Valuation of Escrow Shares. For purposes of this Agreement, the “Value” of any Escrow Shares shall be $1.25 per share, multiplied by the number of such Escrow Shares.
Valuation of Escrow Shares. For purposes of this Agreement, the Fair Market Value of the Escrow Shares to be retained in the Escrow Account pending a final resolution of a claim shall be determined based upon the average of the closing prices of the Purchaser Common Stock on the Nasdaq National Market System for the twenty trading days immediately preceding the date on which the claim is made. The Fair Market Value of the Escrow Shares to be released from the Escrow Account after a final determination/resolution of a claim shall be determined based upon the average closing prices of the Purchaser's Common Stock on the Nasdaq National Market System for the twenty trading days immediately preceding the date of such final determination/resolution.
Valuation of Escrow Shares. For purposes of this Agreement, the Fair Market Value of each of the Escrow Shares shall be seven dollars ($7.00) per share, with appropriate adjustment to take into account any stock split, reverse stock split, stock dividend, recapitalization or other similar capital adjustments with respect to LP's common stock. The Fair Market Value shall be calculated as set forth above jointly by the LP Agent and the Shareholders' Agent, and the results of such calculation shall be provided to the Escrow Agent.
Valuation of Escrow Shares. For purposes of this Agreement, the Fair Market Value of the Escrow Shares shall be determined based upon the average of the closing prices of Parent Common Stock on the NASDAQ National Stock Market for the fifteen (15) trading-day period ending (and including) one day prior to the Closing Date (the "Closing Sales Price").
Valuation of Escrow Shares. For the purpose of this Article II, each Escrow Share shall be valued at the "Average Price" as defined in the Merger Agreement, as adjusted to reflect any stock split, stock dividend, consolidation, recapitalization or similar event occurring after -------------------------- ------------- date hereof.
Valuation of Escrow Shares. For purposes of this Agreement, the “Fair Market Value” of any Escrow Shares shall equal the average closing price per share of Buyer’s common stock on NASDAQ for the five-day period ending on the day prior to the date on which the indemnification claim was “finally determined”. For purposes of this Section 3.1(a), the date on which an indemnification claim was “finally determined” shall mean (i) in the case of Section 2.1, the payment date stated in the joint written instructions, (ii) the case of Section 2.2, the payment date stated in the Final Determination Notice, and (iii) in the case of Section 2.3, the Termination Date. The value of Escrow Cash shall be face value of such Escrow Cash. For the purposes of any disbursement of Escrow Shares, the number of Escrow Shares required to satisfy a claim with respect to the Escrow Account shall be rounded to the nearest whole share of common stock of Buyer. The Buyer and the Indemnifying Shareholder agree that the Escrow Agent shall have no responsibility for determining, or reporting, the Fair Market Value of the Escrow Shares.
Valuation of Escrow Shares. For the purposes of determining -------------------------- the number of Escrow Shares to be transferred to Acquiror out of the Escrow Fund and cancelled by Acquiror pursuant to subsection (b) of this Section 4, the --------- Escrow Shares shall be valued according to the Base Price. The Escrow Agent shall have no duty or obligation to make any determination regarding the value of the Escrow Shares or regarding the number of Escrow Shares that are necessary to be delivered to Acquiror, its sole duty being to deliver the number of Escrow Shares to the appropriate persons specified in the relevant certificate, memorandum or other authorized writing requesting such Escrow Shares.
Valuation of Escrow Shares. For purposes of this Agreement, the Fair Market Value of each Escrow Unit shall be $49.00, the Fair Market Value of each Warrant shall be $4.00, and the Fair Market Value of the Buyer Common Stock shall be $15.00 per share.
Valuation of Escrow Shares. For purposes of this Agreement, the "Value" of any Escrow Shares shall be the average of the last reported sale prices per share of the common stock of the Buyer Common Stock on the Nasdaq National Market over the ten consecutive trading days ending on the third day immediately preceding the date of distribution of such Escrow Shares, multiplied by the number of such Escrow Shares.
Valuation of Escrow Shares. For the purposes of this Agreement, the Fair Market Value of the Escrow Shares shall be $2.40 per share.
