Net Fair Value definition
Examples of Net Fair Value in a sentence
If an amount would be required to be remitted to the Company by Redemption Party pursuant to Section 5.12(a), then the Net Fair Value described in clause (A) of Section 5.12(a) shall be reduced (but not below zero) by the aggregate amount of such Tax Benefit Amount and the resulting Estimated Tax Recovery Value, if any, shall be due to the Company.
Subject to paragraphs (f) and (g) below, the Aggregate Cash Consideration shall be decreased by the Net Fair Value of the Option (as defined below), if any, effective on the earlier of (i) an exercise of the Option (a “Post Exercise Decrease”), (ii) a time when the Option is exercisable and the Net Fair Value of the Option is equal to or greater than the outstanding portion of the Aggregate Cash Consideration (a “Pre-Exercise Decrease”), and (iii) a disposition of the Option.
If the Company fails to provide the Parent Entity Audit Certifications, ABC and Hearst shall be deemed to have achieved a Tax Benefit Amount in the aggregate amount of the Net Fair Value described in clause (A) of Section 5.12(a).
If an amount would be required to be paid to Redemption Party pursuant to Section 5.12(a), then the Net Fair Value described in clause (A) of Section 5.12(a) shall be reduced (but not below zero) by the aggregate amount of such Tax Detriment Amount and the resulting Estimated Tax Recovery Value, if any, shall be due to Redemption Party.