Current Fair Market Value.
Means when When used with respect to the Common Stock as of a specified date
means, with respect to
each a share of Common Stock, the average of the closing prices of the Common Stock sold on all securities exchanges
(including including the NASD OTCBB, NASDAQ Capital Market, the Nasdaq
and National Market, the
Nasdaq SmallCap) American Stock Exchange or the New York Stock Exchange (each a "Trading Market") on which the Common Stock may at the time be listed, or, if there have been no sales on
... any such exchange on such day, the average of the highest bid and lowest asked prices on all such exchanges at the end of regular trading such day, or, if on such day the Common Stock is not so listed, the average of the representative bid and asked prices quoted in the Nasdaq NASDAQ System as of 4:00 p.m., New York City time, or, if on such day the Common Stock is not quoted in the Nasdaq NASDAQ System, the average of the highest bid and lowest asked price on such day in the domestic over-the-counter market as reported by the National Quotation Bureau, Incorporated, Pink Sheets, LLC, or any similar successor organization, in each such case averaged over a period of ten five Trading Days consisting of the day as of which the Current Fair Market Value of Common Stock is being determined (or if such day is not a Trading Day, the Trading Day next preceding such day) and the nine four consecutive Trading Days prior to such day. If on the date for which Current Fair Market Value is to be determined the Common Stock is not listed on any securities exchange or quoted in the Nasdaq NASDAQ System or the over-the-counter market, the Current Fair Market Value of Common Stock shall be the highest price per share of Common Stock at which the Company has sold shares of Common Stock or Common Stock Equivalents to one or more unaffiliated third parties in a bona fide financing round during the 365 days prior to the date of such determination. If no such sales were made during the 365 days prior to the date of such determination, the Current Fair Market Value of Common Stock shall be the price per share which the Company could then obtain from a willing buyer on an arms'-length basis (not an affiliate, employee or director of the Company at the time of determination) in an arms'-length transaction for shares of Common Stock sold by the Company, from authorized but unissued shares, as determined in good faith by an independent appraiser mutually acceptable to, and unaffiliated with, the Company and Lender, whose appraisal costs shall be paid by the Board of Directors. Company.
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Current Fair Market Value.
Means Means, when used with respect to the Common Stock as of a specified
date with respect to each share of date: (i) if the Common
Stock, Stock is then listed for trading on a national securities exchange or through the Nasdaq or the Nasdaq SmallCap, (A) the average of the
closing daily volume-weighted average prices of the Common Stock
sold on
all the principal national securities
exchanges (including exchange or the Nasdaq
and or the Nasdaq
SmallCap) SmallCap, as the case may be, on which
... the Common Stock may at is so listed for each Trading Day in the time period of five consecutive Trading Days ending on and including such date, as reported by Bloomberg Financial, L.P.; (ii) if on the date as of which Current Fair Market Value is to be determined the Common Stock is not so -3- listed, or, if there have been no sales on any such exchange on such day, the average of the highest bid and lowest asked prices on all such exchanges at the end of such day, or, if on such day the Common Stock is not so listed, the average of the representative bid and asked prices quoted in the Nasdaq System as of 4:00 p.m., New York City time, or, if on such day OTC Bulletin Board or the Common Stock is not quoted over-the-counter-market, for each Trading Day in the Nasdaq System, the average of the highest bid and lowest asked price on such day in the domestic over-the-counter market as reported by the National Quotation Bureau, Incorporated, or any similar successor organization, in each such case averaged over a period of ten Trading Days consisting of the day as of which the Current Fair Market Value of Common Stock is being determined (or if such day is not a Trading Day, the Trading Day next preceding such day) and the nine five consecutive Trading Days prior to ending on and including such day. If date; or (iii) if on the date for which Current Fair Market Value is to be determined the Common Stock is not listed on any national securities exchange exchange, the Nasdaq or the Nasdaq SmallCap or quoted in the Nasdaq System or the over-the-counter market, the Current Fair Market Value of Common Stock shall be the highest price per share which the Company could then obtain from a willing buyer (not an employee or director of the Company at the time of determination) determination), under no compulsion to buy, in an arms'-length transaction for shares of Common Stock sold by the Company, from authorized but unissued shares, as determined in good faith by the Board of Directors.
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