Repurchase Value definition

Repurchase Value means the Fair Market Value in the event the Award to be repurchased under Section 10.2 is comprised of shares of Common Stock and the difference between Fair Market Value and the Exercise Price (if lower than Fair Market Value) in the event the Award is a Stock Option or Stock Appreciation Right; in each case, multiplied by the number of shares subject to the Award.

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Repurchase Value means the Fair Market Value if the award to be settled under Section 2.2(e) or repurchased under Section 5.2(k) or 9.2 is comprised of shares of Common Stock and the difference between Fair Market Value and the Exercise Price (if lower than Fair Market Value) if the award is a Stock Option or Stock Appreciation Right; in each case, multiplied by the number of shares subject to the award.

Repurchase Value means the Fair Market Value if the award to be settled under Section 2.2(e) or repurchased under Section 5.2(l) is comprised of shares of Common Stock and the difference between Fair Market Value and the exercise price (if lower than Fair Market Value) if the award is a Stock Option or Stock Appreciation Right; in each case, multiplied by the number of shares subject to the award. “Repurchase Value” if the award to be repurchased under Section 9.2 is comprised of shares of Common Stock shall mean the greater of the Fair Market Value or the value of such award based upon the price per share of Common Stock received or to be received by other shareholders of the Company in the event. “Repurchase Value” if the award to be repurchased under Section 9.2 is comprised of Stock Options or Stock Appreciation Rights shall mean the difference between the greater of (1) the Fair Market Value or the value of such award based upon the price per share of Common Stock received or to be received by other shareholders of the Company in the event and (2) the exercise price (if lower), multiplied by the number of shares subject to the award.

Examples of Repurchase Value in a sentence

• Payment of the purchase price for an Interest (or portion thereof) shall consist of a non-interest-bearing and non-transferable promissory note (the "Promissory Note") in an amount equal to the net asset value of the Interest (or portion thereof) repurchased by the Fund determined as of the date of such repurchase (the "Repurchase Value").

• Two payments shall be made in respect of the Promissory Note: (i) an amount equal to at least 95% of the estimated Repurchase Value (the "Initial Payment"); and (ii) an amount equal to the excess, if any, of the Repurchase Value over the Initial Payment (the "Post-Audit Payment").

• This instrument will expire and terminate (without relieving the Company of any obligations arising from a prior breach of or non-compliance with this instrument) upon either (i) the issuance of Units to the Investor pursuant Section 1(a); (ii) the payment, or setting aside for payment, of amounts due the Investor pursuant to Section 1(a) or Section 1(b); or (iii) the payment of the Repurchase Value; provided, however, that Section 5 shall survive any such termination.

• The Parties acknowledge and agree that it would be impracticable or impossible to determine with precision the amount of damages that would or may be incurred by Buyer as a result of (x) the Portfolio’s failure to satisfy any Capacity Warranty or (y) the existence of any of the circumstances described in this Agreement that gives rise to an obligation of Seller to pay to Buyer the Repurchase Value.

• Seller and Buyer each agree that Buyer shall be under no obligation to submit any dispute regarding the payment of any Repurchase Value when due to the dispute resolution mechanism set forth in Section 14.5, but may rather immediately pursue whatever rights it has available under this Agreement, at law or in equity in accordance with Section 14.6 herein.

More Definitions of Repurchase Value

Repurchase Value of a Participated Pool RAL at any time shall mean the Principal Amount of such Participated Pool RAL, less any Collections received with respect to such Participated Pool RAL.

Repurchase Value means, with respect to any Facility (including Underperforming Facilities), the greater of (a) the Fair Market Value of such Facility (as determined under the Appraisal Procedure if Buyer and Seller cannot agree as to that Fair Market Value within ten (10) days), and (b) 100% of the Aggregate Purchase Price for such Facility reduced, on each anniversary of the Commencement of Operations Date of such Facility commencing with the second such anniversary, in a straight-line manner by a value equal to the fraction of (i) 1, over (ii) the term of the applicable ESA plus [***] ([***]), examples of which are set forth on Schedule 1.2.

Repurchase Value means at any time (i) in respect of any Receivable other than a Defaulted Receivable, Par Value, and (ii) in respect of a Defaulted Receivable, Par Value less any Seller’s provisions allocated with respect to such Receivable matching its book value on the Seller’s balance sheet at such time.

Repurchase Value means, with respect to any New System, the greater of (a) the Fair Market Value of such New System (as determined under the Appraisal Procedure if Owner and Operator cannot agree as to that Fair Market Value within ten (10) days)), and (b) 100% of the Purchase Price for such New System until the first anniversary of Commissioning, declining by [*]% on such first anniversary and on each anniversary of such date thereafter (for example, on the fourth anniversary of Commissioning, the Repurchase Value will decline to [*]% of the Purchase Price), in each case as calculated as of the date that Operator becomes obligated to pay such amount to Owner.

Repurchase Value means, with respect to any Unit at any certain time, the greater of (x) the amount of the Capital Contribution of such Unit which has not previously been returned to the Holder thereof in Distributions to the Holder of such Unit, and (y) the aggregate amount that would be distributed to the Holder thereof based upon the Total Equity Value.

Repurchase Value means, with respect to any New System, the greater of (a) the Fair Market Value of such New System (as determined under the Appraisal Procedure if Buyer and Seller cannot agree as to that Fair Market Value within ten (10) days), and (b) 100% of the Purchase Price for such New System until the first anniversary of Commissioning, declining by [*] on such first anniversary and on each anniversary of such date thereafter (for example, on the fourth anniversary of Commissioning, the Repurchase Value will decline to [*] of the Purchase Price), in each case as calculated as of the date that Seller becomes obligated to pay such amount to Buyer.

Repurchase Value means the greatest of the following: (a) an amount equal to the product of (i) six multiplied by (ii) the Company’s Pro Forma Adjusted EBITDA (as defined in the Loan Agreement) for the 12-month period ended immediately prior to the date of the Repurchase Notice (based upon income statements reviewed by the Company’s independent certified public accountant for such period); (b) an amount equal to the Market Value of the total number of then outstanding shares of Common Stock of the Company (assuming the conversion or exercise of all then outstanding securities convertible into, or exercisable for, shares of Common Stock, including this Warrant) as determined by a recognized valuation firm mutually selected by the Company and the Registered Holder; or (c) an amount equal to the product of (i) six multiplied by (ii) the annual average of the Company’s Pro Forma Adjusted EBITDA for the 36-month period ended immediately prior to the date of the Repurchase Notice (based upon each of the quarterly income statements reviewed by the Company’s independent certified public accountant for such period).