Common use of CERTAIN DETERMINATIONS OF MARKET VALUE Clause in Contracts

CERTAIN DETERMINATIONS OF MARKET VALUE. The calculation of the Market Value, as required herein, shall be calculated in accordance with this Section 2.2. In the event that Market Value is to be determined pursuant to the terms hereof and there is not an established trading market for shares of Common Stock, or more than 50% of the outstanding shares of Common Stock are held beneficially or of record by persons, each of whom owns (individually or together with members of any group of which such persons are members) 5% or more of the outstanding shares of Common Stock, then Home may elect to have an investment banking firm mutually agreeable to CU and Home determine (i) whether, in the opinion of such investment banking firm, as a result of the absence of an established trading market or the concentration of stock holdings, Market Value (determined in accordance with the provisions of the definition of Market Value in Article VI) does not accurately reflect the fair market value of a block of 1,000 shares of Common Stock on the date as of which Market Value is to be determined, and (ii) if such investment banking firm determines that Market Value (as so determined) does not accurately reflect such fair market value, such investment banking firm shall make determination of the fair market value of a share of Common Stock on the date as of which Market Value is to be determined, based on whatever factors it deems relevant, as soon as possible and shall promptly give written notice to Home and CU of its determination. The fees of such investment banking firm in connection with such determination shall be paid by Home. Such determination shall be final and binding on the parties hereto and the fair market value so determined shall, if higher than the Market Value that would otherwise apply, be the Market Value of a share of Common Stock. In the event such determination is not transmitted to Home and CU prior to the scheduled closing date with respect to any repurchase of Warrants or Common Stock, the scheduled closing of such transaction shall not be postponed, and CU shall make such payments on the closing date as are required based on the Market Value of a share of Common Stock determined as if Home had not made an election under this Section 2.4. Within three Business Days after such investment banking firm's determination is made and conveyed to Home and CU in writing, CU shall make a payment to Home, or Home shall make a payment to CU, as the case may be, equal to the difference between the amount paid on the closing date and the amount that would have been so payable had such amount been determined on the basis of such investment banking firm's determination of the Market Value of a share of Common Stock.

CERTAIN DETERMINATIONS OF MARKET VALUE. The calculation of the Market Value, as required herein, shall be calculated in accordance with this Section 2.2. section 2.2 In the event that Market Value is to be determined pursuant to the terms hereof and there is not an established trading market for shares of Common Stock, or more than 50% of the outstanding shares of Common Stock are held beneficially or of record by persons, each of whom owns (individually or together with members of any group of which such persons are members) 5% or more of the outstanding shares of Common Stock, then Home CU may elect to have an investment banking firm mutually agreeable to Home and CU and Home determine (i) whether, in the opinion of such investment banking firm, as a result of the absence of an established trading market or the concentration of stock holdings, Market Value (determined in accordance with the provisions of the definition of Market Value in Article VI) does not accurately reflect the fair market value of a block of 1,000 shares of Common Stock on the date as of which Market Value is to be determined, and (ii) if such investment banking firm determines that Market Value (as so determined) does not accurately reflect such fair market value, such investment banking firm shall make determination of the fair market value of a share of Common Stock on the date as of which Market Value is to be determined, based on whatever factors it deems relevant, as soon as possible and shall promptly give written notice to CU and Home and CU of its determination. The fees of such investment banking firm in connection with such determination shall be paid by HomeCU. Such determination shall be final and binding on the parties hereto and the fair market value so determined shall, if higher than the Market Value that would otherwise apply, be the Market Value of a share of Common Stock. In the event such determination is not transmitted to CU and Home and CU prior to the scheduled closing date with respect to any repurchase of Warrants or Common Stock, the scheduled closing of such transaction shall not be postponed, and CU Home shall make such payments on the closing date as are required based on the Market Value of a share of Common Stock determined as if Home CU had not made an election under this Section 2.4. Within three Business Days after such investment banking firm's determination is made and conveyed to CU and Home and CU in writing, Home shall make a payment to CU, or CU shall make a payment to Home, or Home shall make a payment to CU, as the case may be, equal to the difference between the amount paid on the closing date and the amount that would have been so payable had such amount been determined on the basis of such investment banking firm's determination of the Market Value of a share of Common Stock.

CERTAIN DETERMINATIONS OF MARKET VALUE. The calculation of the Market Value, as required herein, shall be calculated in accordance with this Section 2.2. In the event that Market Value is to be determined pursuant to the terms hereof and there is not an established trading market for shares of Common Stock, or more than 50% of the outstanding shares of Common Stock are held beneficially or of record by persons, each of whom owns (individually or together with members of any group of which such persons are members) 5% or more of the outstanding shares of Common Stock, then Home PCBG may elect to have an investment banking firm mutually agreeable to CU BOH and Home PCBG determine (i) whether, in the opinion of such investment banking firm, as a result of the absence of an established trading market or the concentration of stock holdings, Market Value (determined in accordance with the provisions of the definition of Market Value in Article VI) does not accurately reflect the fair market value of a block of 1,000 shares of Common Stock on the date as of which Market Value is to be determined, and (ii) if such investment banking firm determines that Market Value (as so determined) does not accurately reflect such fair market value, such investment banking firm shall make determination of the fair market value of a share of Common Stock on the date as of which Market Value is to be determined, based on whatever factors it deems relevant, as soon as possible and shall promptly give written notice to Home PCBG and CU BOH of its determination. The fees of such investment banking firm in connection with such determination shall be paid by HomePCBG. Such determination shall be final and binding on the parties hereto and the fair market value so determined shall, if higher than the Market Value that would otherwise apply, be the Market Value of a share of Common Stock. In the event such determination is not transmitted to Home PCBG and CU BOH prior to the scheduled closing date with respect to any repurchase of Warrants or Common Stock, the scheduled closing of such transaction shall not be postponed, and CU BOH shall make such payments on the closing date as are required based on the Market Value of a share of Common Stock determined as if Home PCBG had not made an election under this Section 2.4. Within three Business Days after such investment banking firm's determination is made and conveyed to Home PCBG and CU BOH in writing, CU BOH shall make a payment to HomePCBG, or Home PCBG shall make a payment to CUBOH, as the case may be, equal to the difference between the amount paid on the closing date and the amount that would have been so payable had such amount been determined on the basis of such investment banking firm's determination of the Market Value of a share of Common Stock.