Put Price. (a) The purchase price (i) for Unilever Shares purchased by the Company pursuant to this Agreement shall be equal to the total of (A) the Fair Market Value of such Shares, plus (B) any accrued interest and adjustments pursuant to subsection (b) of this Section 8.2 (collectively, the “Share Price”), and (ii) for Put Notes shall be equal to the Accreted Value thereof on the applicable Put Closing Date, without any payment of premium or penalty, including any premium or penalty that may be provided for in the Put Notes or the Note Indenture (collectively with the Share Price, but subject to subsection (b) of this Section 8.2, the “Put Price”).
Put Price. In the event that any Holder exercises the Put Option, the price (the “Put Price”) to be paid to each such Holder pursuant to this Agreement will be the sum of the amount determined by multiplying the number of shares of Subject Securities (or, in the case of any Warrant, the number of shares of Underlying Common Stock into which such Warrant is convertible) for which the Put Option is being exercised (collectively, the “Put Shares”) by the Fair Market Value therefor.
Put Price. This term is defined in Section 4.02 of the Shareholder Agreement.
Put Price. Executive Stock purchased pursuant to the Put Right will be purchased at a price per share equal to the lesser of (i) the Fair Market Value of such Executive Stock as of the Valuation Date, less the amount of any cash distributed by the Company with respect to such share between the Valuation Date and the closing of such repurchase and (ii) the Deal Value of such Executive Stock, less the amount of any cash distributed by the Company with respect to such share between the Valuation Date and the closing of such repurchase.
Put Price. The “Put Price” shall be equal the Fair Market Value of Redbox’s Interest after taking into account the cost of replacement of any assets of Redbox utilized by the Company that will no longer be available after Redbox’s withdrawal from the Company (whether or not after a transition or other similar period); provided, however, that for the purposes of this Section 8.10.1, the initial time period in the definition of Fair Market Value for Verizon and Redbox to seek to reach agreement regarding value shall be forty-five (45) days; and provided further, that if the Members do not agree on value within such forty-five (45) day period, then an appraiser shall be selected as provided for in the definition of Fair Market Value and each of Verizon and Redbox shall submit to the appraiser its respective valuation figure for the Put Price, following which the appraiser shall within 45 days of the appraiser’s selection or appointment determine the Put Price based on the Fair Market Value of Redbox’s entire Interest (the “Appraised Put Value”), and the Appraised Put Value as determined by the appraiser shall become the actual Put Price, unless the Appraised Put Value is outside of the range of the valuation figures for the Put Price proposed by Verizon and Redbox, in which case the Put Price proposed by Verizon or Redbox which is the closest to the Appraised Put Value shall become the actual Put Price, binding on all parties. All costs of the independent appraiser shall be borne equally by Verizon and Redbox.
Put Price. Upon the exercise of the Put, the purchase price for the Executive Securities (the "PUT PRICE") shall be the Fair Market Value of such securities computed as of the date of the Put Event. The Board shall calculate the Put Price within thirty (30) days following delivery of a Put Notice (provided, however, that Fair Market Value shall be determined in accordance with the definition thereof in Section 1).
Put Price. In the event that any Holder exercises the Put Option, the price (the "Put Price") to be paid to each such Holder pursuant to this Agreement will be cash in the sum of the amount determined by multiplying the higher of (a) the Book Value or (b) the Fair Market Value per share of Common Stock as of the end of the month immediately preceding the date notice is given of the exercise of the Put Option pursuant to Section 4.03 times the number of shares of Common Stock for which the Put Option is being exercised by such Holder plus the higher of (a) the Book Value or (b) the Fair Market Value of the Other Securities issuable upon exercise of the portion of the Warrants subject to the Put Option; provided, however, the Fair Market Value (as opposed to the Book Value) shall only be utilized in determining such Put Price if, for the thirty (30) consecutive days prior to the exercise of the Put Option, the Common Stock has been trading on a national securities exchange as its primary market (as contemplated in clause (a) of the definition of Closing Price) with an average trading volume of at least 150,000 shares per day and an average market capitalization of the Company of at least $50,000,000 (calculated on the basis of the product of (i) the number of shares of registered Common Stock outstanding on the date of determination and (ii) the reported closing prices of Common Stock quoted on such exchange over the period of thirty (30) days prior to the date of determination).
Put Price. In the event Airco puts any Aircraft to Groundco pursuant to Subsection 12.4(a), and so long as any amounts remain outstanding under the First Promissory Note, the Put Price will be, at Groundco's option, either of the following:
Put Price. (a) For purposes of this Article 5, the Put Price shall be the greater of (i) the Appraised Value of the Conversion Stock underlying the Series A Preferred Stock, Series B Preferred Stock and Series E Preferred Stock, as the case may be, or (ii) the Adjusted Value of the Series A Preferred Stock, Series B Preferred Stock or Series E Preferred Stock, as the case may be. The "Appraised Value" shall mean the fair market value of the Conversion Stock issuable upon conversion of the Series A Preferred Stock, Series B Preferred Stock or Series E Preferred Stock, as the case may be, determined pursuant to the appraisal procedure set forth in the immediately succeeding section. The "Adjusted Value" shall be an amount per share equal to the Adjusted Purchase Price of the Series A Preferred Stock (determined in accordance with the Series A Certificate of Designation), or of the Series B Preferred Stock (determined in accordance with the Series B Certificate of Designation) or of the Series E Preferred Stock (determined in accordance with the Series E Certificate of Designation), as the case may be, plus a cumulative accretion computed on the Adjusted Purchase Price at the rate of 8% per annum (compounded annually) from the date of issue up to the date of the Put Notice, reduced by an amount equal to the aggregate of all declared and paid cash dividends, if any.
Put Price. Upon exercise of the Put Option, the purchase price for the Vested Stock shall be its Fair Market Value.
