Returned Shares. The number of Returned Shares to be returned by the Shareholders to the Acquiror and retired pursuant to Section 12.2 shall be equal to the aggregate amount of the Damages suffered by the Acquiror, divided by the market value of the Acquiror Common Stock to be calculated using the average of the closing bid price as quoted on the Over the Counter Bulletin Board (or such other public trading market on which the Acquiror's Common Stock may be trading at such time) for the thirty (30) trading days immediately prior to the date that such amount of Damages is determined by a court of competent jurisdiction or pursuant to a binding settlement agreement among the Acquiror and the Company Indemnified Parties (the "Market Value"). The Returned Shares shall be returned from the Escrow Amount.
Returned Shares. In the event the Purchaser exercises the Initial Option and the Seller does not repay the $125 Million Note in cash as provided in section 8.3.5 of the Plan, and the Company takes the Pledged Stock in full and complete satisfaction of the $125 Million Note, then the Seller hereby grants to the Purchaser the option to purchase the Returned Shares at the purchase price described in Section 1.04(b) below (the “Returned Shares Option”). The Seller hereby agrees to deliver a notice (the “Return Notice”) to the Purchaser within one (1) business day of the Seller’s receipt of any Returned Shares, which notice shall include the number of Returned Shares received by the Seller. If the Initial Option has been exercised by the Purchaser, the Purchaser may exercise the Returned Shares Option, in whole and not in part, from 9:30 a.m. prevailing local time in New York City on the business day immediately following the date on which the Purchaser receives the Return Notice through 4:00 p.m. prevailing local time in New York City on the applicable Expiration Date, by delivery of an Exercise Notice to the Seller in the manner contemplated in Section 1.01.
Returned Shares. Upon delivery of the Exercise Notice by the Purchaser in accordance with Section 1.02, the Seller agrees to and shall sell to the Purchaser, and the Purchaser agrees to purchase from the Seller, the Returned Shares subject to the Exercise Notice at the closing as contemplated in Section 1.05 below, on the terms set forth in this Agreement.
Returned Shares. 16.1 The Trustee shall hold Returned Shares to be applied towards future Awards in accordance with the provisions hereof for the purpose of the Scheme. When Shares have been deemed to be Returned Shares under the Scheme Rules, the Trustee shall notify the Company accordingly.
