Common use of Retained Shares Clause in Contracts

Retained Shares. Each Retained Share shall be converted into and --------------- exchanged for a number of validly issued, fully paid and nonassessable shares constituting Common Stock Units as shall equal the Per Share Merger Consideration divided by the price paid by affiliates of ▇▇▇▇ which are parties to the Equity Commitment for a Common Stock Unit. Each Stockholder, by executing this Agreement, irrevocably elects to retain a number of Shares calculated by dividing the dollar amount set forth opposite such Stockholders name on Annex II -------- under the heading "Retained Amount" by the Per Share Merger Consideration.