Common use of Fair Value Per Share Clause in Contracts

Fair Value Per Share. The Fair Value Per Share of Parent's -------------------- Common Stock, as of any particular date, shall mean, if the Parent's Common Stock is then traded on an exchange or national quotation system, the average closing price per share of Parent's Common Stock as traded on such exchange or national quotation system during the 10 trading day period ending three business days prior to the date of determination or, if not so traded, the fair market value per share of such Parent's Common Stock as most recently determined by the Parent's Board of Directors acting in good faith. The Fair Value Per Share on the Closing Date shall be the dollar amount set forth in the Valuation Model (as defined below) delivered on the Closing Date. Parent agrees that the Fair Value Per Share at any time after the Closing Date shall be consistent with the fair market value per share of Parent's Common Stock as determined by the Board of Directors in connection with contemporaneous grants by parent of incentive stock options to purchase shares of the Parent's Common Stock.