Attachment: 2012-07-03_173853_master_llc_110517_operating_agreement_ecoglo_minerals_llc.doc

My business partner and I are splitting and I am 'buying her off' to own the business myself. She is charging me for items that are owned under the business. In our contract it says, "9.4 Purchase Price. The purchase price of a dissociating member’s ownership interest will be equal to the sum of (a) the dissociating member’s capital account on the dissociation date plus (b) the product of (i) the difference between the net value of the company on the dissociation date and the aggregate amount of the capital accounts of all members on the dissociation date multiplied by (ii) the dissociating member’s percentage ownership interest. The net value of the company may be determined by agreement between the dissociating member and the purchaser, whether the purchase is made by the company or other members. If an agreement on the value is not reached within 30 days following the election to purchase the dissociating member’s interest, the net value of the company must be determined by a third party appraiser selected by the purchaser who is reasonably acceptable to the dissociating member. In determining the net value of the company, the appraiser must determine the difference between: (a) the greater of the liquidation value of the assets of the company or the value of the company’s assets based on sale of the entire company as a going concern; and (b) the aggregate amount of both long and short term indebtedness and liabilities of the company. If the appraisal is not completed within 120 days following the election to purchase the dissociating member’s interest, the dissociating member may apply to a court of competent jurisdiction for the appointment of another appraiser, in which case the court-appointed appraiser must determine the net value of the company in accordance with the standards set forth in this section, and the purchase price will be determined based on the value determined by that appraisal. The dissociating member must pay one-half of all appraisal costs, and the purchaser must pay the other half." I am wondering what I need to do to calculate the purchase price?

 

Optional Information:
Country relating to Question: United States
State (if USA): Utah