BTC Valuation definition
Examples of BTC Valuation in a sentence
Within thirty (30) days following NewCo’s receipt of the Put Exercise Notice, NewCo will prepare and deliver, or cause to be prepared and delivered, to the Seller Representative a written statement (the “Put Valuation Statement”) setting forth (x) NewCo’s calculation of the EBITDA for BTC and its subsidiaries for the Put Measurement Period, and (y) based thereon, NewCo’s determination of the BTC Valuation and the Put Consideration.
If NewCo and the Seller Representative are able to resolve all Disputed Call Items, the Call Valuation Statement and the calculation of the BTC Valuation and Call Consideration set forth therein, as modified by such resolutions, will be deemed final, indisputable and binding among NewCo, the Sellers and the Seller Representative for all purposes of this Agreement.
The Call Exercise Notice will contain a statement (the “Call Valuation Statement”) setting forth NewCo’s calculation of the EBITDA of BTC and its subsidiaries for the Call Measurement Period and based thereon NewCo’s determination of the BTC Valuation and the Call Consideration.
If NewCo and the Seller Representative are able to resolve all Disputed Put Items, the Put Valuation Statement and the calculation of the EBITDA for BTC and its subsidiaries for the Put Measurement Period, the BTC Valuation and the Put Consideration set forth therein, as modified by such resolutions, will be deemed final, indisputable and binding among NewCo, the Seller Representative and the Sellers for all purposes of this Agreement.