Common use of Challenge to Good Faith Determination Clause in Contracts

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company is required to make a determination in good faith of the fair market value of this Warrant or the Warrant Shares under this SECTION 4, such determination may be challenged or disputed by the Holder (or if the Warrant has been divided up, the Holders of Warrants exercisable for more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants). If the Holder (or such Holders, as the case may be) wishes to challenge or dispute any such fair market value determination, it (or they) shall furnish written notice to the Company of its (or their) intention to challenge the same. If the Company and the Holder (or such Holders, as the case may be) cannot resolve the dispute between or among themselves, then such dispute shall be submitted for final determination to an investment banking or accounting firm of recognized national standing pursuant to the valuation procedures set forth in clause (ii) under the definition of Fair Market Value. The Company shall bear any and all fees, costs and expenses incurred by the Company and the Holder (or such Holders, as the case may be) in connection with such dispute and determination, including, without limitation, fees and expenses of any investment banking, valuation or accounting firm(s) engaged by the Company or the Holder (or Holders, as the case may be) and of attorneys in connection with such dispute and determination.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company is required to make a determination in good faith of the fair market value Fair Market Value of this Warrant or the Warrant Shares under this SECTION 4, such determination may be challenged or disputed by the Holder (or if the Warrant has been divided up, the Holders of Warrants exercisable for more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants). If the Holder (or such Holders, as the case may be) wishes to challenge or dispute any such fair market value determination, it (or they) shall furnish written notice to the Company of its (or their) intention to challenge the same. If the Company and the Holder (or such Holders, as the case may be) cannot resolve the dispute between or among themselves, then such dispute shall be submitted for final determination to an investment banking or accounting firm of recognized national standing pursuant to the valuation procedures set forth in clause (ii) under the definition of Fair Market Value. The Company shall bear any and all fees, costs and expenses incurred by the Company and the Holder (or such Holders, as the case may be) in connection with such dispute and determination, including, without limitation, fees and expenses of any investment banking, valuation or accounting firm(s) engaged by the Company or the Holder (or Holders, as the case may be) and of attorneys in connection with such dispute and determination.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company is required to make a determination in good faith of the fair market value Fair Market Value of this Warrant or the Warrant Shares under this SECTION Section 4, such determination may be challenged or disputed by the Holder (or if the Warrant has been divided up, the Holders of Warrants exercisable for more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants). If the Holder (or such Holders, as the case may be) wishes to challenge or dispute any such fair market value determination, it (or they) shall furnish written notice to the Company of its (or their) intention to challenge the same. If the Company and the Holder (or such Holders, as the case may be) cannot resolve the dispute between or among themselves, then such dispute shall be submitted for final determination to an investment banking or accounting firm of recognized national standing pursuant to the valuation procedures set forth in clause (ii) under the definition of Fair Market Value. The Company shall bear any and all fees, costs and expenses incurred by the Company and the Holder (or such Holders, as the case may be) in connection with such dispute and determination, including, without limitation, fees and expenses of any investment banking, valuation or accounting firm(s) engaged by the Company or the Holder (or Holders, as the case may be) and of attorneys in connection with such dispute and determination.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company is required to make a determination in good faith of the fair market value of this Warrant or the Warrant Shares under this SECTION Section 4, such determination may be challenged or disputed by the Holder (or if the Warrant has been divided up, the Holders of Warrants exercisable for more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants). If the Holder (or such Holders, as the case may be) wishes to challenge or dispute any such fair market value determination, it (or they) shall furnish written notice to the Company of its (or their) intention to challenge the same. If the Company and the Holder (or such Holders, as the case may be) cannot resolve the dispute between or among themselves, then such dispute shall be submitted for final determination to an investment banking or accounting firm of recognized national standing pursuant to the valuation procedures set forth in clause (ii) under the definition of Fair Market Value. The Company shall bear any and all fees, costs and expenses incurred by the Company and the Holder (or such Holders, as the case may be) in connection with such dispute and determination, including, without limitation, fees and expenses of any investment banking, valuation or accounting firm(s) engaged by the Company or the Holder (or Holders, as the case may be) and of attorneys in connection with such dispute and determination.