Common use of Average Closing Price Clause in Contracts

Average Closing Price. Average Closing Price" shall mean the average of the per share closing prices of Bake▇ ▇▇▇h▇▇ ▇▇▇mon Stock as reported on the consolidated transaction reporting system for securities traded on the New York Stock Exchange, Inc. ("NYSE") for the ten consecutive trading days ending immediately prior to the second trading day prior to the Closing Date (the "Pricing Period"), appropriately adjusted for any stock splits, reverse stock splits, stock dividends, recapitalizations or similar transactions; provided, however, that if any ex-dividend trading with respect to any regular quarterly cash dividend on Bake▇ ▇▇▇h▇▇ ▇▇▇mon Stock occurs on or after the first day of the Pricing Period and prior to the Closing Date, then for purposes of calculating the Average Closing Price (x) if the related record date occurs prior to the Effective Time, the closing price of Bake▇ ▇▇▇h▇▇ ▇▇▇mon Stock for each day prior to the related ex-dividend date included in the Pricing Period shall be reduced by the amount per share of such dividend and (y) if the related record date occurs at or after the Effective Time, the closing price of Bake▇ ▇▇▇h▇▇ ▇▇▇mon Stock for each day on or after such ex-dividend date included in the Pricing Period shall be increased by the amount per share of such dividend.