Common use of Valuation of Collateral Clause in Contracts

Valuation of Collateral. (a) The Valuation Agent shall determine on the first Wednesday of each month (or if such day is not a Business Day, the following Business Day) (the date of such valuation being a "Valuation Date") (i) the amount of the Certificate B (inclusive of principal and exclusive of undistributed Earnings) as of the Valuation Date (the "Certificate Value"), (ii) by obtaining values from the issuer of the Certificate B and at least one reputable broker of certificates of deposit, the fair market sales value of the Certificate B if sold as of the Valuation Date which fair market sales value shall be equal to the higher of the two values received (the "Sales Value") and (iii) the rating of the provider of the Certificate B from a source the Valuation Agent deems appropriate. Each such valuation of Certificate B by the Valuation Agent shall be binding on the Pledgor and the Pledgee, absent manifest error. On any Valuation Date, in the event that the Sales Value plus any Account Funds in the Collateral Account is less than the Certificate Value (a "Deficiency"), the Valuation Agent shall give written notice in such form as the Valuation Agent deems appropriate of such Deficiency within two (2) Business Days after the Valuation Date via (i) overnight mail or hand delivery and (ii) facsimile transmission, to each of the Pledgee, the Custodian and the Pledgor (a "Deficiency Notice"). Notice in accordance with the previous sentence shall be provided by the Valuation Agent in such form as the Valuation Agent deems appropriate in the event that the rating of the provider of the Certificate B is less than "A" (or an equivalent thereto) (a "Rating Notice"). Upon the written request of the Valuation Agent, approved in writing by the Pledgee and SELCO Service Corporation ("SELCO"), the frequency of the Valuation Date may be modified from time to time.

Appears in 1 contract

Samples: Pledge Agreement (Brookdale Living Communities Inc)

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Valuation of Collateral. (a) The Valuation Agent shall determine on the first Wednesday of each month (or if such day is not a Business Day, the following Business Day) (the date of such valuation being a "Valuation Date") (i) the amount of the Certificate B A (inclusive of principal and exclusive of undistributed Earningsaccreted/compounded interest) as of the Valuation Date (the "Certificate Value"), (ii) by obtaining values from the issuer of the Certificate B A and at least one reputable broker of certificates of deposit, the fair market sales value of the Certificate B A if sold as of the Valuation Date which fair market sales value shall be equal to the higher of the two values received (the "Sales Value") and (iii) the rating of the provider of the Certificate B A from a source the Valuation Agent deems appropriate. Each such valuation of Certificate B by the Valuation Agent shall be binding on the Pledgor and the Pledgee, absent manifest error. On any Valuation Date, in the event that the Sales Value plus any Account Funds in the Collateral Account is less than the Certificate Value (a "Deficiency"), the Valuation Agent shall give written notice in such form as the Valuation Agent deems appropriate of such Deficiency within two (2) Business Days after the Valuation Date via (i) overnight mail or hand delivery and (ii) facsimile transmission, to each of the Pledgee, the Custodian and the Pledgor (a "Deficiency Notice"). Notice in accordance with the previous sentence shall be provided by the Valuation Agent in such form as the Valuation Agent deems appropriate in the event that the rating of the provider of the Certificate B A is less than "A" (or an equivalent thereto) (a "Rating Notice"). Upon the written request of the Valuation Agent, approved in writing by the Pledgee and SELCO Service Corporation Bank Hapoalim B.M., San Francisco Branch ("SELCOBH"), the frequency of the Valuation Date may be Valuaxxxx Xxxx xxx xx modified from time to time.

Appears in 1 contract

Samples: Certificate a Pledge Agreement (Brookdale Living Communities Inc)

Valuation of Collateral. (a) The Valuation Agent shall determine on the first Wednesday of each month (or if such day is not a Business Day, the following Business Day) (the date of such valuation being a "Valuation Date") (i) the amount of the Certificate B A (inclusive of principal and exclusive of undistributed Earningsaccreted/compounded interest) as of the Valuation Date (the "Certificate Value"), and (ii) by obtaining values from the issuer of the Certificate B A and at least one reputable broker of certificates of deposit, the fair market sales value of the Certificate B A if sold as of the Valuation Date which fair market sales value shall be equal to the higher of the two values received (the "Sales Value") and (iii) the rating of the provider of the Certificate B from a source the Valuation Agent deems appropriate). Each such valuation of Certificate B by the Valuation Agent shall be binding on the Pledgor and the Pledgee, absent manifest error. On any Valuation Date, in the event that the Sales Value plus any Account Funds in the Collateral Account is less than the Certificate Value (a "Deficiency"), the Valuation Agent shall give written notice in such form as the Valuation Agent deems appropriate of such Deficiency within two (2) Business Days after the Valuation Date via (i) overnight mail or hand delivery and (ii) facsimile transmission, to each of the Pledgee, the Custodian and the Pledgor (a "Deficiency Notice"). Notice in accordance with the previous sentence shall be provided by the Valuation Agent in such form as the Valuation Agent deems appropriate in the event that the rating of the provider of the Certificate B is less than "A" (or an equivalent thereto) (a "Rating Notice"). Upon the written request of the Valuation Agent, approved in writing by the Pledgee and SELCO Service Corporation ("SELCO"), the frequency of the Valuation Date may be modified from time to time.

Appears in 1 contract

Samples: Pledge Agreement (Brookdale Living Communities Inc)

Valuation of Collateral. (a) The Valuation Agent shall determine on the first Wednesday of each month (or if such day is not a Business Day, the following Business Day) (the date of such valuation being a "Valuation Date") (i) the amount of the Certificate B (inclusive of principal and exclusive of undistributed Earnings) as of the Valuation Date (the "Certificate Value"), and (ii) by obtaining values from the issuer of the Certificate B and at least one reputable broker of certificates of deposit, the fair market sales value of the Certificate B if sold as of the Valuation Date which fair market sales value shall be equal to the higher of the two values received (the "Sales Value") and (iii) the rating of the provider of the Certificate B from a source the Valuation Agent deems appropriate). Each such valuation of Certificate B by the Valuation Agent shall be binding on the Pledgor and the Pledgee, absent manifest error. On any Valuation Date, in the event that the Sales Value plus any Account Funds in the Collateral Account is less than the Certificate Value (a "Deficiency"), the Valuation Agent shall give written notice in such form as the Valuation Agent deems appropriate of such Deficiency within two (2) Business Days after the Valuation Date via (i) overnight mail or hand delivery and (ii) facsimile transmission, to each of the Pledgee, the Custodian and the Pledgor (a "Deficiency Notice"). Notice in accordance with the previous sentence shall be provided by the Valuation Agent in such form as the Valuation Agent deems appropriate in the event that the rating of the provider of the Certificate B is less than "A" (or an equivalent thereto) (a "Rating Notice"). Upon the written request of the Valuation Agent, approved in writing by the Pledgee and SELCO Service Corporation ("SELCO"), the frequency of the Valuation Date may be modified from time to time.

Appears in 1 contract

Samples: Pledge Agreement (Brookdale Living Communities Inc)

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Valuation of Collateral. (a) The Valuation Agent shall determine on the first Wednesday of each month (or if such day is not a Business Day, the following Business Day) (the date of such valuation being a "Valuation Date") (i) the amount of the Certificate B (inclusive of principal and exclusive of undistributed Earnings) as of the Valuation Date (the "Certificate Value"), (ii) by obtaining values from the issuer of the Certificate B and at least one reputable broker of certificates of deposit, the fair market sales value of the Certificate B if sold prior to maturity as of the Valuation Date which fair market sales value shall be equal to as the higher of the two values received (the "Sales Value") and (iii) the rating of the provider of the Certificate B from a source the Valuation Agent deems appropriate. Each such valuation of Certificate B by the Valuation Agent shall be binding on the Pledgor and the Pledgee, absent manifest error. On any Valuation Date, in the event that the Sales Value plus any Account Funds in the Collateral Account is less than the Certificate Value (a "Deficiency"), the Valuation Agent shall give written notice in such form as the Valuation Agent deems appropriate of such Deficiency within two (2) Business Days after the Valuation Date via (i) overnight mail or hand delivery and (ii) facsimile transmission, to each of the Pledgee, the Custodian and the Pledgor (a "Deficiency Notice"). Notice in accordance with the previous sentence shall be provided by the Valuation Agent in such form as the Valuation Agent deems appropriate in the event that the rating of the provider of the Certificate B is less than "A" (or an equivalent thereto) (a "Rating Notice"). Upon the written request of the Valuation Agent, approved in writing by the Pledgee and SELCO Service Corporation Bank Hapoalim B.M., San Francisco Branch ("SELCOBH"), the frequency of xxx xxxxxxxxx xf the Valuation Date may be modified from time to time.

Appears in 1 contract

Samples: Pledge Agreement (Brookdale Living Communities Inc)

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