Common use of Valuation of Property Clause in Contracts

Valuation of Property. If the Purchase Price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Transfer Notice is payable in property other than cash or indebtedness, the Company or its designee shall have the right to pay the Purchase Price in the form of cash equal in amount to the value of such property. If the Purchaser and the Company (or its designee) cannot agree on such cash value within fifteen (15) Business Days after the Company’s receipt of the Transfer Notice, the valuation shall be made by an appraiser of recognized standing selected by the Purchaser and the Company or, if they cannot agree on such an appraiser within ten (10) calendar days thereafter, each shall select an appraiser of recognized standing, and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by the Purchaser and the Company (or its designee). If the time for the closing of the Company’s (or its designee’s) purchase has expired but for the determination of the value of the Purchase Price offered by the prospective transferee(s), then such closing shall be held on or prior to the fifth Business Day after such valuation shall have been made pursuant to this subsection.

Valuation of Property. If Should the Purchase Price purchase price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Additional Transfer Notice is be payable in property other than cash or evidences of indebtedness, the Company (or its designee the Investors) shall have the right to pay the Purchase Price purchase price in the form of cash equal in amount to the value of such property. If the Purchaser Common Holder and the Company (or its designeethe Investors) cannot agree on such cash value within fifteen ten (1510) Business Days days after the Company’s receipt of the Transfer Notice (or the Investors’ receipt of the Additional Transfer Notice), the valuation shall be made by an appraiser of recognized standing selected by the Purchaser Common Holder and the Company (or the Investors) or, if they cannot agree on such an appraiser within ten twenty (1020) calendar days thereafterafter the Company’s receipt of the Transfer Notice (or the Investors’ receipt of the Additional Transfer Notice), each shall select an appraiser of recognized standing, standing and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by the Purchaser Common Holder and the Company (or its designeethe Investors pro rata based on the number of shares each Investor was interested in purchasing pursuant to this Section 3). If the time for the closing of the Company’s purchase (or its designee’sthe Investors’ purchase) purchase has expired but for the determination of the value of the Purchase Price purchase price offered by the prospective transferee(s), then such closing shall be held on or prior to the fifth Business Day business day after such valuation shall have been made pursuant to this subsection.

Valuation of Property. If the Purchase Price purchase price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Additional Transfer Notice is payable in property other than cash or evidence of indebtedness, the Company or its designee shall have the right to pay the Purchase Price purchase price in the form of cash equal in amount to the value of such property. If the Purchaser and the Company (or its designee) cannot agree on such cash value within fifteen (15) Business Days 20 days after the Company’s receipt of the Transfer Notice, the valuation shall be made by an appraiser of recognized standing selected by the Purchaser and the Company or, if they cannot agree on such an appraiser within ten (10) calendar 30 days thereafterafter the Company’s receipt of the Transfer Notice, each shall select an appraiser of recognized standing, standing and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by the Purchaser and the Company (or its designee)Company, with half of the cost borne by the Company. If the time for the closing of the Company’s (or its designee’s) purchase has expired but for the determination of the value of the Purchase Price purchase price offered by the prospective transferee(s), then such closing shall be held on or prior to the fifth Business Day business day after such valuation shall have been made pursuant to this subsectionSection 3(d)(iii). In the event that a party fails to appoint an appraiser within the time contemplated pursuant to this Section 3(d)(iii), the determination of the appraiser timely appointed by the Company or Purchaser, as the case may be, shall be determinative of the value of the property in question.

Valuation of Property. If Should the Purchase Price purchase price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Additional Transfer Notice is be payable in property other than cash or evidences of indebtedness, the Company Corporation (or its designee the Stockholders) shall have the right to pay the Purchase Price purchase price in the form of cash equal in amount to the value of such property. If the Purchaser Founder and the Company Corporation (or its designeethe Stockholders) cannot agree on such cash value within fifteen ten (1510) Business Days days after the Company’s Corporation's receipt of the Transfer Notice (or the Stockholders' receipt of the Additional Transfer Notice), the valuation shall be made by an appraiser of recognized standing selected by the Purchaser Founder and the Company Corporation (or the Stockholders) or, if they cannot agree on such an appraiser within ten twenty (1020) calendar days thereafterafter the Corporation's receipt of the Transfer Notice (or the Stockholders' receipt of the Additional Transfer Notice), each shall select an appraiser of recognized standing, standing and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by the Purchaser Founder and the Company Corporation (or its designeethe Stockholders), with the half of the cost borne by the Corporation and the Stockholders borne pro rata by each based on the number of shares such parties were interested in purchasing pursuant to this Section 3.4. If the time for the closing of the Company’s (Corporation's purchase or its designee’s) the Stockholders' purchase has expired but for the determination of the value of the Purchase Price purchase price offered by the prospective transferee(s), then such closing shall be held on or prior to the fifth Business Day business day after such valuation shall have been made pursuant to this subsection.

Valuation of Property. If the Purchase Price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Transfer Notice is payable in property other than cash or indebtedness, the Company or its designee shall have the right to pay the Purchase Price in the form of cash equal in amount to the value of such property. If the Purchaser transferring Holder and the Company (or its designee) cannot agree on such cash value within fifteen (15) Business Days after the Company’s receipt of the Transfer Notice, the valuation shall be made by an appraiser of recognized standing selected by the Purchaser transferring Holder and the Company or, if they cannot agree on such an appraiser within ten (10) calendar days thereafter, each shall select an appraiser of recognized standing, and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by the Purchaser transferring Holder and the Company (or its designee). If the time for the closing of the Company’s (or its designee’s) purchase has expired but for the determination of the value of the Purchase Price offered by the prospective transferee(s), then such closing shall be held on or prior to the fifth Business Day business day after such valuation shall have been made pursuant to this subsection.

Valuation of Property. If Should the Purchase Price purchase price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Additional Transfer Notice is be payable in property other than cash or evidences of indebtedness, the Company or its designee (and/or the Non-Selling Holders) shall have the right to pay the Purchase Price purchase price in the form of cash equal in amount to the value of such property. If the Purchaser Management Investor and the Company (or its designeeand/or the Non-Selling Holders) cannot agree on such cash value within fifteen ten (1510) Business Days after the Company’s receipt of the Transfer Notice, the valuation shall be made by an appraiser of recognized standing selected by the Purchaser Management Investor and the Company (and/or the Non-Selling Holders) or, if they cannot agree on such an appraiser within ten twenty (1020) calendar days thereafterBusiness Days after the Company’s receipt of the Transfer Notice, each shall select an appraiser of recognized standing, standing and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally paid by the Purchaser and the Company (or its designeeand/or the Non-Selling Holders). The cost borne by the Company and the Non-Selling Holders shall be borne pro rata by each based on the number of shares such parties desire to purchase pursuant to this Section 2. If the time for the closing of the Company’s (purchase or its designee’s) the Non-Selling Holders’ purchase has expired but for the determination of the value of the Purchase Price purchase price offered by the prospective transferee(s), then such closing shall be held on or prior to the fifth Business Day after such valuation shall have been made pursuant to this subsection.

Valuation of Property. If Should the Purchase Price purchase price specified in the Transfer Notice is wholly or partially payable through delivery of a promissory note, then the Company or its designee may effect payment in the same fashion. If the Purchase Price specified in the Additional Transfer Notice is be payable in property other than cash or evidences of indebtedness, the Company (or its designee the Stockholders) shall have the right to pay the Purchase Price purchase price in the form of cash equal in amount to the value of such property. If the Purchaser Selling Stockholder and the Company (or its designeethe Stockholders) cannot agree on such cash value within fifteen ten (1510) Business Days days after the Company’s 's receipt of the Transfer Notice (or the Stockholders' receipt of the Additional Transfer Notice), the valuation shall be made by an appraiser of recognized standing selected by the Purchaser Selling Stockholder and the Company (or the Stockholders) or, if they cannot agree on such an appraiser within ten twenty (1020) calendar days thereafterafter the Company's receipt of the Transfer Notice (or the Stockholders' receipt of the Additional Transfer Notice), each shall select an appraiser of recognized standing, standing and the two appraisers shall promptly designate a third appraiser of recognized standing, whose appraisal shall be determinative of such value. The cost of such appraisal shall be shared equally by the Purchaser Selling Stockholder and the Company (or its designeethe Stockholders). If , (with the time for the closing half of the Company’s (or its designee’s) purchase has expired but for the determination of the value of the Purchase Price offered cost borne by the prospective transferee(s), then Stockholders pro rata by each based on the number of shares such closing shall be held on or prior to the fifth Business Day after such valuation shall have been made parties were interested in purchasing pursuant to this subsectionSection 2.