Market Share Purchase Price.
The term Market Share Purchase Price, when used with
respect to shares of Common Stock (whether whole or fractional shares), shall mean (i) if shares are purchased in the open market, the weighted average purchase price per share of the aggregate number of shares purchased in the open market for
the associated bulk purchase order placed on any given Investment Date, or (ii) if, at the Companys discretion, shares are purchased directly from the Company, (A) the average of the high and low sales prices of Common Stock on the
New York Stock Exchange during regular trading hours for that investment date or (B) if the New York Stock Exchange is open for trading on an investment date but no trading in shares of Common Stock occurs on the New York Stock Exchange for
that date, the price as determined on the basis of market quotations as the Company deems appropriate, in each instance, not including any per share trading fees, which include any brokerage commissions the Administrator is required to pay, or other
Transaction Fees. Transaction Fees are deducted from the total investment amount, and the net amount remaining is invested.
Market Share Sales
Price.
The term Market Share Sales Price, when used with respect to shares of Common Stock sold in the open market (whether whole or fractional shares), shall mean the sales price per share dependent of the method of sale
(whether batch order, market order, day limit order or
good-til-canceled
limit order) of the aggregate number of shares sold in the open market for the date any sale is
made, not including any per share trading fees, which include any brokerage commissions the Administrator is required to pay, or other Transaction Fees. However, Transaction Fees are deducted from the gross proceeds of sale, and the net amount
remaining is paid out.
Maximum Amount.
The term Maximum Amount is defined in Section 2.4 hereof.
Non-United
States Resident.
The term
Non-United
States
Resident shall mean a Person that is a citizen or resident of, or is organized or incorporated under, or has its principal place of business in, a country other than the United States, its territories and possessions.
Participant.
The term Participant is defined in Section 2.1 hereof.
Participants Total Position.
The term Participants Total Position shall mean the total shares of Common Stock held by
the Participant, whether evidenced by one or more certificates in the Participants name or held as DRS Book-Entry Shares or Plan Book-Entry Shares, as to which the Participant may designate that any Dividends on all, part or none of the number
of such shares shall be reinvested in Common Stock to be held as Plan Book-Entry Shares in the Participants Account.
Person.
The term
Person shall mean any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, estate, unincorporated organization or other entity.
Plan Book-Entry Shares.
The term Plan Book-Entry Shares shall mean shares held in book-entry form, excluding DRS Book-Entry Shares,
in a Participants name and in the Participants Account by the Administrator.
Statement of Account.
The term Statement of
Account shall mean a written statement prepared by the Administrator and sent to a Participant pursuant to Section 6.6 hereof, which sets forth all information required by this Plan or applicable law.
Trading Day.
The term Trading Day shall mean any Business Day on which shares of the Common Stock are traded on the principal stock
exchange, market, electronic quotation or
over-the-counter
system on which the Common Stock is listed or authorized for quotation or trading.
Transaction Fee
.
The term Transaction Fee shall mean the service and trading fees, including any brokerage commissions
the Administrator is required to pay, as set forth on the Transaction and Fee Table.
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