Fair Market. Value per share of Common Stock on any relevant date shall be determined in accordance with the following provisions:
Fair Market. Value per share of Common Stock on any relevant date shall be the closing selling price per share of Common Stock at the close of regular hours trading (i.e., before after-hours trading beings) on date in question on the Stock Exchange serving as the primary market for the Common Stock, as such price is reported by the National Association of Securities Dealers (if primarily traded on the Nasdaq Global Select Market) or as officially quoted in the composite tape of transactions on any other Stock Exchange on which the Common Stock is then primarily traded. If there is no closing selling price for the Common Stock on the date in question, then the Fair Market Value shall be the closing selling price on the last preceding date for which such quotation exists.
Fair Market. Value: each such sale, lease or disposition shall be in an arm’s-length transaction and for Fair Market Value;
Fair Market. Value of a share of Common Stock as of any given date (i) prior to August 7, 2003, means the closing sale price of a share of Common Stock on the New York Stock Exchange Composite Tape on such date, or (ii) on or after August 7, 2003, means the closing sale price of a share of Common Stock on the New York Stock Exchange Composite Tape on the next preceding date that the Common Stock was traded on such exchange, in either case as reported by such source as the Committee may select.
Fair Market. Value on any date means the closing price of a Share on such date as reported on the New York Stock Exchange consolidated reporting system.
Fair Market. Lessee may give Lessor written notice not less than 90 days prior to the end of the Basic Term, a Fixed Rate Renewal Term or a Fair Market Renewal Term (subject to the limitations otherwise provided in this Section 22.4(b)), regardless of whether Lessee is then entitled to renew this Lease for a Fixed Rate Renewal Term, that Lessee elects to renew this Lease under this Section 22.4(b) with respect to any or all of the Units then leased hereunder for a term of one or more years as Lessee shall specify in such notice (the "Fair Market Renewal Term"), which notice shall be irrevocable. The Basic Rent for the Units leased during the Fair Market Renewal Term shall be the Fair Market Rental Value thereof, payable semiannually in arrears. The Fair Market Renewal Term shall commence immediately upon the expiration of the Base Term or the preceding Fixed Rate Renewal Term or Fair Market Renewal Term, as the case may be.
Fair Market. Lessee may give Lessor written notice not less than 90 days prior to the end of the Basic Term, a Fixed Rate Renewal Term or a Fair Market Renewal Term (subject to the limitations otherwise provided in this Section 22.4(b)) that Lessee elects to renew this Lease under this Section 22.4(b) with respect to any or all of the Units (as specified in such notice, and subject to the minimum number of Units and the criteria for selection of such Units referred to in Section 22.2) then leased hereunder for a term of one or more years as Lessee shall specify in such notice (the "Fair Market Renewal Term"), which notice shall be irrevocable. The Basic Rent for the Units leased during the Fair Market Renewal Term shall be determined in accordance with Section 22.5 and shall be for the first such renewal, an amount equal to 105% of the Fair Market Rental Value of such Units, and for any subsequent renewal under this Section 22.4(b), an amount equal to the Fair Market Rental Value of such Units, payable semiannually in arrears provided, however, if prior to the commencement of the first Fixed Rate Renewal Term, Lessee and Owner Participant shall have received an opinion of Xxxxxx, Xxxxxx & Xxxxxxxx, or of other independent counsel of national recognition selected by the Owner Participant and reasonably acceptable to the Lessee (which the Owner Participant agrees to seek at the request and expense of the Lessee) to the effect that the elimination of such premium will not result in such renewal term being includable in the "lease term", as defined in Treasury Regulation (S)1.467-1(h)(6), or any successor thereto, in a manner that adversely affects the Net Economic Return, such 5% premium above Fair Market Rental Value shall not be included in the first Fair Market Renewal Term hereunder. The Fair Market Renewal Term shall commence immediately upon the expiration of the Basic Term or the preceding Fixed Rate Renewal Term or Fair Market Renewal Term, as the case may be.
Fair Market. Value For all purposes of this Agreement, “Fair Market Value” of any asset, property or equity interest means the amount which a seller of such asset, property or equity interest would receive in a sale of such asset, property or equity interest in an arms-length transaction with an unaffiliated third party consummated on a date determined by the General Partner (which may be the date on which the event occurred which necessitated the determination of the Fair Market Value) (and after giving effect to any transfer taxes payable in connection with such sale).
Fair Market. Value Per Share of Stock is the price on the Determination Date which the shares of stock that are being offered by the Seller, divided by the number of shares so offered, would change hands between a willing buyer and a willing seller, neither being under any compulsion to buy or to sell, and both have reasonable knowledge of relevant facts, including, but not limited to, all facts relevant for determining under Section 2031 and Section 2512 under the Code the fair market value of closely held stock.
Fair Market. Value Where There is No Holding --------------------------- ------------------------------------------- Period. The Fair Market Value of any Actively Traded Marathon Equity Securities ------- to be issued to Ashland on the Closing Date or applicable Installment Payment Date for which Marathon has not elected a Holding Period shall be deemed to be an amount equal to the product of (i) the aggregate number of such Actively Traded Marathon Equity Securities to be issued to Ashland multiplied by (ii) the Weighted Average Price (as defined below) of such Actively Traded Marathon Equity Securities on the National Market System of the NASDAQ or the relevant National Securities Exchange, as reported by The Wall Street Journal or, if not ----------------------- reported thereby, as reported by any other authoritative source, for the ten full Trading Days immediately preceding the Business Day immediately preceding the Closing Date or applicable Installment Payment Date; provided that at least -------- five Trading Days prior to the commencement of such ten full Trading Day period (the "Required Disclosure Date"), Marathon shall have made appropriate public ------------------------ disclosure (including by issuing a press release and filing a copy of such press release with the Commission) of (A) the existence of the Transaction, (B) the Ashland Put Price and (C) the information required to be included in the Ashland Put Price Election Notice (each such public disclosure being a "Required -------- Disclosure"). Marathon shall provide Ashland with a copy of each Required ---------- Disclosure prior to Marathon making such disclosure public. Any such Required Disclosure shall be in form and substance reasonably satisfactory to Ashland and its counsel. For purposes of this Section 7.03(a), the "Weighted Average ---------------- Price" means the quotient of (1) the product of (x) the number of shares in each ----- trade in such Actively Traded Marathon Equity Securities that occurred during such ten full Trading Day period multiplied by (y) the price at which each such trade occurred, divided by (2) the total number of shares traded in such Actively Traded Marathon Equity Securities that occurred during such ten full Trading Day period. In the event of (i) any split, combination or reclassification of the class of Actively Traded Marathon Equity Securities to be issued to Ashland on the Closing Date or applicable Installment Payment Date, (ii) any issuance or the author...
