Value of Assets. Except as disclosed in the financial statements provided to the Lessor as of the date hereof, the Lessee will not write up (by creating an appraisal surplus or otherwise) the value of any assets of the Lessee above their cost to the Lessee, less the depreciation regularly allowable thereon.
Value of Assets. To the extent required by Code Section 704 and the Regulations thereunder, Net Income and Net Loss shall be adjusted as follows:
Value of Assets. Each of the Company and Shareholder has received --------------- reasonably equivalent value in exchange for the obligations to be undertaken pursuant to the Contemplated Transactions. Giving effect to the Contemplated Transactions, the fair market value of the Company's assets exceeds the Company's total liabilities, whether accrued, absolute, contingent or otherwise. Giving effect to the Contemplated Transactions, the fair market value of Shareholder's assets exceeds Shareholder's total liabilities, whether accrued, absolute, contingent or otherwise. The Company's assets do not and, immediately following the Contemplated Transactions, will not, constitute unreasonably small capital to carry out the Company's business as conducted or as proposed to be conducted. Shareholder's assets do not and, immediately following the Contemplated Transactions, will not, constitute unreasonably small capital to carry out Shareholder's business as conducted or as proposed to be conducted.
Value of Assets. All parties to this Agreement agree that the value of the Assets be $750,000. (Seven Hundred Fifty Thousand Dollars).
Value of Assets. The value of all Assets, determined in accordance with the ICA, is less than $800 million.
Value of Assets. The Borrower will ensure that the value of Consolidated gross Assets of the Guarantors comprise no less than 90 percent of the value of Consolidated gross Assets of the Borrower computed in accordance with GAAP.
Value of Assets. Except as disclosed in the financial statements provided to the Lender as of the date hereof, the Borrower will not write up (by creating an appraisal surplus or otherwise) the value of any of its assets above their cost to the Borrower, less the depreciation regularly allowable thereon.
Value of Assets. At Closing the aggregate Net Equity of the Company and the Related Company (being the aggregate net book value of the Assets of the Company and the Related Company, as "Assets" is defined herein and in the Related Merger Agreement and as such Assets are recast in the Geneva Companies' Confidential Business Review of the Companies (the "Geneva Review"), minus the aggregate Continuing Liabilities of the Company and the Related Company, as "Continuing Liabilities" is defined herein and in the Related Merger Agreement) shall be no less than Three Million Four Hundred Fifty-Two Thousand Dollars ($3,452,000.00). The Assets shall be free and clear of all liabilities and encumbrances whatsoever other than the Continuing Liabilities.
Value of Assets. At the Effective Time of Merger I, the fair market value of the assets of Company will exceed the sum of its liabilities, plus the amount of liabilities, if any, to which the assets are subject. At the Effective Time of Merger II, the fair market value of the assets of Company transferred to Merger Sub II will exceed the sum of the liabilities assumed by Merger Sub II plus the amount of liabilities, if any, to which the transferred assets are subject.
Value of Assets. As of the date of Closing, the aggregate Net Equity of the Company and the Related Company (being the aggregate net book value of the Assets of the Company and the Related Company (as "Assets" is defined herein and in the Related Merger Agreement, and as such Assets are recast in the Geneva Companies' Confidential Business Review of the Companies (the "Geneva Review")), minus the aggregate Continuing Liabilities of the Company and the Related Company (as "Continuing Liabilities" is defined herein and in the Related Merger Agreement) at Closing shall be no less than Three Million Four Hundred Fifty-Two Thousand Dollars ($3,452,000.00). The Assets shall be free and clear of all liabilities and encumbrances whatsoever other than the Continuing Liabilities.
