Common use of Option Purchase Price Clause in Contracts

Option Purchase Price. If the Management Investor shall be terminated by any of the Companies without Cause or shall cease to be employed by any of the Companies by reason of death, temporary or permanent disability, the "Option Purchase Price" for the Common Stock and/or Preferred Stock to be purchased from such Management Investor or such Management Investor's Permitted Transferees pursuant to the Purchase Option (such number of shares of Common Stock and/or such number of shares of Preferred Stock, each being referred to as the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management Investor: Option If the Termination Date Occurs: Purchase Price ------------------------------- -------------- On or prior to the first Adjusted Cost Price anniversary of the Closing multiplied by the Date Purchase Number After the first anniversary Adjusted Cost of the Closing Date, and on or Price multiplied by prior to the second anniversary 80% of the Purchase of the Closing Date Number, plus Fair Market Value Price multiplied by 20% of the Purchase Number After the second anniversary of Adjusted Cost Price multiplied the Closing Date, and on or by 60% of the Purchase Number, prior to the third anniversary plus Fair Market Value Price of the Closing Date multiplied by 40% of the Purchase Number After the third anniversary of Adjusted Cost Price the Closing Date, and on or multiplied by 40% of the prior to the fourth anniversary Purchase Number, plus of the Closing Date Fair Market Value Price multiplied by 60% of the Purchase Number After the fourth anniversary of Adjusted Cost Price the Closing Date, and on or prior multiplied by 20% of the to the fifth anniversary of the Purchase Number, plus Closing Date Fair Market Value Price multiplied by 80% of the Purchase Number Notwithstanding anything to the contrary contained herein, if the Management Investor shall cease to be employed by any of the Companies for any reason other than those set forth in the first sentence of this Section 6.3(a)(ii) (including, but not limited to, termination for Cause), the Option Purchase Price for all shares of Common Stock and/or Preferred Stock to be purchased from the Management Investor (and such Management Investor's Permitted Transferees) pursuant to the Purchase Option shall equal the Adjusted Cost Price multiplied by the Purchase Number. The Purchase Option will lapse upon the earlier to occur of (i) an Initial Public Offering, (ii) an Approved Sale and (iii) a transfer of Securities by BRS as to which Tag-Along Rights apply.

Option Purchase Price. If the Management Investor shall be terminated by any of the Companies Company without Cause or shall cease to be employed by any of the Companies by Company or Fairxxxxx xx reason of death, normal retirement at age 65 or more under the Company's or Fairxxxxx'x xxxmal retirement policies, or temporary or permanent disability, the "Option Purchase Price" for the Common Stock and/or Preferred Stock Incentive Securities to be purchased from such Management Investor or such Management Investor's Permitted Transferees pursuant to the Purchase Option (such number of shares of Common Stock and/or such number of shares of Preferred Stock, each Incentive Securities being referred to as the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management Investor: Option If the Termination Date Occurs: Purchase Price ------------------------------- -------------- On or prior to the first Adjusted Cost Price anniversary of the Closing multiplied by the Date Purchase Number After the first anniversary Adjusted Cost of the Closing Date, and on or Price multiplied by prior to the second anniversary 80% of the Purchase of the Closing Date Number, plus Fair Market Value Price multiplied by 20% of the Purchase Number 33 After the second first anniversary of Adjusted Cost Price multiplied the Closing Date, and on or prior to the second anniversary of the Closing Date Adjusted Cost Price multiplied by 60% of the Purchase Number, prior to the third anniversary plus Fair Market Value Price of the Closing Date multiplied by 40% of the Purchase Number After the third second anniversary of Adjusted Cost Price the Closing Date, and on or prior to the third anniversary of the Closing Date Adjusted Cost Price multiplied by 40% of the prior to the fourth anniversary Purchase Number, plus of the Closing Date Fair Market Value Price multiplied by 60% of the Purchase Number After the fourth third anniversary of Adjusted Cost Price the Closing Date, and on or prior to the fourth anniversary of the Closing Date Adjusted Cost Price multiplied by 20% of the to the fifth anniversary of the Purchase Number, plus Closing Date Fair Market Value Price multiplied by 80% of the Purchase Number After the fourth anniversary of the Closing Date and on or prior to the fifth anniversary of the Closing Date Fair Market Value Price multiplied by the Purchase Number Notwithstanding anything to the contrary contained herein, if the Management Investor shall cease to be employed by any of the Companies for Company or Fairxxxxx xxx any reason other than those set forth in the first sentence of this Section 6.3(a)(ii) (including, but not limited to, any voluntary termination of employment by the Management Investor or any termination for Cause), the Option Purchase Price for all shares of Common Stock and/or Preferred Stock Incentive Securities to be purchased from the Management Investor (and such Management Investor's his Permitted Transferees) pursuant to the Purchase Option shall equal the Adjusted Cost Price multiplied by the Purchase Number. The Purchase Option will lapse upon the earlier to occur of (i) an Initial Public Offering, (ii) an Approved Sale and (iii) a transfer of Securities by BRS as to which Tag-Along Rights apply.As used herein:

Option Purchase Price. If Subject to Section 6.3(a)(iii) below, if the Management Investor shall be terminated by any of the Companies Company with or without Cause or shall cease to be employed by any of the Companies Company by reason of death, temporary retirement or permanent disabilityresignation, the "Option Purchase Price" for the Common Stock and/or Preferred Stock to be purchased from such Management Investor or such Management Investor's Permitted Transferees pursuant to the Purchase Option (such number of shares of Common Stock and/or such number of shares of Preferred Stock, each being referred to as the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management Investor: Original Management Investors If the Termination Occurs: Option Purchase Price On or prior to July 29, 1995 Adjusted Cost Price multiplied by the Purchase Number After July 29, 1995 and on or Adjusted Cost Price multiplied by 80% prior to July 29, 1996 of the Purchase Number After July 29, 1996 and on or Adjusted Cost Price multiplied by 60% prior to July 29, 1997 of the Purchase Number After July 29, 1997 and on or Adjusted Cost Price multiplied by 40% prior to July 29, 1998 of the Purchase Number After July 29, 1998 and on or Adjusted Cost Price multiplied by 20% prior to July 29, 1999 of the Purchase Number New Management Investors If the Termination Date Occurs: Option Purchase Price ------------------------------- -------------- On or prior to the first anniversary Adjusted Cost Price anniversary multiplied by the of the Closing multiplied by the Date Purchase Number After the first anniversary Adjusted Cost of the Closing Date, and on or Price multiplied by prior to the second anniversary 80% of the Purchase of the Closing Date Number, plus Fair Market Value Price multiplied by 20% of the Purchase Number After the second anniversary of Adjusted Cost Price multiplied the Closing Date, and on or by 60% of the Purchase Number, prior to the third anniversary plus Fair Market Value Price of the Closing Date multiplied by 40% of the Purchase Number After the third anniversary of Adjusted Cost Price the Closing Date, and on or multiplied by 40% of the prior to the fourth anniversary Purchase Number, plus of the Closing Date Fair Market Value Price multiplied by 60% of the Purchase Number After the fourth anniversary of Adjusted Cost Price the 66 Closing Date, and on or prior multiplied by 20% of the to the fifth anniversary of the Purchase Number, plus Closing Date Fair Market Value Price multiplied by 802/3% of the Purchase Number Notwithstanding anything to the contrary contained herein, if the Management Investor shall cease to be employed by any second anniversary of the Companies for any reason other than those set forth in the first sentence of this Section 6.3(a)(ii) (including, but not limited to, termination for Cause), the Option Purchase Price for all shares of Common Stock and/or Preferred Stock to be purchased from the Management Investor (and such Management Investor's Permitted Transferees) pursuant to the Purchase Option shall equal the Closing Date Adjusted Cost Price multiplied by 33 After the second anniversary of the 1/3% of the Purchase Number. The Purchase Option will lapse upon Number Closing Date, and on or prior to the earlier to occur third anniversary of (i) an Initial Public Offering, (ii) an Approved Sale and (iii) a transfer of Securities by BRS as to which Tag-Along Rights apply.the Closing Date

Option Purchase Price. If Subject to Section 6.3(a)(iii) below, if ---- --------------------- the Management Investor shall be terminated by any of the Companies Company with or without Cause or shall cease to be employed by any of the Companies Company by reason of death, temporary retirement or permanent disabilityresignation, the "Option Purchase Price" for the Common Stock and/or Preferred Stock to be purchased from such Management Investor or such Management Investor's Permitted Transferees pursuant to the Purchase Option (such number of shares of Common Stock and/or such number of shares of Preferred Stock, each being referred to as the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management Investor: Original Management Investors ----------------------------- If the Termination Occurs: Option Purchase Price -------------------------- --------------------- On or prior to July 29, 1995 Adjusted Cost Price multiplied by the Purchase Number After July 29, 1995 and on or Adjusted Cost Price multiplied by 80% of prior to July 29, 1996 the Purchase Number After July 29, 1996 and on or Adjusted Cost Price multiplied by 60% of prior to July 29, 1997 the Purchase Number After July 29, 1997 and on or Adjusted Cost Price multiplied by 40% of prior to July 29, 1998 the Purchase Number After July 29, 1998 and on or Adjusted Cost Price multiplied by 20% of prior to July 29, 1999 the Purchase Number New Management Investors ------------------------ If the Termination Date Occurs: Option Purchase Price ------------------------------- -------------- --------------------- On or prior to the first anniversary of the Adjusted Cost Price anniversary of the Closing multiplied by the Closing Date Purchase Number After the first anniversary Adjusted Cost of the Closing Date, Adjusted Cost Price multiplied by 66 2/3% and on or Price multiplied by prior to the second anniversary 80% of the Purchase of the Closing Date Number, plus Fair Market Value Price multiplied by 20% of the Purchase Number Closing Date After the second anniversary of the Closing Date, Adjusted Cost Price multiplied the Closing Date, by 33 1/3% and on or by 60% of the Purchase Number, prior to the third anniversary plus Fair Market Value Price of the Closing Date multiplied by 40% of the Purchase Number After the third anniversary of Adjusted Cost Price the Closing Date, and on or multiplied by 40% of the prior to the fourth anniversary Purchase Number, plus of the Closing Date Fair Market Value Price multiplied by 60% of the Purchase Number After the fourth anniversary of Adjusted Cost Price the Closing Date, and on or prior multiplied by 20% of the to the fifth anniversary of the Purchase Number, plus Closing Date Fair Market Value Price multiplied by 80% of the Purchase Number Notwithstanding anything to the contrary contained herein, if the Management Investor shall cease to be employed by any of the Companies for any reason other than those set forth in the first sentence of this Section 6.3(a)(ii) (including, but not limited to, termination for Cause), the Option Purchase Price for all shares of Common Stock and/or Preferred Stock to be purchased from the Management Investor (and such Management Investor's Permitted Transferees) pursuant to the Purchase Option shall equal the Adjusted Cost Price multiplied by the Purchase Number. The Purchase Option will lapse upon the earlier to occur of (i) an Initial Public Offering, (ii) an Approved Sale and (iii) a transfer of Securities by BRS as to which Tag-Along Rights apply.

Option Purchase Price. If Subject to Section 6.3(a)(iii) below, if the Management Investor shall be terminated by any of the Companies Company with or without Cause or shall cease to be employed by any of the Companies Company by reason of death, temporary retirement or permanent disabilityresignation, the "Option Purchase Price" for the Common Stock and/or Preferred Stock to be purchased from such Management Investor or such Management Investor's Permitted Transferees pursuant to the Purchase Option (such number of shares of Common Stock and/or such number of shares of Preferred Stock, each being referred to as the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management Investor: Original Management Investors If the Termination Occurs: Option Purchase Price On or prior to July 29, 1995 Adjusted Cost Price multiplied by the Purchase Number After July 29, 1995 and on or Adjusted Cost Price multiplied by 80% prior to July 29, 1996 of the Purchase Number After July 29, 1996 and on or Adjusted Cost Price multiplied by 60% prior to July 29, 1997 of the Purchase Number After July 29, 1997 and on or Adjusted Cost Price multiplied by 40% prior to July 29, 1998 of the Purchase Number After July 29, 1998 and on or Adjusted Cost Price multiplied by 20% prior to July 29, 1999 of the Purchase Number New Management Investors If the Termination Date Occurs: Option Purchase Price ------------------------------- -------------- On or prior to the first anniversary Adjusted Cost Price anniversary multiplied by the of the Closing multiplied by the Date Purchase Number After the first anniversary Adjusted Cost of the Closing Date, and on or Price multiplied by prior to the second anniversary 80% of the Purchase of the Closing Date Number, plus Fair Market Value Price multiplied by 20% of the Purchase Number After the second anniversary of Adjusted Cost Price multiplied the Closing Date, and on or by 60% of the Purchase Number, prior to the third anniversary plus Fair Market Value Price of the Closing Date multiplied by 40% of the Purchase Number After the third anniversary of Adjusted Cost Price the Closing Date, and on or multiplied by 40% of the prior to the fourth anniversary Purchase Number, plus of the Closing Date Fair Market Value Price multiplied by 60% of the Purchase Number After the fourth anniversary of Adjusted Cost Price the 66 Closing Date, and on or prior multiplied by 20% of the to the fifth anniversary of the Purchase Number, plus Closing Date Fair Market Value Price multiplied by 802/3% of the Purchase Number second anniversary of the Closing Date Adjusted Cost Price multiplied by 33 After the second anniversary of the 1/3% of the Purchase Number Closing Date, and on or prior to the third anniversary of the Closing Date As used herein, "Closing Date" for each New Management Investor means the date specified opposite such person's respective name on Schedule II hereto. Notwithstanding anything to the contrary contained herein, if in connection with the Management Investor shall cease exercise of any Purchase Option pursuant to be employed by any of Section 6.3, the Companies for any reason other than those set forth in the first sentence of this Section 6.3(a)(ii) (including, but not limited to, termination for Cause), Company may deduct from the Option Purchase Price paid to any Management Investor the aggregate amount of the outstanding principal and accrued but unpaid interest due on any Promissory Note of such Management Investor to the Company. As used herein, "Adjusted Cost Price" for all each share of Common Stock means the original purchase price per share for the Management Investor's Common Stock as set forth in Section 1.1 (including any shares of Common Stock and/or Preferred Stock to be purchased from which have been converted into other shares of capital stock of the Management Investor (Company, and such Management Investor's Permitted Transferees) pursuant to adjusted for any stock dividend payable upon, or subdivision or combination of, the Purchase Option shall equal the Adjusted Cost Price multiplied by the Purchase Number. The Purchase Option will lapse upon the earlier to occur of (i) an Initial Public Offering, (ii) an Approved Sale and (iii) a transfer of Securities by BRS as to which Tag-Along Rights apply.Common Stock);

Option Purchase Price. If the Management Investor shall be terminated by any of the Companies without Cause or shall cease Subject to be employed by any of the Companies by reason of death, temporary or permanent disabilitySection 7(c)(i)(D) below, the "Option Purchase Price" for the Common Stock and/or Preferred Stock (i) Shares to be purchased from such a Management Investor or such Management Investor's Permitted Transferees Stockholder pursuant to the Purchase Option (such number of shares of Common Stock and/or such number of shares of Preferred StockShares, each being referred to as the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management InvestorStockholder and (ii) Options to be purchased from a Management Stockholder shall be equal to the Option Purchase Price applicable to the underlying shares of Common Stock (in accordance with (i) above) less the exercise price of such Options: Option If the Shares Were Acquired by the Management Stockholder Prior to the Closing Date and the Terminate Option Termination Date Occurs: Purchase Price ------------------------------- -------------- ------------------------------------------- ------------------- On or prior to the first second anniversary Adjusted Cost Price anniversary multiplied by of the initial Closing multiplied by the Date Purchase Number After the first anniversary Adjusted Cost of the Closing Date, and on or Price multiplied by prior to the second anniversary 8066-2/3% of the Purchase of the Closing Date Number, plus Fair Market Adjusted Book Value Price multiplied by 2033-1/3% of the Purchase Number After the second anniversary of the Adjusted Cost Price multiplied the by Initial Closing Date, and on or by 60prior 33-1/3% of the Purchase Number, prior plus to the third anniversary plus Fair Market of the Adjusted Book Value Price multiplied Initial Closing Date by 66-2/3% of the Purchase Number If the Shares Were Acquired by the Management Stakeholder on or after the Closing Date and the Termination Option Date Occurs: Purchase Price ------------------------------------------- ------------------- On or prior to the first anniversary Adjusted Cost Price multiplied by 40of the closing Date 100% of the Purchase Number After the third first anniversary of the Adjusted Cost Price the multiplied by Closing Date, and on or multiplied by 40prior to the 66-2/3% of the prior to the fourth anniversary Purchase Number, plus second anniversary of the Closing Date Fair Market Adjusted Book Value Price multiplied Date by 6033-1/3% of the Purchase Number After the fourth second anniversary of the Adjusted Cost Price the multiplied by Initial Closing Date, and on or prior multiplied by 2033-1/3% of the to the fifth anniversary of the Purchase Number, plus Closing Date Fair Market to the third anniversary of the Adjusted Book Value Price multiplied Initial Closing Date by 8066-2/3% of the Purchase Number Notwithstanding anything to the contrary contained herein, if the Management Investor shall cease to be employed by any of the Companies for any reason other than those set forth in the first sentence of this Section 6.3(a)(ii) (including, but not limited to, termination for Cause), the Option Purchase Price for all shares of Common Stock and/or Preferred Stock to be purchased from the Management Investor (and such Management Investor's Permitted Transferees) pursuant to the Purchase Option shall equal the Adjusted Cost Price multiplied by the Purchase Number. The Purchase Option will lapse upon the earlier to occur of (i) an Initial Public Offering, (ii) an Approved Sale and (iii) a transfer of Securities by BRS as to which Tag-Along Rights apply.

Option Purchase Price. If the Management Investor shall be terminated by any of the Companies without Cause or shall cease Subject to be employed by any of the Companies by reason of death, temporary or permanent disabilitySection 7(c)(i)(D) below, the "Option Purchase Price" for the Common Stock and/or Preferred Stock (i) Shares to be purchased from such a Management Investor or such Management Investor's Permitted Transferees Stockholder pursuant to the Purchase Option (such number of shares of Common Stock and/or such number of shares of Preferred StockShares, each being referred to as the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management InvestorStockholder and (ii) Options to be purchased from a Management Stockholder shall be equal to the Option Purchase Price applicable to the underlying shares of Common Stock (in accordance with (i) above) less the exercise price of such Options: If the Shares Were Acquired by the Management Stockholder Prior to the Closing Date and Option If the Termination Date Occurs: Purchase Price ------------------------------- ----------------------------- -------------- On or prior to the second Adjusted Cost Price anniversary of the Initial multiplied by 66-2/3% of the Closing Date Purchase Number, plus Adjusted Book Value Price multiplied by 33-1/3% of the Purchase Number After the second anniversary Adjusted Cost Price of the Initial Closing Date, multiplied by 33-1/3% of the and on or prior to the third Purchase Number, plus anniversary of the Initial Adjusted Book Value Price Closing Date multiplied by 66-2/3% of the Purchase Number On or prior to the first Adjusted Cost Price anniversary of the Closing multiplied by 100% of the Date Purchase Number After the first anniversary Adjusted Cost Price of the Closing Date, and on or Price multiplied by 66-2/3% of the or prior to the second Purchase Number, plus anniversary 80% of the Purchase of the Closing Date Number, plus Fair Market Adjusted Book Value Price Date multiplied by 2033-1/3% of the Purchase Number After the second anniversary of Adjusted Cost Price multiplied of the Closing Date, and on multiplied by 33-1/3% of the or prior to the third Purchase Number, plus anniversary of the Closing Adjusted Book Value Price Date multiplied by 6066-2/3% of the Purchase Number, prior to the third anniversary plus Fair Market Value Price of the Closing Date multiplied by 40% of the Purchase Number After the third anniversary of Adjusted Cost Price the Closing Date, and on or multiplied by 40% of the prior to the fourth anniversary Purchase Number, plus of the Closing Date Fair Market Value Price multiplied by 60% of the Purchase Number After the fourth anniversary of Adjusted Cost Price the Closing Date, and on or prior multiplied by 20% of the to the fifth anniversary of the Purchase Number, plus Closing Date Fair Market Value Price multiplied by 80% of the Purchase Number Notwithstanding anything to the contrary contained herein, if the Management Investor shall cease to be employed by any of the Companies for any reason other than those set forth in the first sentence of this Section 6.3(a)(ii) (including, but not limited to, termination for Cause), the Option Purchase Price for all shares of Common Stock and/or Preferred Stock to be purchased from the Management Investor (and such Management Investor's Permitted Transferees) pursuant to the Purchase Option shall equal the Adjusted Cost Price multiplied by the Purchase Number. The Purchase Option will lapse upon the earlier to occur of (i) an Initial Public Offering, (ii) an Approved Sale and (iii) a transfer of Securities by BRS as to which Tag-Along Rights apply.