Fair Market Value

Fair Market Value. Of any Share as of any given date shall be determined in good faith by the Board based on such factors as the Board, in the exercise of its reasonable business judgment, considers relevant; provided, that in making such determination, the Board shall assume that the Company and its Subsidiaries are sold as a going concern and then liquidated and shall not provide for any discounts based on the fact that the Shares being valued represent a minority interest in the Company; provided, further,... that notwithstanding anything herein to the contrary, any determination of Fair Market Value shall be made in accordance with the requirements of Section 409A of the Code. View More

Fair Market Value. Means the per share volume-weighted average price of the Ordinary Shares on the Trading Market reported by Bloomberg L.P. in respect of the period from the scheduled open of trading on the first Trading Day of the Valuation Period until the scheduled close of trading of the primary trading session on the last Trading Day of the Valuation Period, without regard to after-hours trading or any trading outside the regular trading session of any Trading Day during the Valuation Period, or, if such... volume-weighted average price for the Ordinary Shares during the Valuation Period is unavailable, the market value of one Ordinary Share during the Valuation Period as determined in good faith by the Board of Directors of the Company and the Holder, using a volume-weighted average price method. View More

Fair Market Value. Shall mean the average of the highest and lowest quoted selling prices for the shares of Common Stock on the applicable date (or if there were no sales on such date, the average so computed on the nearest day before the applicable date), as reported in The Wall Street Journal or a similar publication selected by the Plan Administrator.

Fair Market Value. The meaning set forth in the Plan, provided, however, that if the Fair Market Value is being determined for purposes of calculating the Make Whole Amount payable in connection with a Change in Control, the Fair Market Value of a share of Stock shall be an amount equal to the value of the cash and property to be paid in exchange for one share of Stock as a result of such Change in Control, as determined by the Committee in its discretion.

Fair Market Value. Means the fair market value of the Common Stock on the Date of Grant. (i) If the Common Stock is not publicly traded on the Date of Grant, the Board shall determine the fair market value of the Common Stock as of that date pursuant to the standards specified in Treas. Reg. §1.409A-1(b)(5)(iv), using a reasonable application of a reasonable valuation method that takes into consideration in applying its methodology all available information material to the value of the Company as of the Date of... Grant. For this purpose, the valuation may take into consideration such factors as the price determined by an independent appraisal, the price resulting from a generally applicable repurchase formula (used for both compensatory and non-compensatory purposes other than transactions that are part of an arm's length transaction constituting the sale of all or substantially all of the stock of the Company to an unrelated purchaser), the price at which recent sales have been made (provided there have been regular ongoing substantial sales of the Common Stock to independent purchasers) and /or, in the case of illiquid stock of a start-up corporation, a valuation by a qualified individual or individuals applied at a time that the corporation did not otherwise anticipate a change in control event or public offering of the stock. For this purpose, a person will be considered as having significant experience if the person has at least five years of relevant experience in business valuation or appraisal, financial accounting, investment banking, private equity, secured lending, or other comparable experience in the line of business or industry in which the Company operates. (ii) If the Common Stock is publicly traded on the Date of Grant, the fair market value on that date is the mean between the closing bid and asked prices of the shares as reported by the National Association of Securities Dealer Automated Quotations ("NASDAQ") on that date or, if the shares are listed on a stock exchange, the mean between the high and low sales prices of the stock on that date, as reported in the Wall Street Journal. If trading in the stock or a price quotation does not occur on the Date of Grant, the next preceding date on which the stock was traded or a price was quoted will determine the fair market value. View More

Fair Market Value. (b) The "Fair Market Value" per share of common stock shall mean (i) if the principal trading market for the shares of common stock of the Company is a national securities exchange, the last reported sales price of the shares of common stock of the Company on the trading day immediately prior to the relevant date (or, if there were no trades on that date, the immediately preceding date upon which a sale was reported); (ii) if the shares of common stock of the Company are not principally traded... on a national securities exchange, the mean between the last reported "bid" and "asked" prices of shares of common stock of the Company on the relevant date, as reported on the OTC Bulletin Board; or (iii) if the shares of common stock of the Company are not publicly traded or, if publicly traded, are not so reported, the Fair Market Value shall be as determined by the Board. View More

Fair Market Value. Unless otherwise required by any applicable provision of the Code or any regulations issued thereunder, means, as of any date, the closing price of the Stock on the applicable date as reported on the New York Stock Exchange ('NYSE'), or if not traded on the NYSE, as reported by any principal national securities exchange in the United States on which it is then traded (or if the Stock has not been reported on such date, on the first day prior thereto on which the Stock was reported). In the... event the Stock is not traded on an established exchange, fair market value shall be determined in accordance with the safe harbor provisions of Code Regulation 1.409A-1, as amended View More

Fair Market Value. Means, for purposes of the Plan, unless otherwise required by any applicable provision of the Code or any regulations issued thereunder, as of any date and except as provided below, the last sales price reported for the Common Stock on the applicable date: (a) as reported on the principal national securities exchange in the United States on which it is then traded or (b) if the Common Stock is not traded, listed or otherwise reported or quoted, the Administrator shall determine in good faith... the Fair Market Value in whatever manner it considers appropriate taking into account the requirements of Section 423 of the Code, and such determination shall be conclusive and binding on all persons. View More

Fair Market Value. Per share of Stock as of a particular date means...

Fair Market Value. The market price per share of Class A Common Stock, determined by the Committee in accordance with the requirements of Sections 409A and 422 of the Code, as of the date specified in the context within which such term is used