For purposes of this Policy, “Value” means the grant date fair value as determined in accordance with U.S. generally accepted accounting principles, or such other methodology the Board or any committee of the Board designed by the Board with appropriate authority (the “Designated Committee”), as applicable, may determine prior to the grant of the applicable Award becoming effective.

For purposes of this Policy, “Value” means the grant date fair value as determined in accordance with U.S. generally accepted accounting principles, or such other methodology the Board or any committee of the Board designed by the Board with appropriate authority (the “Designated Committee”), as applicable, may determine prior to the grant of the applicable Award becoming effective; provided that, with respect to Initial Awards and Annual Awards, for purposes of the Black-Scholes option valuation methodology used to determine grant date fair value, the value of a Share on the applicable date of grant will be equal to the average closing price of a Share for the 30 trading days immediately prior to such date of grant.