FMV

FMV. For any date, the price determined by the first of the following clauses that applies: (a) if the Common Stock is then listed or quoted on a Eligible Market, the value shall be deemed to be the highest intra-day or closing price on any trading day on such Eligible Market on which the Common Stock is then listed or quoted as reported by Bloomberg L.P. (based on a Trading Day from 9:30 a.m. (New York City time) to 4:02 p.m. (New York City time)) during the five trading days preceding the... exercise, (b) if OTCQB or OTCQX is not an Eligible Market, the value shall be deemed to be the highest intra-day or closing price on any trading day on the OTCQB or OTCQX on which the Common Stock is then quoted as reported by Bloomberg L.P. (based on a Trading Day from 9:30 a.m. (New York City time) to 4:02 p.m. (New York City time)) during the five trading days preceding the exercise, as applicable, (c) if the Common Stock is not then listed or quoted for trading on OTCQB or OTCQX and if prices for the Common Stock are then reported in the "Pink Sheets" published by OTC Markets Group, Inc. (or a similar organization or agency succeeding to its functions of reporting prices), the "OTC Markets Group", the value shall be deemed to be the highest intra-day or closing price on any trading day on the Pink Sheets on which the Common Stock is then quoted as reported by OTC Markets Group (based on a Trading Day from 9:30 a.m. (New York City time) to 4:02 p.m. (New York City time)) during the five trading days preceding the exercise, or (d) in all other cases, the fair market value of a share of Common Stock as determined by an independent appraiser selected in good faith by the Holder and reasonably acceptable to the Company, the fees and expenses of which shall be paid by the Company. View More

FMV. The fair market value of a Warrant Share as of a specified date (the "date of calculation"), calculated as follows: (i) If the Common Stock is traded on the New York Stock Exchange, NASDAQ, another stock exchange or comparable system, the fair market value of the Warrant Shares shall be deemed to be the average of the closing bid and asked prices of the Common Stock during the ten consecutive trading days immediately preceding, but not including, the calculation date as reported on the New York... Stock Exchange, NASDAQ or such other exchange or comparable system; and (ii) In all other cases, the fair market value shall be determined in good faith by the Board of Directors of the Company in consultation with a financial advisor. View More

FMV. The fair market value of any security (including shares of Common Stock) as of a specified date (the "date of calculation"), calculated as follows: (i) If the security is listed or admitted for trading on a national securities exchange, the average of the closing prices of such security for the ten (10) consecutive trading days immediately preceding, but not including, the date of calculation, as reported by Bloomberg; (ii) If the security is not listed or admitted for trading on any national... securities exchange, and if prices for such security are then quoted on the OTC Bulletin Board, the average of the highest closing bid and lowest closing asked prices during such ten trading day period, as reported by Bloomberg; or (iii) If not listed or admitted for trading on any national securities exchange and not then listed or quoted on the OTC Bulletin Board and if prices for such security are then reported in the Pink Sheets published by Pink Sheets LLC (or a similar organization or agency succeeding to its functions of reporting prices), the average of the highest closing bid and lowest closing asked prices during such ten trading day period, as reported by Bloomberg; or (iv) In all other cases, as determined in good faith by the Board of Directors of the Company, following the receipt of a written valuation by an independent bank selected by the Board of Directors. View More