Adjusted Fair Market Value definition
Adjusted Fair Market Value means, in the event of a Change in Control, the greater of (i) the highest price per Share paid to holders of the Shares in any transaction (or series of transactions) constituting or resulting in a Change in Control or (ii) the highest Fair Market Value of a Share during the ninety (90) day period ending on the date of a Change in Control.
Adjusted Fair Market Value of an item of Company property means the greater of (i) the fair market value of such property or (ii) the amount of any nonrecourse indebtedness to which such property is subject within the meaning of Section 7701 (g) of the Code.
Adjusted Fair Market Value means with respect to any Eligible Collateral, an amount equal to the product of the Fair Market Value of such Eligible Collateral and the applicable percentage with respect to such Eligible Collateral as set forth on Schedule 1.01.
Examples of Adjusted Fair Market Value in a sentence
If the Independent Investment Banking Firm identifies a bona fide purchaser (or bona fide purchasers) for the Class A Common Shares at a price equal to or above the Adjusted Fair Market Value for the Class A Common Shares (an “Adjusted Qualifying Sale Price”) in accordance with the foregoing sentence, each Class A Shareholder shall be obligated to sell its Class A Common Shares to such bona fide purchaser (or bona fide purchasers) at a price equal to the Adjusted Qualifying Sale Price.
The Independent Investment Bank shall then attempt to sell the Class A Common Shares to any Person (which may include a Class A Shareholder) at the highest price available but in no event at a price lower than the Adjusted Fair Market Value for the Class A Common Shares.
More Definitions of Adjusted Fair Market Value
Adjusted Fair Market Value means in the event of a Change of Control, the greater of (A) the highest price per share of Common Stock paid or payable to holders of the Common Stock in any transaction (or series of transactions) constituting or resulting (or as to which approval by shareholders of the Company constitutes or results) in the Change of Control or (B) the highest Fair Market Value of a share of Common Stock on any business day during the ninety (90) day period ending on the date of the Change of Control.
Adjusted Fair Market Value means, in the event of a Change in Control, the highest price per Share paid to holders of the Shares in any transaction (or series of related transactions) constituting or resulting in a Change in Control other than pursuant to Section 2.10(b).
Adjusted Fair Market Value means, with respect to any Eligible Investments, an amount equal to the product of the Fair Market Value of such Eligible Investments and the applicable percentage with respect to such Eligible Investment as set forth on Schedule 1.2. Affiliate of any Person means any other Person which, directly or indirectly, controls or is controlled by or is under common control with such Person (excluding any trustee under, or any committee with responsibility for administering, any Plan). A Person shall be deemed to be:
Adjusted Fair Market Value means, with respect to any Eligible Collateral, an amount equal to the Fair Market Value of such Eligible Collateral multiplied by the applicable Advance Rate as shown on Schedule1.1.
Adjusted Fair Market Value means, in the event of a Change in Control, the greater of (i) the highest Fair Market Value of a share of Company Common Stock during the sixty day period ending on the date of such Change in Control or (ii) in the case of a Change in Control described in Section 2.7(a) or 2.7(c), the highest price per share of Company Common Stock paid to holders of Company Common Stock in any transaction (or series of transactions) constituting or resulting from such Change in Control.
Adjusted Fair Market Value of an item of Fund asset means the greater of (i) the fair market value of such asset valued in accordance with the Fund’s valuation policy or (ii) the amount of any nonrecourse indebtedness to which such asset is subject within the meaning of Code Section 7701(g).
Adjusted Fair Market Value means, the (a) the Fair Market Value, plus (b) Fair Market Value Additions, minus (c) Fair Market Value Prorations which would be credited to a purchaser if the Assets were being sold to a third party on the Option Closing Date (which prorations shall be as of 11:59 p.m. of the day preceding the Option Closing Date), plus (d) Fair Market Value Prorations which would be credited to a seller if the Assets were being sold to a third party on the Option Closing Date (which prorations shall be as of 11:59 p.m. of the day preceding the Option Closing Date), minus (e) the amount required to repay in full any outstanding Loans as if same were paid off at the Option Closing, minus (f) any other existing liabilities of the Company and the Property Companies that have not been otherwise taken into consideration as part of the Fair Market Value Prorations.