Common use of Participant Put/Call Option Price, Put/Call Option Notice and Closing Clause in Contracts

Participant Put/Call Option Price, Put/Call Option Notice and Closing. (a) The aggregate price to be paid for Shares being purchased pursuant to Sections 4.1(a) or 4.1(b) shall be equal to (x) the Fair Market Value multiplied by (y) (A) the number of Shares being purchased, divided by (B) the outstanding number of shares of Common Stock on the day immediately preceding the date of the Put Option Notice or Call Option Notice, as applicable (the “Participant Put/Call Option Price”), provided, however, that in the event that (i) the Participant’s employment with the Company was terminated by the Company for Cause or by the Participant without Good Reason or the Participant breached Articles II or V, and (ii) the Participant purchased any of its Shares at a price per Share less than the Participant Put/Call Option Price, the purchase price of such Shares shall be the price the Participant originally paid for such Shares.