Value. For purposes of this Policy, “Value” means with respect to # any award of stock options the grant date fair value of the option (i.e., Black-Scholes Value) determined in accordance with the reasonable assumptions and methodologies employed by the Company for calculating the fair value of options under ASC 718 or its successor provision, but excluding the impact of estimated forfeitures related to service-based vesting conditions; and # any award of restricted stock and restricted stock units the product of # the average closing market price on The Nasdaq Global Select Market (or such other market on which the Company’s Class A common stock is then principally listed) of one share of the Company’s Class A common stock on the effective date of grant (the “Grant Date”), or if no closing price is reported for the Grant Date, the closing price on the date immediately prior to the Grant Date for which the closing price is reported, and # the aggregate number of shares pursuant to such award.

Value. For purposes of this Policy, “Value” will equal the product of # the average Fair Market Value of one Share for the twenty (20) consecutive market trading days ending on the fifth (5th) market trading day prior to the grant date of the Award and # the aggregate number of Shares subject to the Award, as applicable.

Value Given. In consideration for the transfer to the Borrower of the Receivables and the related Collateral under the Second Tier Purchase Agreement, the Borrower shall have paid ​ an amount equal to the fair market value of the Receivables, and no such transfer shall have been made for or on account of an antecedent debt owed by ​ to the Borrower and no such transfer is or may be voidable or subject to avoidance under any Insolvency Law.

Par Value. If the closing bid price at any time the Note is outstanding falls below $0.005, the Company shall cause the par value of its Common Stock to be reduced to $0.0001 or less.

Stated Value. Each share of Series C Preferred Stock shall have a stated value equal to $28.025 (the “Stated Value”).

Stated Value. Each share of Series E Preferred Stock shall have a stated value equal to Ten Dollars ($10.00) (the “Stated Value”).

Asset Value. Fail to maintain, at any time, together with its Subsidiaries on a consolidated basis, Assets with an aggregate fair market value of at least ​.

The fair market value of each share of Common Stock shall be equal to the closing price of one share of the Company’s common stock on the New York Stock Exchange-Composite Transactions on the Credit Date as of which Phantom Shares are credited to the Eligible Director’s Deferred Stock Account.

If the Company Stock is listed on any established stock exchange or quoted on any established stock market system, Fair Market Value shall be the closing price for the Company Stock on the date as of which Fair Market Value is determined for any purpose under the Plan (or if no trades were reported the closing price on the immediately preceding date on which the Company Stock was traded) as reported by such exchange or stock market system or such other source as the Committee deems reliable; provided, however, the Committee may elect to use, subject to applicable requirements of the Code and Treasury Regulations, the average closing price over a designated number of up to thirty (30) consecutive days to determine the Fair Market Value if the daily volume of trading in the Company Stock is not, in the sole discretion of the Committee, sufficient to be a reliable indicator of Fair Market Value.

Enterprise Value Escalator. In addition [[Organization A:Organization]] amount specified in paragraphs 3 and 4, if the gross sale price at closing of the Sale of the Company exceeds the target amount established by the Human Resources Committee of AMC’s board of directors (the “Target Price”), the Company will pay the Executive a lump sum cash amount equal to one dollar and twenty-five cents ($1.25) for every one-hundred dollars ($100.00) in excess of the Target Price, realized on the Sale of the Company, provided that the Executive has remained continuous employed by the Company and the Successor [[Organization A:Organization]] (or an affiliate of either of them), for at least one-hundred eighty (180) calendar days following the Sale of the Company. Notwithstanding the foregoing, the Executive will be entitled to payment under this paragraph if the Executive’s employment with the Company or the Successor [[Organization A:Organization]] is terminated without Cause or by the Executive for Good Reason, after the Sale of the Company, but before one-hundred eighty (180) calendar days following the Sale of the Company.