Valuation Floor definition

Valuation Floor defined in Section 1.2 (if used in this Agreement).
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Valuation Floor means US$7,500,000.
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Valuation Floor is EUR [insert]10. Intended use The Company and the Founders shall ensure that the Loans are used solely for the purpose of developing the Business. Transfer of Loans The Company shall notify each Investor once the Agreement has been signed by all Parties. Each Investor shall transfer its Loan to the Company’s bank account (details: Name of account holder [name], IBAN [IBAN], Name of the bank [name], SWIFT/BIC [SWIFT/BIC]) within [number]11 days of the receipt of such notice (the “Payment Term”). The Company shall notify each Investor of the receipt of all Loans. If the Company has not received all Loans within the Payment Term, it shall notify each Investor of the same without delay and send each defaulting Investor a reminder (request) to transfer its Loan within five Business Days of such notice (the “Additional Payment Term”). Investor’s payment default If any Investor has not transferred its entire Loan to the Company by the expiry of the Additional Payment Term, the Company shall have the right to withdraw from this Agreement with respect to such defaulting Investor or, if approved by the Investor Majority in writing or if the default amounts to at least [insert]12% of all Loans (the latter a “Material Default”), then with respect to all Parties. Upon Material Default each non-defaulting Investor shall also have the right to withdraw from this Agreement. To exercise the right of withdrawal under this Section 1.5, (a) the Company shall send a respective written notice to all Parties and (b) the Investor shall send a respective written notice to the Company and the Company shall, without delay, forward such notice to all other Parties. Penalty for default If a Party withdraws from this Agreement under Section 1.5 the Company shall have the right to claim from the defaulting Investor a contractual penalty of [10]% of the amount of Loan that such defaulting Investor has agreed to grant under this Agreement. No joint and several obligations If two or more Investors are parties to this Agreement, the obligations of each Investor shall be several and not joint.
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Examples of Valuation Floor in a sentence

  • The Initiating Member shall notify the Emdeon Members or the Purchaser Member, as the case may be, in advance of submitting a Drag-Along Notice in order to determine the Emdeon Valuation Floor or Purchaser Valuation Floor, respectively, for purposes of satisfaction of the conditions in (i)(A)(y) and (ii)(A)(y).

  • The Purchaser Valuation Floor or Emdeon Valuation Floor shall be agreed upon pursuant to the provisions of Section 9.6(a).

  • Therefore, the parties could consider/negotiate removing the repayment option under this Section 5.1.2 altogether and agree that the Loan will be automatically converted at the price based on the Valuation Floor.

Related to Valuation Floor

  • Valuation Amount means, in respect of each Mortgaged Vessel, the value thereof as most recently determined under clause 8.2.2; and

  • Valuation Cap means $5,000,000.

  • Valuation Point means, in respect of a Sub-Fund, the official close of trading on the Market on which the Securities constituting the Index are listed on each Dealing Day or if more than one, the official close of trading on the last relevant Market to close or such other time or times as determined by the Manager in consultation with the Trustee from time to time provided that there shall always be a Valuation Point on each Dealing Day other than where there is a suspension of the creation and redemption of Units.

  • Valuation Price means in respect of a Valuation Date and any relevant Scheduled Trading Day, the price of the Reference Asset at the Valuation Time on such day, as determined by the Determination Agent.

  • Valuation Percentage means, for any item of Eligible Collateral, the percentage specified in Paragraph 13.