Common use of Contest and Appraisal Rights Clause in Contracts

Contest and Appraisal Rights. (a) If the holders of Warrants entitling such holders to purchase a majority of the Stock Units subject to purchase upon exercise of Warrants at the time outstanding (exclusive of Warrants then owned by Company or any Subsidiary (as defined in the Credit Agreement) or Affiliate (as defined in the Credit Agreement) thereof) (the “Required Interests”) shall disagree with the Company Determination and shall by notice to Company given within thirty (30) days after Company’s notice of the Company Determination (an “Appraisal Notice”) elect to dispute the Company Determination (which Appraisal Notice shall contain a list of not less than three (3) independent investment banks or qualified appraisal firms which are acceptable to such holders of the Warrants to calculate the Fair Market Value), such dispute shall be resolved as set forth in subsection (b) of this Section. (b) Company shall within thirty (30) days after an Appraisal Notice shall have been given pursuant to subsection (a) of this Section engage one of the investment banks or other qualified appraisal firms on the list provided to Company by such holders of the Warrants in the Appraisal Notice (the “Appraiser”) to make an independent determination of Fair Market Value (the “Independent Appraiser Determination”). The Independent Appraiser Determination shall be final and binding on Company and all the Warrantholders. All costs of conducting the appraisal shall be borne by Company; provided that if the Company Determination is greater than the Independent Appraiser Determination by more than fifteen percent (15%), then, the costs of conducting the appraisal shall be borne entirely by the Warrantholders; provided that, in each case, costs separately incurred by Company and the Warrantholders shall be separately borne by them.

Contest and Appraisal Rights. (a) If the holders of Warrants ---------------------------- entitling such holders to purchase a majority of the Class C Common Stock Units subject to purchase upon exercise of Warrants at the time outstanding (exclusive of Warrants then owned by the Company or any Subsidiary (as defined in the Credit Agreement) or Affiliate (as defined in the Credit Agreement) thereof) thereof (the “"Required Interests”Interest") shall disagree with the Company Determination and shall by notice to the Company given within thirty (30) 30 days after Company’s receipt of notice of the Company Determination (an “"Appraisal Notice”") elect elects to dispute the Company Determination (which Appraisal Notice shall contain a list of not less than three (3) independent investment banks or qualified appraisal firms which are acceptable to such holders of the Warrants to calculate the Fair Market Value)Determination, such dispute shall be resolved as set forth in subsection (b) of this Section. (b) The Company shall within thirty (30) 30 days after an Appraisal Notice shall have been given pursuant to subsection (a) of this Section engage one of the an investment banks bank or other qualified appraisal firms on firm acceptable to the list provided to Company by such holders of the Warrants in the Appraisal Notice Required Interest (the “"Appraiser”") to make an independent determination of Fair Market Value (the “Independent "Appraiser Determination”"). The Independent Appraiser Determination shall be final and binding on the Company and all the Warrantholders. All If the Company Determination and the Appraiser Determination differ by an amount of 15% or less of the Company Determination, then the costs of conducting the appraisal shall be borne equally by Companythe Company and the Warrantholders; provided that if the Company Determination is greater than the Independent Appraiser Determination by more than fifteen percent (15%)% of the Company Determination, then, then the costs of conducting the appraisal shall be borne entirely by the Warrantholders; and if the Appraiser Determination is greater than the Company Determination by more than 15% of the Company Determination, then the costs of conducting the appraisal shall be borne entirely by the Company; provided that, that in each case, costs separately incurred by the Company and the any Warrantholders shall be separately borne by them.

Contest and Appraisal Rights. (a) If the holders of Warrants entitling such holders to purchase a majority of the Common Stock Units subject to purchase upon exercise of Warrants at the time outstanding (exclusive of Warrants then owned by Company Holdings or any Subsidiary (as defined in the Credit Agreement) or Affiliate (as defined in the Credit Agreement) thereof) thereof (the “"Required Interests”Interest") shall disagree with the Company Holdings Determination and shall by notice to Company Holdings given within thirty (30) 30 days after Company’s Holdings' notice of the Company Holdings Determination (an “"Appraisal Notice”") elect to dispute the Company Determination (which Appraisal Notice shall contain a list of not less than three (3) independent investment banks or qualified appraisal firms which are acceptable to such holders of the Warrants to calculate the Fair Market Value)Holdings Determination, such dispute shall be resolved as set forth in subsection (b) of this Section. (b) Company Holdings shall within thirty (30) 30 days after an Appraisal Notice shall have been given pursuant to subsection (a) of this Section engage one of the an investment banks bank or other qualified appraisal firms on firm acceptable to the list provided to Company by such holders of the Warrants in the Appraisal Notice Required Interest (the “"Appraiser”") to make an independent determination of Fair Market Value (the “Independent "Appraiser Determination”"). The Independent If the Holdings Determination and the Appraiser Determination shall be final and binding on Company and all differ by an amount of 15% or less of the Warrantholders. All Holdings Determination, then the costs of conducting the appraisal shall be borne equally by CompanyHoldings and the Holders; provided that if the Company Holdings Determination is greater than the Independent Appraiser Determination by more than fifteen percent (15%)% of the Holdings Determination, then, then the costs of conducting the appraisal shall be borne entirely by the WarrantholdersHolders; provided thatand if the Appraiser Determination is greater than the Holdings Determination by more than 15% of the Holdings Determination, in each case, then the costs separately incurred by Company and of conducting the Warrantholders appraisal shall be separately borne by them.entirely by