Appraiser. If Newco and SSI are unable to reach agreement within a reasonable period of time with respect to (i) the fair market value of unlisted securities (the "MARKET PRICE"); or (ii) the per share amounts paid for Dilutive Securities or Exchangeable Securities issued for consideration other than cash, such Market Price or per share amounts paid, as the case may be, shall be determined by an appraiser jointly selected by Newco and SSI. The determination of such appraiser shall be final and binding on Newco and SSI. The fees and expenses of such appraiser shall be paid by Newco, provided that such fees and expenses shall be paid by SSI in the event that the appraiser's determination of the Market Price or the per share amounts paid, as the case may be, is higher than, or no more than 5% lower than, the last amount previously offered by Newco.
Appears in 7 contracts
Samples: Form of Stockholder Agreement (Seagate Software Inc), Stockholder Agreement (Seagate Technology Inc), Stockholder Agreement (Veritas Holding Corp)
