Common use of Equity Value Clause in Contracts

Equity Value. Notwithstanding anything to the contrary contained in Section 9.1 and Section 9.2, in no event shall (i) GEI be required to sell any shares in respect of any Fiscal Year if the Equity Value is greater than $26.87 per share and (ii) the Executive be required to purchase any shares in respect of any Fiscal Year if the Equity Value is less than $16.12 per share. The term Equity Value shall mean, in respect of each Fiscal Year, (a) the product of the Company’s EBITDA in respect of such Fiscal Year multiplied by 8, (b) minus the Company’s Net Debt as of the end of such Fiscal Year (c) divided by the number of shares of the Company’s Common Stock outstanding (other than treasury shares) as of the end of such Fiscal Year.