Common use of Valuation of Property Clause in Contracts

Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by (i) agreement of the Transferor and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders or, if they cannot agree on an appraiser within the Option Period, each such Person shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b). (c) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders pro rata based on the number of Offered Shares such Exercising Shareholder is purchasing, on the other hand.

Valuation of Property. (a1) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Participating Investors shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b2) The cash value of such property shall be determined by (i) agreement of If the Transferor and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders Participating Investors cannot agree on such cash value within ten (10) days after the expiration of the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders Participating Investors or, if they cannot agree on an appraiser within the Option Period, each such Person the Transferor and the Participating Investors shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)Participating Investors. (c3) The cost of such appraisal shall be shared equally by the Transferor and the Participating Investors. (4) If the value of the purchase price offered by the proposed transferee is not determined within thirty (30) days following the Company’s receipt of the Transfer Notice from the Transferor, on the one hand, and closing of the Exercising Shareholders pro rata based on the number purchase of Offered Shares by the Participating Investors shall be held on or prior to the fifth (5th) Business Day after such Exercising Shareholder is purchasing, on the other handvaluation shall have been made pursuant to this subsection (ii).

Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Company and/or the Investors, as applicable, shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by If the Transferor, the Company (i) agreement of the Transferor and the Exercising Shareholdersif it is a purchaser), or (ii) if the Transferor and the Exercising Shareholders holding a majority of the Offered Shares elected to be purchased by all Exercising Shareholders (if they are purchasers) cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders such groups or, if they cannot agree on an appraiser within the Option Period, each such Person group shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)value. (c) The cost of such appraisal (and the cost, if any, of securing the appointment thereof by the HKIAC council) shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders purchasers pro rata based on the number of Offered Shares such Exercising Shareholder purchaser is purchasing, on the other hand. (d) If the value of the purchase price offered by the prospective transferee is not determined within 30 days following the Company’s receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Company and/or the Exercising Shareholders shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 8.2(v).

Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Investors shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by (i) agreement of If the Transferor and the Exercising Shareholders, or (ii) if Shareholders holding a majority of the Transferor and the Offered Shares elected to be purchased by all Exercising Shareholders cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders such parties or, if they cannot agree on an appraiser within the Option Period, each such Person shall select an appraiser of internationally recognized standing the Transferor, on the one hand, and such appraisers the Exercising Shareholders, on the other hand shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)value. (c) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders pro rata based on the number of Offered Shares such Exercising Shareholder is purchasing, on the other hand. (d) If the value of the purchase price offered by the prospective transferee is not determined within thirty (30) days following the Company’s receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Exercising Shareholders shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 2.2(iv).

Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Investors shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by (i) agreement of If the Transferor Transferor, and the Exercising Shareholders, or (ii) if Shareholders holding a majority of the Transferor and the Offered Shares elected to be purchased by all Exercising Shareholders cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders such groups or, if they cannot agree on an appraiser within the Option Period, each such Person group shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)value. (c) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders purchasers pro rata based on the number of Offered Shares such Exercising Shareholder purchaser is purchasing, on the other hand. (d) If the value of the purchase price offered by the prospective transferee is not determined within 30 days following the Investors’ receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Exercising Shareholders shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 8.2(iv).

Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Investors shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by (i) agreement of If the Transferor Transferor, and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders Investors cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders Investors exercising their right of first refusal or, if they cannot agree on an appraiser within the Option Period, each such Person of the Transferor and the Investors who exercise their right of first refusal shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)value. (c) The cost of such appraisal shall be shared equally by the Transferor and the Investors exercising their right of first refusal. (d) If the value of the purchase price offered by the prospective transferee is not determined within 30 days following the Company’s receipt of the Transfer Notice from the Transferor, on the one hand, and closing of the Exercising Shareholders pro rata based on the number purchase of Offered Shares by the Investors shall be held on or prior to the fifth (5th) Business Day after such Exercising Shareholder is purchasing, on the other handvaluation shall have been made pursuant to this Section 2.2(iv).

Valuation of Property. (a1) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders LianBio shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b2) The cash value of such property shall be determined by (i) agreement of If the Transferor and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders LianBio cannot agree on such cash value within ten (10) days after the expiration of the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders LianBio or, if they cannot agree on an appraiser within the Option Period, each such Person the Transferor and LianBio shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)LianBio. (c3) The cost of such appraisal shall be shared equally by the Transferor and LianBio. (4) If the value of the purchase price offered by the proposed transferee is not determined within thirty (30) days following the Company’s receipt of the Transfer Notice from the Transferor, on the one hand, and closing of the Exercising Shareholders pro rata based on the number purchase of Offered Shares by LianBio shall be held on or prior to the fifth (5th) Business Day after such Exercising Shareholder is purchasing, on the other handvaluation shall have been made pursuant to this subsection (ii).

Valuation of Property. (ai) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Shareholder shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (bii) The cash value of such property shall be determined by (i) agreement of If the Transferor and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders Shareholder cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders Shareholder or, if they cannot agree on an appraiser within the Option Period, the Transferor on one side and the Exercising Shareholder on the other side shall each such Person shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)Shareholder. (ciii) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders Shareholder pro rata based on the number of Offered Shares such Exercising Shareholder is purchasing, on the other hand. (iv) If the value of the purchase price offered by the prospective transferee is not determined within 45 days following the Company’s receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Exercising Shareholder shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 9.4(iv). Shareholders Agreement

Valuation of Property. (ai) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by (i) agreement of the Transferor and the Exercising Shareholders, or (ii) if If the Transferor and the Exercising Shareholders cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders such groups or, if they cannot agree on an appraiser within the Option Period, each such Person group shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b). (ciii) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders pro rata based on the number of Offered Shares such Exercising Shareholder is purchasing, on the other hand. (iv) If the value of the purchase price offered by the prospective transferee is not determined within 45 days following the Company’s receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Exercising Shareholders shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 9.4(iv).

Valuation of Property. (ai) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtednessIndebtedness, the Exercising Shareholders ROFR Offerees shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by (i) agreement of the Transferor and the Exercising Shareholders, or (ii) if If the Transferor and the Exercising Shareholders holding a majority of the Offered Shares elected to be purchased by all Exercising Shareholders (if they are purchasers) cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders such groups or, if they cannot agree on an appraiser within the Option Period, each such Person group shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)value. (ciii) The cost of such appraisal shall be shared equally by the TransferorTransferor(s), on the one hand, and the Exercising Shareholders purchasers pro rata based on the number of Offered Shares such Exercising Shareholder purchaser is purchasing, on the other hand. (iv) If the value of the purchase price offered by the prospective transferee is not determined within thirty (30) days following the Company’s receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Exercising Shareholders shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 4.2.3.

Valuation of Property. (a) Should the purchase price specified in the any Transfer Notice be payable in property other than cash or evidences of indebtedness, the Company, the Investors and the Common Holders, if any, exercising their rights pursuant to Sections 3.1 through 3.4 (the “Exercising Shareholders Parties”) shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by (i) agreement of . If the Transferor Transferring Shareholder and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders Parties cannot agree on such cash value within 10 business days after the Option Periodcompletion of the procedures set forth in Sections 3.1 through 3.4, the valuation shall be made by an appraiser of internationally recognized standing selected jointly selected by the mutual agreement of the Transferor Transferring Shareholder and the Exercising Shareholders Parties within 10 business days thereafter or, if they cannot agree on an appraiser appraiser, the Transferring Shareholder, on the one hand, and the Exercising Parties, on the other hand, shall, within the Option Perioda further 5 business days, each such Person shall select an appraiser of internationally recognized standing and such the two appraisers shall shall, within 5 business days, designate another a third appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and value. Any appraisal under this Section 3.7 shall be final and binding on required to be made within 15 business days of the Transferor selection of such appraiser, and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b). (c) The cost of any such appraisal shall be shared equally by the Transferor, Transferring Shareholder on the one hand, hand and the Exercising Shareholders pro rata based on the number of Offered Shares such Exercising Shareholder is purchasing, Parties on the other hand.

Valuation of Property. (ai) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Shareholder shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (bii) The cash value of such property shall be determined by (i) agreement of If the Transferor and the Exercising Shareholders, or (ii) if the Transferor and the Exercising Shareholders Shareholder cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders Shareholder or, if they cannot agree on an appraiser within the Option Period, the Transferor on one side and the Exercising Shareholder on the other side shall each such Person shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)Shareholder. (ciii) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders Shareholder pro rata based on the number of Offered Shares such Exercising Shareholder is purchasing, on the other hand. (iv) If the value of the purchase price offered by the prospective transferee is not determined within 45 days following the Company’s receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Exercising Shareholder shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 9.4(iv). Shareholders Agreement 28

Valuation of Property. (a) Should the purchase price specified in the Transfer Notice be payable in property other than cash or evidences of indebtedness, the Exercising Shareholders Company and/or the Investors, as applicable, shall have the right to pay the purchase price in the form of cash equal in amount to the fair market value of such property. (b) The cash value of such property shall be determined by If the Transferor, the Company (i) agreement of the Transferor and the Exercising Shareholdersif it is a purchaser), or (ii) if the Transferor and the Exercising Shareholders holding a majority of the Offered Shares elected to be purchased by all Exercising Shareholders (if they are purchasers) cannot agree on such cash value within the Option Period, the valuation shall be made by an appraiser of internationally recognized standing jointly selected by the mutual agreement of the Transferor and the Exercising Shareholders such groups or, if they cannot agree on an appraiser within the Option Period, each such Person group shall select an appraiser of internationally recognized standing and such appraisers shall designate another appraiser of internationally recognized standing, whose appraisal shall be determinative of such value and shall be final and binding on the Transferor and the Exercising Shareholders. The Option Period shall be extended to expire after the later of (x) the tenth (10th) Business Days following receipt of the Transfer Notice, and (y) the fifth (5th) Business Days after the cash value of such property is determined pursuant to this Section 9.4(b)value. (c) The cost of such appraisal shall be shared equally by the Transferor, on the one hand, and the Exercising Shareholders purchasers pro rata based on the number of Offered Shares such Exercising Shareholder purchaser is purchasing, on the other hand. (d) If the value of the purchase price offered by the prospective transferee is not determined within 30 days following the Company’s receipt of the Transfer Notice from the Transferor, the closing of the purchase of Offered Shares by the Company and/or the Exercising Shareholders shall be held on or prior to the fifth (5th) Business Day after such valuation shall have been made pursuant to this Section 2.2(v).