Common use of Challenge to Good Faith Determination Clause in Contracts

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Section 4, such determination may be challenged in good faith by the Holder, and if, upon the expiration of 20 Business Days, the Holder and the Company fail to agree as to such fair value, after reasonable, good faith negotiation, any dispute shall be resolved by an investment banking firm selected by the Company and reasonably acceptable to such Holder (or, if more than one Warrant is outstanding, to holders of a majority of Warrant Stock issuable upon exercise of the Warrants). The Company shall bear 80%, and the Holder shall bear 20%, of the cost of such firm.

Challenge to Good Faith Determination. Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Section 4, such determination may be challenged in good faith by the Holder, and if, upon the expiration of 20 Business Days, the Holder and the Company fail to agree as to such fair value, after reasonable, good faith negotiation, any dispute shall be resolved by an investment banking firm selected by the Company and reasonably acceptable to such Holder (or, if more than one Warrant is outstanding, to holders of a majority of Warrant Stock issuable upon exercise of the Warrants). The Company shall bear 80%, and the Holder shall bear 20%, of the cost of such firm.