Fair Market Value

Fair Market Value. On any date of determination shall mean (i) if the Common Stock is listed on a national securities exchange or admitted to quotation on a national automated quotation system, then the last reported sale price per share of Common Stock on such exchange or quotation system, as the case may be, on the date immediately preceding the date of determination or, if no such sale price is reported on such date, such price on the next preceding trading day in which such price was reported, (ii) if the... Common Stock is not listed on a national securities exchange or quoted on a national automated quotation system, but is actively traded over-the-counter, then the average of the closing bid and asked prices over the five (5) trading days ended on the trading day immediately preceding the date of determination or (iii) if such Common Stock is not traded, quoted or listed on any national securities exchange, national automated quotation system or the over-the-counter market, then the fair market value of a share of Common Stock, as determined in good faith by the Board. View More

Fair Market Value. Means, with respect to a Common Share on any day, the fair market value as determined in accordance with a valuation methodology approved by the Committee, or if there is a public market for the shares on such date, the average of the high and low closing bid prices of the Common Shares on such stock exchange on which the shares are principally trading on the date in question, or, if there were no sales on such date, on the closest preceding date on which there were sales of shares

Fair Market Value. Means, with respect to a Common Share on any day, the fair market value as determined in accordance with a valuation methodology approved by the Committee and consistent with the requirements of Section 409A of the U.S. Internal Revenue Code of 1986, as amended, or if there is a public market for the shares on such date, (i) the methodology as determined by the Committee in its sole and absolute discretion, or (ii) if the Committee has not set forth a pricing methodology, the closing price of... the Common Shares on such stock exchange on which the shares are principally trading on the date in question, or, if there were no sales on such date, on the closest preceding date on which there were sales of shares View More

Fair Market Value. With respect to Shares, the fair market value per Share on the date of determination as determined by the Board in its sole discretion, exercised in good faith; provided, however, that where there is a public market for the Common Stock, the fair market value per Share shall be the average of the closing bid and asked prices of the Common Stock on the date of determination (or, if there are no such prices for such date, on the first preceding day on which there were such reported prices) as... reported in The Wall Street Journal or as reported in such other manner as the Board deems reliable and consistent with the requirements of Code Section 409A (or, if not so reported, as otherwise reported by the National Association of Securities Dealers Automated Quotations System) or, in the event the Common Stock is listed on a stock exchange, the fair market value per Share shall be the closing price on the exchange on the date of determination (or, if there are no sales on such date, on the first preceding day on which there were reported sales), as reported in The Wall Street Journal or as reported in such other manner as the Board deems reliable and consistent with the requirements of Code Section 409A View More

Fair Market Value. The amount which the Committee determines in good faith to be 100% of the fair market value of such a share as of the date in question. Notwithstanding the foregoing, if such shares are listed on a U.S. securities exchange, then Fair Market Value shall be determined by reference to the last sale price (also referred to as the closing price) of a share of Common Stock on such U.S. securities exchange on the applicable date. If such U.S. securities exchange is closed for trading on such date, or... if the Common Stock does not trade on such date, then the last sale price used shall be the one on the date the Common Stock last traded on such U.S. securities exchange. If such shares are not listed on a U.S. securities exchange, then Fair Market Value shall be determined by reference to the trading price of a shares of Common Stock on such date (or, if the applicable market is closed on such date, the last date on which the Common Stock was publicly traded), by a method consistently applied by the Committee View More

Fair Market Value. As of any date, the value of the Common Stock determined as follows: (i) If the Common Stock is listed on any established stock exchange or a national market system, including without limitation the New York Stock Exchange, its Fair Market Value will be the closing sales price for such stock (or the closing bid, if no sales were reported) as quoted on such exchange or system for the date of determination, or, if no sale of the Common Stock occurred on that date, on the trading date before the... date on which a sale of shares of Common Stock occurred, as reported in The Wall Street Journal or such other source as the Committee deems reliable; (ii) If the Common Stock is regularly quoted by a recognized securities dealer but selling prices are not reported, its Fair Market Value will be the arithmetic mean of the high and low prices for the Common Stock on the date of determination, or, if no such high and low prices are available on that date, the trading date before the date on which such prices are available, as reported in The Wall Street Journal or such other source as the Committee deems reliable; or If the Common Stock is not listed on any established stock exchange or a national market system, the value determined by the reasonable application of any reasonable valuation method within the meaning of Treasury Regulation Section 1.409A-1(b)(5)(iv)(B), including but not limited to valuation determined by independent appraisal as of a date that is no more than twelve (12) months before the date of the relevant transaction. View More

Fair Market Value. The Fair Market Value of the Option Shares as of any date shall be either (i) if there is a public market for the Common Stock, the last reported sale price for the Common Stock on that date (or on the preceding stock market business day if such date is a Saturday, Sunday or a holiday) on the New York Stock Exchange ("NYSE"), American Stock Exchange ("AMEX"), or the Nasdaq Stock Exchange ("Nasdaq"), as reported by such exchange or market, as the case may be, or, if not reported by such exchange... or market, as reported in The Wall Street Journal, or if not reported in The Wall Street Journal, as reported in The Denver Post, Denver, Colorado or, if no last sale price for the NYSE, AMEX or Nasdaq is available, then the last reported sale price on either another stock exchange or on a national or local over-the-counter market, as reported by such exchange or market or, if not reported by such exchange or market, as reported by The Wall Street Journal, or if not available there, in The Denver Post; provided, that if no such published last sale price is available and a published bid price is available from one of those sources, then Fair Market Value shall be determined by such last reported bid price for the Common Stock, and if no such published bid price is available, then Fair Market Value shall be determined by the average of the bid prices quoted as of the close of business by any two independent persons or entities making a market for the Common Stock, such persons or entities to be selected by the Option Committee, or (ii) if there is no public market for the Common Stock, as determined by the unanimous resolution of all the members of the Option Committee; provided, that if the Option Committee does not or is unable to make such a determination, Fair Market Value shall be made by an investment banking firm of recognized national standing selected by the Option Committee (or, if shares of Series B Preferred Stock are then outstanding, selected by a majority of the persons nominated or appointed to the Board by the holders of Series B Preferred Stock, which firm shall be reasonably acceptable to a majority of the directors of the Board), which firm shall be engaged and paid by the Company and the determination of Fair Market Value of such investment banking firm (or, if such investment bank determines a range of fair market values, the mid-point of such range) shall be final and binding on all parties. View More

Fair Market Value. Per share as of a particular date shall mean the last reported sale price (on the last trading date immediately prior to such date) of the Common Stock on the New York Stock Exchange or such other exchange or national quotation system that the Common Stock is then trading.

Fair Market Value. Means the volume weighted average sale price per share of Common Stock on the New York Stock Exchange on such date, or if the Common Stock is not listed on the New York Stock Exchange, on the principal national securities exchange on which the Common Stock is then listed or, if the Common Stock is not listed on a national securities exchange, an automated quotation system on which the Common Stock is then listed or authorized for quotation, in each case as reported by Bloomberg Financial... Markets (or any successor thereto) through its "Volume at Price" functions and ignoring any block trades (which, for purposes of this definition means any transfer of more than 100,000 shares (subject to adjustment to reflect stock dividends, stock splits, stock combinations and other similar events)), and if the Common Stock is not then listed on a national securities exchange or authorized for quotation on an automated quotation system, such value as the Board, in its reasonable discretion, shall determine. View More

Fair Market Value. Shall mean the per share closing price of Company Stock, as reported by the principal exchange or market over which the shares of Company Stock are then listed or regularly traded.