Fair Market Value

Fair Market Value. As Means, as of any date when the Stock is listed on one or more national securities exchanges, the closing price reported on the principal national securities exchange on which such Stock is listed and traded on the date of determination or, if the closing price is not reported on such date of determination, the closing price reported on the most recent date prior to the date of determination. If the Stock is not listed on an a national securities exchange, or representative quotes are not... otherwise available, the Fair "Fair Market Value Value" shall mean the amount determined by the Board in good faith, and in a manner consistent with Section 409A of the Code, to be the fair market value per share of Stock. View More

Fair Market Value. As Means, as of any date when the Stock is listed on one or more national securities exchanges, exchange(s), the closing price reported on the principal national securities exchange on which such Stock is listed and traded on the date of determination or, if the closing price is not reported on such date of determination, the closing price reported on the most recent date prior to the date of determination. If the Stock is not listed on an a national securities exchange, or representative... quotes are not otherwise available, the Fair "Fair Market Value Value" shall mean the amount determined by the Board in good faith, and in a manner consistent with Section 409A of the Code, to be the fair market value per share of Stock. View More

Fair Market Value. With respect to Stock or other property, the fair market value of such Stock or other property determined by such methods or procedures as shall be established from time to time by the Board. Unless otherwise determined by the Board in good faith, the per share Fair Market Value of Stock as of a particular date shall mean (i) the closing sales price per share of Stock on the national securities exchange on which the Stock is principally traded, for the last preceding date on which there was a... sale of such Stock on such exchange; (ii) if the shares of Stock are then traded in an over-the-counter market, the average of the closing bid and asked prices for the shares of Stock in such over-the-counter market for the last preceding date on which there was a sale of such Stock in such market; or (iii) if the shares of Stock are not then listed on a national securities exchange or traded in an over-the-counter market, such value as the Board, in its sole discretion, shall determine. WITH RESPECT TO STOCK OR OTHER PROPERTY, THE FAIR MARKET VALUE OF SUCH STOCK OR OTHER PROPERTY DETERMINED BY SUCH METHODS OR PROCEDURES AS SHALL BE ESTABLISHED FROM TIME TO TIME BY THE BOARD. UNLESS OTHERWISE DETERMINED BY THE BOARD IN GOOD FAITH, THE PER SHARE FAIR MARKET VALUE OF STOCK AS OF A PARTICULAR DATE SHALL MEAN (I) THE CLOSING SALES PRICE PER SHARE OF STOCK ON THE NATIONAL SECURITIES EXCHANGE ON WHICH THE STOCK IS PRINCIPALLY TRADED FOR SUCH DATE; (II) IF THE SHARES OF STOCK ARE THEN TRADED IN AN OVER-THE-COUNTER MARKET, THE CLOSING BID PRICE FOR THE SHARES OF STOCK IN SUCH OVER-THE-COUNTER MARKET FOR SUCH DATE; OR (III) IF THE SHARES OF STOCK ARE NOT THEN LISTED ON A NATIONAL SECURITIES EXCHANGE OR TRADED IN AN OVER-THE-COUNTER MARKET, SUCH VALUE AS THE BOARD, IN ITS SOLE DISCRETION, SHALL DETERMINE. View More

Fair Market Value. With respect to Stock or other property, the fair market value of such Stock or other property determined by such methods or procedures as shall be established from time to time by the Board. Unless otherwise determined by the Board in good faith, the per share Fair Market Value of Stock as of a particular date shall mean (i) the closing sales price per share of Stock on the national securities exchange on which the Stock is principally traded, for the last preceding date on which there was a... sale of such Stock on such exchange; (ii) if the shares of Stock are then traded in an over-the-counter market, the average of the closing bid and asked prices for the shares of Stock in such over-the-counter market for the last preceding date on which there was a sale of such Stock in such market; or (iii) if the shares of Stock are not then listed on a national securities exchange or traded in an over-the-counter market, such value as the Board, in its sole discretion, shall determine. determine using such method as it deems reasonable and consistent with the applicable requirements of the Code and the regulations issued thereunder, including without limitation the requirements of Section 422 or 409A of the Code, as applicable. View More

Fair Market Value. As of any date, the value of a share of the Company's Common Stock determined as follows: (a) if such Common Stock is then quoted on (i) the Nasdaq National Market, its last reported sale price of the Common Stock of the Company on the Nasdaq National Market or, if no such reported sale takes place on any such date, day, the average of the closing bid and asked prices; (b) prices, or (ii) if such Common Stock is publicly traded and is shall then be listed on a national securities exchange, the... last reported sale price or, if no such reported sale takes place on any such date, day, the average of the closing bid and asked prices on the principal national securities exchange on which the Common Stock is listed or admitted to trading; (c) trading, or (iii) if such Common Stock is publicly traded but is shall not be quoted on the Nasdaq such National Market nor listed or admitted to trading on a national securities exchange, then the average of the closing bid and asked prices on such date, prices, as reported by The Wall Street Journal, Journal for the over-the-counter market; market, or (d) (iv) if none of the foregoing is applicable, then the Fair Market Value of a share of Common Stock shall be determined in good faith by the Board of Directors of the Company Committee in good faith. its discretion View More

Fair Market Value. As of any date, the value of a share of the Company's Common Stock determined as follows: (a) if such Common Stock is then quoted on the Nasdaq National Market, market, its last reported sale price on the Nasdaq National Market market or, if no such reported sale takes place on such date, the average of the closing bid and asked prices; (b) if such Common Stock is publicly traded and is then listed on a national securities exchange, the last reported sale price or, if no such reported sale... takes place on such date, the average of the closing bid and asked prices on the principal national securities exchange on which the Common Stock is listed or admitted to trading; (c) if such Common Stock is publicly traded but is not quoted on the a Nasdaq National Market market nor listed or admitted to trading on a national securities exchange, the average of the closing bid and asked prices on such date, as reported by The Wall Street Journal, for the over-the-counter market; or (d) if none of the foregoing is applicable, by the Board of Directors of the Company in good faith. View More

Fair Market Value. The last closing sale price, regular way, or, in case no such sale takes place on such date, the average of the closing bid and asked prices, regular way, on the date such Fair Market Value is measured of the Shares, in either case one share of Stock as reported in the principal consolidated transaction reporting system with respect to securities listed or admitted to trading on the The New York Stock Exchange, Inc. (the "NYSE") Exchange American Exchange ('NYSE American') or, if the Shares shares of Stock are not listed or admitted to trading on the NYSE, NYSE American, as reported in the principal consolidated transaction reporting system with respect to securities listed on the principal national securities exchange on which the Shares shares of Stock are listed or admitted to trading or, if the Shares shares of Stock are not listed or admitted to trading on any national securities exchange, the last quoted sale price on such date or, if not so quoted, the average of the high bid and low asked prices in the over-the-counter market on such date, as reported by the National Association of Securities Dealers, Inc. Automated Quotations System or such other system then in use, or, if on any such date the Shares are not quoted by any such organization, the average use. If shares of the closing bid and asked prices on such date as furnished by a professional market maker making a market in the Shares selected by the Committee. If the Shares Stock are not publicly held or so listed or publicly traded, the determination of the Fair Market Value per Share share of Stock shall be made 100% of the fair market value of a share of Stock on the date such Fair Market Value is measured, as determined in good faith by the Committee. Committee View More

Fair Market Value. The last closing sale price, regular way, price on a particular day or, in case no such sale takes place on such date, day, the average of the reported closing bid and asked prices, regular way, of the Shares, in either case as reported in the principal consolidated transaction reporting system with respect to securities listed or admitted to trading on the New York Stock Exchange, Inc. (the "NYSE") or, if the Shares are not listed or admitted to trading on the NYSE, as reported in the... principal consolidated transaction reporting system with respect to securities listed on the principal national securities exchange on which the Shares are Common Stock is listed or admitted to trading or, if the Shares are not quoted or listed or admitted to trading on any national securities exchange, exchange or quotation system, the last quoted sale price on such date or, if not so quoted, the average of the high bid and low asked prices in the over-the-counter market on such date, market, as reported by the National Association of Securities Dealers, Inc. NASD Automated Quotations Quotation System or such other system then in use, or, if on any such date the Shares Common Stock or such other securities are not quoted by any such organization, the average of the closing bid and asked prices on such date as furnished by a professional market maker maker, selected by the Board, making a market in the Shares selected by Common Stock, in each case rounded to the Committee. If the Shares are not publicly held or so listed or publicly traded, the determination of the Fair Market Value per Share shall be made in good faith by the Committee. next higher cent View More

Fair Market Value. With respect to a share of Common Stock, the Fair Market Value as determined under Section 7(b) 7(c)

Fair Market Value. With respect to a share of Common Stock, the Fair Market Value as determined under Section 7(b) 7(c)

Fair Market Value. With respect to a share of Common Stock, the Fair Market Value as determined under Section 7(b) 7(c)

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, system or market, its Fair Market Value shall be the closing price for the Common Stock as quoted on such exchange, system or market as reported in the Wall Street Journal or such other source as the Committee deems reliable; reliable (or, if no sale of Common Stock is reported for such date, on the next preceding date on which any sale shall have been... reported); and (ii) in the absence of an established market for the Common Stock, the Fair Market Value thereof shall be determined in good faith by the Committee by the reasonable application of a reasonable valuation method, taking into account factors consistent with Treas. Reg. § 409A-1(b)(5)(iv)(B) as the Committee deems appropriate appropriate. View More

Fair Market Value. As of any date, date and unless otherwise determined by the Committee, the value of the Common Stock Shares determined as follows: (i) if If the Common Stock is Shares are listed on any established stock exchange, system or market, its Fair Market Value shall be the closing price for the Common Stock Shares as quoted on such exchange, system or market as reported in the Wall Street Journal or such other source as the Committee deems reliable; and (ii) in In the absence of an established market... for the Common Stock, Shares, the Fair Market Value thereof shall be determined in good faith by the Committee by the reasonable application of a reasonable valuation method, taking into account factors consistent with Treas. Reg. § 409A-1(b)(5)(iv)(B) as the Committee deems appropriate appropriate. View More

Fair Market Value. The mean of the opening and closing sales price prices of the Common Stock reported on the applicable exchange composite tape or market other reporting medium (for securities listed on the trading day immediately preceding American Stock Exchange or other primary market or exchange on which the date Common Stock is traded) as of which Fair Market Value is to be determined or, in the absence of any reported sales of Common Stock on such date, on the first preceding date on which any such sale... shall have been reported; relevant date; provided, however, that if the Common Stock does not trade on the relevant date, such price shall be determined based upon the mean of the opening and closing price prices of the Common Stock on the next preceding date on which trades occurred; and provided further, however, that should the primary market or exchange on which the Common Stock is traded adopt a continuous twenty-four hour trading policy, 'Fair Market Value' for purposes of this Plan shall mean the price of the Common Stock on the last trade prior to 4:30 p.m., New York time time, on any relevant date View More

Fair Market Value. The closing sales price of the Common Stock reported on the applicable exchange composite tape or market other reporting medium (for securities listed on the trading day immediately preceding American Stock Exchange or other primary market or exchange on which the date Common Stock is traded) as of which Fair Market Value is to be determined or, in the absence of any reported sales of Common Stock on such date, on the first preceding date on which any such sale shall have been reported; relevant date; provided, however, that if the Common Stock does not trade on the relevant date, such price shall be determined based upon the closing price of the Common Stock on the next preceding date on which trades occurred; and provided further, however, that should the primary market or exchange on which the Common Stock is traded adopt a continuous twenty-four hour trading policy, 'Fair "Fair Market Value' Value" for purposes of this Plan shall mean the price of the Common Stock on the last trade prior to 4:30 p.m., New York time time, on any relevant date View More

Fair Market Value. Except as provided below in connection with a cashless exercise through a broker, broker or the vesting of Restricted Stock Units, for any purpose relevant under the Plan, the fair market value of a share of Common Stock or any other security shall be the closing per share or security sale price on the Composite Tape for New York Stock Exchange-Listed Stocks on the date in question or, if there are no reported sales on such date, on the last preceding date on which any reported sale occurred.... If on the date in question the shares of Common Stock or other securities in question are not listed on such Composite Tape, the fair market value shall be the closing sale price on the New York Yor k Stock Exchange on such date or, if no sales occurred on such date, on the last previous day on which a sale on the New York Stock Exchange is reported. In the context of a cashless exercise through a broker, the fair market value shall be the price at which the shares of Common Stock are actually sold sold. In the context of the vesting of Restricted Stock Units, the fair market value of a share of Common Stock or any other security shall be the closing per share or security sale price on the Composite Tape for New York Stock Exchange-Listed Stocks on the business day immediately preceding the vesting date or, if there are no reported sales on such date, on the last preceding date on which any reported sale occurred. View More

Fair Market Value. Except as provided below in connection with a cashless exercise through a broker, for any purpose relevant under the Plan, the fair market value of a share of Common Stock or any other security shall be the closing average of the high and low quoted per share or security sale price prices on the Composite Tape for New York Stock Exchange-Listed Stocks on the date in question or, if there are no reported sales on such date, on the last preceding date on which any reported sale occurred. If on... the date in question the shares of Common Stock or other securities in question are not listed on such Composite Tape, the fair market value shall be the closing average of the high and low quoted sale price prices on the New York Stock Exchange on such date or, if no sales occurred on such date, on the last previous day on which a sale on the New York Stock Exchange is reported. In the context of a cashless exercise through a broker, the fair market value shall be the price at which the shares of Common Stock are actually sold View More

Fair Market Value. The closing price per Share on the principal national securities exchange on which the Shares are listed or admitted to trading or, if not listed or traded on any such exchange, on the National Market System of the National Association of Securities Dealers Automated Quotation System ("NASDAQ"), or if not listed or traded on any such exchange or system, the fair market value as reasonably determined by the Board or the Committee, Board, which determination shall be in accordance with the... standards set forth in Treasury Regulation §1.421-1(e)(2) and shall be conclusive. View More

Fair Market Value. The closing price per Share on the principal national securities exchange on which the Shares are listed or admitted to trading or, if not listed or traded on any such exchange, on the National Market System of the National Association of Securities Dealers Automated Quotation System ("NASDAQ"), (NASDAQ), or if not listed or traded on any such exchange or system, the fair market value as reasonably determined by the Board or the Committee, which determination shall be conclusive. conclusive

Fair Market Value. The closing price per Share on the principal national securities exchange on which the Shares are listed or admitted to trading or, if not listed or traded on any such exchange, on the National Market System of the National Association of Securities Dealers Automated Quotation System ("NASDAQ"), (NASDAQ), or if not listed or traded on any such exchange or system, the fair market value as reasonably determined by the Board or the Committee, which determination shall be conclusive. conclusive

Fair Market Value. Means, with With respect to any security or other property, the fair market value of such security or other property as determined by the Board of Directors, acting in good faith in reliance on advice received by the Board of Directors from a nationally recognized independent investment banking firm retained by the Company for the purpose of determining the fair market value of shares of the Non-Voting Common Equivalent Stock and certified in a resolution to the Warrantholder. faith. If the... Warrantholder does not accept the Board of Director's calculation of fair market value and the Warrantholder and the Company are unable to agree on fair market value, the Appraisal Procedure shall be used to determine fair market value. Fair Market Value. View More

Fair Market Value. Means, with respect to any security or other property, the fair market value of such security or other property as determined by the Board of Directors, acting in good faith in reliance on advice received by the Board of Directors from a nationally recognized independent investment banking firm retained by the Company for the purpose of determining the fair market value of shares of the Non-Voting Common Equivalent Stock and certified in a resolution to the Warrantholder. faith. If the... Warrantholder does not accept the Board of Director's calculation of fair market value and the Warrantholder and the Company are unable to agree on fair market value, the Appraisal Procedure shall be used to determine fair market value. Fair Market Value. View More