Valuation Assumptions Sample Clauses

Valuation Assumptions. (I) General assumptions: 1. Transaction assumption: all assets to be valued are assumed to be in the transaction process and valuers conduct the valuation according to simulated market conditions such as transaction conditions of the assets to be valued. 2. Open market assumption: open market assumption is an assumption about conditions of a market into which assets are proposed to be entered and effects of such market conditions on assets. An open market means a well-developed, comprehensive and competitive market with willing buyers and willing sellers acting voluntarily and rationally at arms’ length, having sufficient opportunities and time to obtain market information and under no compulsion or restrictions to buy or sell. 3. Continuous use assumption: the continuous use assumption is an assumption made on the conditions of the market where the assets are intended to enter into as well as the status of the assets in such market conditions. It is first assumed that the assets to be appraised are in use, and it is further assumed that the assets that are in use will be used continuously. Under continuous use assumption, no consideration is given to the conversion of the use of the assets or utilisation of the assets under the best condition. Thus, the valuation results are subject to a restricted scope of applicability. 4. Going concern assumption: it is an assumption made by taking the whole assets of an enterprise as the appraised entity. In this way, the enterprise operates continually in pursuit of its operation objective under its external environment as the main operating entity. The management of the enterprise is responsible for and capable of taking responsibility. The enterprise operates legally and makes appropriate profits to maintain the capability of going concern. (II) Valuation assumptions under the income approach: 1. There is no significant change in the relevant existing laws, regulations and policies of the country, or in the macroeconomic conditions of the country. There is no significant change in the political, economic and social environment in which the parties to this transaction are situated, and there are no material adverse impacts arising from other unforeseeable factors or force majenre. 2. Assuming the company to operate as a going concern based on the actual status of the assets as at the valuation base date. 3. Assuming the management of the company to be responsible and have the capability to take on their duties. 4. A...
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Valuation Assumptions. For the valuation performed based on the income approach, the Valuer has adopted the following valuation assumptions:
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Valuation Assumptions. For this valuation, the valuers have followed the following valuation assumptions: I) General Assumptions 1. Transaction Assumption Transaction assumption is to assume that all the assets to be valued are already in the process of transaction and the valuer carries out the valuation based on a simulated market which involves the transaction conditions of the assets to be valued. Transaction assumption is the basic assumption for the valuation of assets.
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Valuation Assumptions. The valuation results depend on the assumptions used. There are two broad categories of assumptions: ▪ financial assumptions - such as the investment return that will be earned in the future and the rates at which earnings and pensions will increase; and ▪ demographic assumptions - such as rates of mortality, retirement, and withdrawal from the Fund.
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Valuation Assumptions. Clause (6) in the definition of “Valuation Assumptions” in Section 1.1. of the Agreement is hereby amended and restated in its entirety as follows:
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Valuation Assumptions. There will be no further Exchanges from and after the Early Termination Notice.
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Valuation Assumptions. The valuer has assumed that the following prerequisites are satisfied as at the Valuation Benchmark Date in accordance with the requirements for asset valuation: (i) Open market assumption The assets can be freely traded in a fully competitive market, with their prices depend on the value judgment of the assets made by independent parties to the transaction under the supply and demand conditions of a certain market; (ii) Transaction assumption It is assumed that all valuation targets are in the process of simulated transactions; (iii) Assumption of continuing usage of the asset at the original location The assumption of continuing usage at the original location refers to the assumption that the asset will remain in the original place or the original place of installation for continuous use; (iv) Existing purpose assumption The existing purpose assumption refers to the assumption that the assets will continue to be used for their existing purpose; (v) No material defaults occurred during the lease term of the signed leases of the investment properties held by the long-term investment unit under the property-holding entity; (vi) During the future operating period, the valuation object will be able to stabilize its operations and generate revenue; (vii) The circumstances and information provided by the party commissioning the appraisal to the valuation agency, which are necessary for the valuation of the real estate, are true and reliable; (viii) It is assumed that the status of the subject of valuation at the time of valuation is consistent with that on the date of completion of the on-site inspection; (ix) It is assumed that the real estate interest is not subject to other rights and restrictions that may affect its value; (x) There will be no major changes in the macro-political, economic and social environment of the target company’s location; (xi) There will be no major changes in exchange rates, interest rates, tax burdens, inflation, population and industrial policies; (xii) There will be no major changes in the current laws, administrative regulations, policies and social and economic environment followed by the enterprise; (xiii) The market and technology of the industry and field in which the enterprise is located are in a normal state of development, and there are no major sudden changes in the market or technology; (xiv) The main operating assets of the enterprise can be effectively used and will not be idle or otherwise ineffectively utilized; (x...
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Valuation Assumptions. For the purposes of Section 7.1: Units of a Fund subscribed for shall be deemed to be outstanding as of the time a subscription for Units is received by or on behalf of the Fund and the amount received or receivable by the Fund shall thereafter be deemed to be an asset of the Fund; and Units of a Fund for which a request for redemption or exchange has been received by or on behalf of the Fund are deemed to be outstanding until (and not after) the close of business on the day on which the Net Asset Value thereof is determined and thereafter, until paid, the Net Asset Value of such Units is deemed to be a liability of the Fund and the total number of Units outstanding shall be adjusted accordingly. The Series Net Asset Value and Series Net Asset Value per Unit shall reflect a reduction to take into account any management or performance fees payable to the Manager by a Fund, as applicable, that has accrued to the relevant Valuation Date.
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Valuation Assumptions 
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Related to Valuation Assumptions

  • Methodology 1. The price at which the Assuming Institution sells or disposes of Qualified Financial Contracts will be deemed to be the fair market value of such contracts, if such sale or disposition occurs at prevailing market rates within a predefined timetable as agreed upon by the Assuming Institution and the Receiver. 2. In valuing all other Qualified Financial Contracts, the following principles will apply:

  • Non-Assumption of Liabilities Purchaser shall not, by the execution and performance of this Agreement or otherwise, assume, become responsible for, or incur any liability or obligation of any nature of the Sellers, except for the Assumed Liabilities being assumed under Section 1.6 hereof. By way of illustration, Purchaser shall not assume, become responsible for, or incur any liability for whether legal or equitable, matured or contingent, known or unknown, foreseen or unforeseen, ordinary or extraordinary, patent or latent, arising out of occurrences prior to the Closing Date arising out of or relating to: (a) violation of the requirements of any governmental authority or of the rights of any third person, relating to the reporting and payment of federal, state, or other income Tax Liabilities of Sellers; (b) any severance pay, or accrued vacation pay obligation or any other potential claims that could be brought or alleged by any of the Sellers employees for periods prior to the Closing Date, or any obligations under any employee benefit plan (within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended) or any other fringe benefit program maintained or sponsored by Sellers or to which any of the Sellers contributes or any contributions, benefits or liabilities therefore or any liability for the withdrawal or partial withdrawal from or termination of any such plan or program by the Sellers; (c) the interest bearing debts of the Sellers, (d) any violation by the Sellers of any federal, state or local antitrust, racketeering or trade practice law, (e) liabilities or obligations of the Sellers for brokerage or other commissions relative to this Agreement or the transactions contemplated hereunder, (f) any and all liability and obligation for commissions and bonuses listed on Schedule 3.13; and (g) any rights, liabilities or responsibilities for any lease agreement that is not listed in Schedule 1.4(e).

  • Merger Without Assumption The party or any Credit Support Provider of such party consolidates or amalgamates with, or merges with or into, or transfers all or substantially all its assets to, another entity and, at the time of such consolidation, amalgamation, merger or transfer:-- (1) the resulting, surviving or transferee entity fails to assume all the obligations of such party or such Credit Support Provider under this Agreement or any Credit Support Document to which it or its predecessor was a party by operation of law or pursuant to an agreement reasonably satisfactory to the other party to this Agreement; or (2) the benefits of any Credit Support Document fail to extend (without the consent of the other party) to the performance by such resulting, surviving or transferee entity of its obligations under this Agreement.

  • Pro Forma Calculations (a) Notwithstanding anything to the contrary herein, financial ratios, tests and covenants, including the Leverage Ratio and the Fixed Charge Coverage Ratio shall be calculated in the manner prescribed by this Section 1.9. (b) For purposes of calculating any financial ratio, covenant or test, Specified Transactions (with any incurrence or repayment (excluding voluntary repayments) of any Debt in connection therewith to be subject to Section 1.9(c)) that have been made (i) during the applicable measurement period and (ii) subsequent to such period and prior to or simultaneously with the event for which the calculation of any such ratio is made shall be calculated on a pro forma basis assuming that all such Specified Transactions (and any increase or decrease in EBITDA and the component financial definitions used therein attributable to any Specified Transaction) had occurred on the first day of the applicable measurement period. If, since the beginning of any applicable period any Person that subsequently became a Subsidiary or was merged, amalgamated or consolidated with or into Borrower or any of its Subsidiaries since the beginning of such period shall have made any Specified Transaction that would have required adjustment pursuant to this Section 1.9, then such financial ratio or test shall be calculated to give pro forma effect thereto in accordance with this Section 1.9. (c) In the event that Borrower or any Subsidiary incurs (including by assumption or guarantees) or repays (including by redemption, repayment (other than voluntary repayments), retirement or extinguishment) any Debt included in the calculations of any financial ratio, covenant or test (in each case, other than Debt incurred or repaid under any revolving credit facility), (i) during the applicable period or (ii) subsequent to the end of the applicable period and prior to or simultaneously with the event for which the calculation of any such ratio is made, then such financial ratio or test shall be calculated giving pro forma effect to such incurrence or repayment of Debt, to the extent required, as if the same had occurred on the last day of the applicable period.

  • Assumption of Assumed Liabilities (a) Except as expressly provided in Section 2.4(b), the Purchaser shall not assume, in connection with the transactions contemplated hereby, any liability or obligation of either Seller whatsoever, whether known, unknown, absolute, contingent or otherwise, and whether accrued or unaccrued. (b) Subject to the foregoing Section 2.4(a), effective as of the Closing Date, the Purchaser shall assume the following liabilities and obligations of the Sellers arising out of the use, ownership or operation of the Business, the Facilities or the other Assets (collectively, the “Assumed Liabilities”): (i) the obligations of the Sellers under (x) each Assumed Contract, related to the rights under each Assumed Contract assigned to the Purchaser under the Assignment and Assumption Agreement, (y) each JWWTP Agreement to the extent assigned to the Purchaser under the Assignment (JWWTP Agreements) and (z) each License included in the Assets required to be performed on or after the Closing Date; (ii) all accounts payable, accrued expenses and other current liabilities of the Sellers related to the Business and accrued or existing as of the Closing Date, but only to the extent included in the determination of Final Net Working Capital; (iii) all liabilities and obligations, known or unknown, relating to, resulting from, arising out of or in connection with, directly or indirectly, (A) events that occur, (B) services performed or products manufactured or sold, or (C) the ownership, operation or use of the Business and the Assets, in each case, from and after the Closing; (iv) liabilities and obligations relating to or arising from physical or bodily injuries to, or damage to the property of, third parties that occur from and after the Closing to the extent caused by the physical condition of the Assets (which are being transferred as-is, where-is); (v) liabilities arising in connection with any severance plan established by the Purchaser on or after the Closing Date; and (vi) liabilities under any of the CBAs or any other collective bargaining agreement or other labor arrangement, including any grievances, to the extent arising from any act or omission after the Closing.