a Fallback Valuation Company provide the following to the Administrative Agent in respect of each Portfolio Asset that (x) was, as of the related Portfolio Asset Trade Date, an Illiquid Loan or (y) becomes, on any day following the Portfolio Asset Trade Date, an Illiquid Loan (the date on which such event occurs, the “Illiquid Event Date” for such Portfolio Asset):
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Third Party Valuation 
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Related to Third Party Valuation

  • 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.

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

  • Independent Testing Owner shall furnish independent tests, inspections and reports required by law, the Contract Documents or deemed appropriate by the Owner, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous materials to be conducted by consultants retained by the Owner.

  • 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.