Common use of Amount of Final Payment Clause in Contracts

Amount of Final Payment. The amount of the Final Payment with respect to a Phantom Share shall equal the Applicable Value (as defined below) of a share of Common Stock with respect to a date (the "Valuation Date") which shall be either (a) the date that the Director ceases to serve as a member of the Board for any reason other than resignation or (b) the date of the Company's Annual Meeting of Stockholders that first occurs after the Director resigns as a Director of the Company. The "Applicable Value" shall be the average, over the 20 trading days ending 5 trading days before the Valuation Date, of the daily trading prices for shares of Common Stock as reported on the composite tape for securities listed on the stock exchange on which the Common Stock is listed or over the counter. However, if no sales of Common Stock were reported on said composite tape for more than 3 days during the 20-trading-day period referred to above, the Applicable Value shall be calculated using the average of the reported trading prices on said composite tape for the most recent 7 trading days before the Valuation Date on which trading in shares of Common Stock occurred. In case there is more than one trading price on a day, the mean of the high and low trading prices for the day shall be used as the daily trading price for calculations under this paragraph.