Common use of Challenge to Good Faith Determination Clause in Contracts

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article V, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "Majority Holders"), and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more than 95% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article VSection 7, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "Majority Holders"), and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more than 9590% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders Holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article V, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "Majority Holders")Warrantholder, and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more than 95% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders Warrantholder shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article V, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "“Majority Holders"”), and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more than 95% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair market value of any item under this Article VSection 9, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "Majority Holders"), Holder and any dispute shall be resolved by an investment banking a business valuation or appraisal firm of recognized national standing selected by the CompanyCompany and reasonably acceptable to Holder. The fee fees of such valuation or appraisal firm (or investment banking firm banker) shall be paid borne by such Holder if the determination of fair market value by such firm is greater than or equal to 90% of the Company’s determination of fair market, and otherwise by the Company, unless such fair market value as determined by the investment banking firm is more than 95% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article VSection 4, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "Majority Holders")holder hereof, and any dispute shall be resolved by an independent investment banking firm of national standing selected retained by the CompanyCompany and acceptable to the holder of this Warrant. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more differs by less than 955% of from the fair market value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article VFair Market Value hereunder, such determination may be challenged in good faith by holders holding in the aggregate a majority of the then outstanding Warrants (without regard to any Warrants then held by the "Company or its Affiliates) (the “Majority Holders"”), and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value Fair Market Value as determined by the investment banking firm is more than 95% of the fair market value Fair Market Value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article V, such determination may be challenged in good faith by holders holding in the aggregate a majority of the then outstanding Warrants without regard to any Warrants then held by the Company or its affiliates (the "“Majority Holders"”), and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more than 95% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board ------------------------------------- of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article V, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "Majority Holders"), and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more than 95% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.

Challenge to Good Faith Determination. Whenever the Board of ------------------------------------- Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Article V, such determination may be challenged in good faith by holders holding a majority of the outstanding Warrants (the "Majority Holders"), and any dispute shall be resolved by an investment banking firm of national standing selected by the Company. The fee of such investment banking firm shall be paid by the Company, unless such fair market value as determined by the investment banking firm is more than 95% of the fair market value determined by the Board of Directors of the Company, in which case the challenging holders shall be jointly and severally liable for such fee.