Common use of Consideration; Closing Clause in Contracts

Consideration; Closing. If the consideration proposed to be paid for the Transfer Stock is in property, services or other non-cash consideration, the fair market value of the consideration shall be as determined in good faith by the Company’s Board of Directors and as set forth in the Company Notice. If the Company, any Investor or any Common Holder cannot for any reason pay for the Transfer Stock in the same form of non-cash consideration, the Company, such Investor or such Common Holder may pay the cash value equivalent thereof, as determined in good faith by the Board of Directors and as set forth in the Company Notice. The closing of the purchase of Transfer Stock by the Company, the Investors and the Common Holders, as applicable, shall take place, and all payments from the Company, the Investors and the Common Holders, as applicable, shall have been delivered to the selling Common Holder or selling Non-Lead Investor by the later of (i) the date specified in the Proposed Transfer Notice as the intended date of the Proposed Transfer and (ii) seventy (70) days after delivery of the Proposed Transfer Notice.

Consideration; Closing. If the consideration proposed to be paid for the Transfer Stock is in property, services or other non-cash consideration, the fair market value of the consideration shall be as determined in good faith by the Company’s Board of Directors, including the affirmative vote of at least four Preferred Directors (as such term is defined in the Certificate of Incorporation), and as set forth in the Company Notice. If the Company, any Investor Company or any Common Holder Stockholder cannot for any reason pay for the Transfer Stock in the same form of non-cash consideration, the Company, such Investor Company or such Common Holder Stockholder may pay the cash value equivalent thereof, as determined in good faith by the Board of Directors and as set forth in the Company Notice. The closing of the purchase of Transfer Stock by the Company, the Investors Company and the Common Holders, as applicable, Stockholders shall take place, and all payments from the Company, the Investors Company and the Common Holders, as applicable, Stockholders shall have been delivered to the selling Common Holder or selling Non-Lead Investor Stockholder, by the later of (i) the date specified in the Proposed Transfer Notice as the intended date of the Proposed Stockholder Transfer and (ii) seventy forty-five (7045) days after delivery of the Proposed Transfer Notice.

Consideration; Closing. If the consideration proposed to be paid for the Transfer Stock Securities is in property, services or other non-cash consideration, the fair market value of the consideration shall be as determined in good faith by the Company’s LLC Board of Directors and as set forth in the Company Notice. If the CompanyCorporation, the LLC or any Investor or any Common Holder cannot for any reason pay for the Transfer Stock Securities in the same form of non-non- cash consideration, the CompanyCorporation, the LLC or such Investor or such Common Holder may pay the cash value equivalent thereof, as determined in good faith by the LLC Board of Directors and as set forth in the Company Notice. The closing of the purchase of Transfer Stock Securities by the CompanyCorporation and/or the LLC, as applicable and the Investors and the Common Holders, as applicable, shall take place, and all payments from the CompanyCorporation, the Investors LLC and the Common Holders, as applicable, Investors shall have been delivered to the selling Common Holder or selling Non-Lead Investor Securityholder, by the later of (i) the date specified in the Proposed Transfer Notice as the intended date of the Proposed Securityholder Transfer and (ii) seventy forty-five (7045) days after delivery of the Proposed Transfer Notice.

Consideration; Closing. If the consideration proposed to be paid for the Transfer Stock is in property, services or other non-cash consideration, the fair market value of the consideration shall be as determined in good faith by the Company’s Board of Directors (the “Board of Directors”) and as set forth in the Company Notice. If the Company, any Investor Company or any Common Holder Significant Investor cannot for any reason pay for the Transfer Stock in the same form of non-cash consideration, the Company, such Investor Company or such Common Holder Significant Investor may pay the cash value equivalent thereof, as determined in good faith by the Board of Directors and as set forth in the Company Notice. The closing of the purchase of Transfer Stock by the Company, the Investors Company and the Common Holders, as applicable, Significant Investors shall take place, and all payments from the Company, the Investors Company and the Common Holders, as applicable, Significant Investors shall have been delivered to the selling Common Holder or selling Non-Lead Investor Key Holder, by the later of (i) the date specified in the Proposed Transfer Notice as the intended date of the Proposed Key Holder Transfer and (ii) seventy forty-five (7045) days after delivery of the Proposed Transfer Notice.