True-Up Value definition

True-Up Value means a dollar amount equal to the aggregate Individual Sale Company Valuations.
True-Up Value for any Distribution Year means the amount by which (a) the lesser of (i) $70 million or (ii) the aggregate amount of Available Cash (other than Net Proceeds of Refinancing, Sale or Other Capital Transactions) distributed to Members for such Distribution Year exceeds (b) the amount distributed for such Fiscal Year to the Class A Members pursuant to Sections 4.3(a)(i) and (ii). The Company shall calculate the True Up Value by December 15th of each Fiscal Year and shall promptly communicate such True Up Value to the Members.
True-Up Value. An amount equal to the product of (i) 0.22, multiplied by (ii) 9.5, multiplied by (iii) the LLC Net Income for the twelve months ending on the last day of the Closed Quarter for which Final Quarterly Financials were not complete prior to the Exchange Closing, based upon the Final Quarterly Financials for such Closed Quarter. Such calculation shall be certified by the Chief Financial Officer of EFC LLC.

Examples of True-Up Value in a sentence

  • Payment of the True-Up Value Difference will be accompanied by the payment of interest thereon from the Effective Date to and including the date of payment at an annual rate equal to the 90-Day Treasury Rate in effect on the Effective Date.

  • In the event that the Investor disagrees with the Company’s calculations of the True-Up Value or the amount of shares of Common Stock to be issued in connection with this section, the Investor shall have two (2) Trading Days to contest the calculation of the Company upon delivery of written notice to the Company, which such written notice shall include the Investor’s proposed calculation of the amount of the True-Up Shares.

  • An amount equal to the True-Up Value minus the LLC Interests Value (with such amount expressed as a positive number, if positive, or as a negative number, if negative).

  • If the True-Up Adjustment is settled in Blackstone Common Units or PJT Class A Shares, the Replacement Award holder will receive a number of units or shares, as applicable, with a value equal to the True-Up Value using the Blackstone VWAP or PJT VWAP, as applicable, during the last 20 Trading Days of the True-Up Measurement Period.

  • In the event of an Acquisition Event, (i) the True-Up Date shall be the earlier of June 30, 2011 and the date of the Acquisition Event, and (ii) the True-Up Value shall equal the greater of the amount determined under Section 2.2A(a) and the fair market value (as determined in good faith by the board of directors of Buyer) of the consideration received for each share of Buyer’s common stock, if applicable, in the Acquisition Event.

  • In the event that the aggregate value of the Shares and the previously sold Shares are valued for less than the Value Amount on the Valuation Date, the Company shall thereafter issue additional shares of Common Stock to the Investor in the amount of the True-Up Value (such shares, the “True-Up Shares”).

  • In the event that the Shares are valued for less than the Value Amount on the Valuation Date, the Company shall thereafter issue additional shares of Common Stock to the Investor in the amount of the True-Up Value (such shares, the “True-Up Shares”).

  • True-Up shall equal the lesser of (a) the sum of Excess Liability plus Second Excess Liability plus Further Excess Liability less Windward’s Initial Payment or (b) the difference calculated by subtracting (i) the sum of the Windward Floor, the Final Floor Uplift, Windward’s Initial Payment plus Windward’s Second Payment (whether the value of Windward’s Second Payment is positive or negative) from (ii) the True-Up Value.

  • No CVR Consideration shall be paid on a CVR if the True-Up Value or the Floor Price equals or exceeds the Target Price.


More Definitions of True-Up Value

True-Up Value means a dollar amount equal to the aggregate Individual Sale Company Valuations, with any Units or shares of Common Stock still held by Greenlight or Third Point on the True-Up Date being deemed to have been sold by Greenlight and the Third Point at the then-current Trading Price of the Common Stock.
True-Up Value is as defined in Section 12.3(e)(2).
True-Up Value after the Anniversary Date shall be zero.
True-Up Value means, in relation to each of the Sale Securities, the amount listed against the name of the relevant Portfolio Company in the column titled “True Up Value” of Part C of Schedule 1 hereto;
True-Up Value has the meaning set forth in Section 2.2A(a).

Related to True-Up Value

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.

  • RI Value means, in respect of a Reference Item and a ST Valuation Date, (i) the RI Closing Value for such Reference Item in respect of such ST Valuation Date, divided by (ii) the relevant RI Initial Value (expressed as a percentage).

  • True-Up Date means the date which is forty-five (45) days after the latest to occur of the Termination Date of this Agreement, the Termination Date of the Single Family Agreement, if applicable, or disposition of all Assets pursuant to this Agreement or the Single Family Agreement, if applicable.

  • 704(c) Value of any Contributed Property means the fair market value of such property or other consideration at the time of contribution, as determined by the General Partner using such reasonable method of valuation as it may adopt. Subject to Exhibit B hereof, the General Partner shall, in its sole and absolute discretion, use such method as it deems reasonable and appropriate to allocate the aggregate of the 704(c) Values of Contributed Properties in a single or integrated transaction among the separate properties on a basis proportional to their respective fair market values.

  • S&P Value means, on any date and with respect to any Eligible Collateral other than Cash, the product of (A) the bid price obtained by the Valuation Agent for such Eligible Collateral and (B) the S&P Valuation Percentage for such Eligible Collateral set forth in paragraph 13(b)(ii).