Disputes; Miscellaneous. In the event of a dispute as to the determination of the arithmetic calculation of any Redemption Price, such dispute shall be resolved pursuant to Section 2(c)(iii) above with the term "Redemption Price" being substituted for the term "Conversion Rate". A Holder's delivery of a Void Optional Redemption Notice and exercise of its rights following such notice shall not affect the Company's obligations to make any payments which have accrued prior to the date of such notice. In the event of a redemption pursuant to this Certificate of Designations of less than all of the Preferred Shares represented by a particular Preferred Stock Certificate, the Company shall promptly cause to be issued and delivered to the Holder of such Preferred Shares a Preferred Stock Certificate representing the remaining Preferred Shares which have not been redeemed, if necessary.
Disputes; Miscellaneous. In the event of a bona fide dispute as to the determination of the arithmetic calculation of the Redemption Price, the Company shall transmit an explanation of the disputed arithmetic calculations to the Holder via electronic delivery within two (2) Trading Days of receipt of
Disputes; Miscellaneous. In the event of a dispute as to any determination or calculation described in this Agreement, the applicable Holders and the Company shall use their best efforts to resolve such dispute within three (3) Business Days. If such Holders and the Company are unable to resolve such dispute within three (3) Business Days, then the Company shall within two (2) Business Days submit each of their calculations to an independent, reputable accounting firm selected by such Holders and consented to by the Company (such consent not to be unreasonably withheld). The Company shall use its reasonable best efforts to cause the accountant to perform the determinations or calculations and notify the Company and the Holders of the results no later than the fifth (5th) Business Day after the date it receives the disputed determinations or calculations. Such accountant's determination or calculation shall be binding upon such parties absent manifest error. The Company shall be liable for all costs and expenses related to such determination or calculation if (A) the absolute value of the difference between (1) the accountant's determination or calculation and (2) the Company's determination or calculation is equal to or greater than (B) the absolute value of the difference between (1) the accountant's determination or calculation and (2) the applicable Holder's determination or calculation; otherwise, such costs and expenses shall be paid by such Holder.
Disputes; Miscellaneous. In the event of a bona fide dispute as to the determination of the arithmetic calculation of the Redemption Price, the Company shall transmit an explanation of the disputed arithmetic calculations to the Holder via facsimile within two (2) Trading Days of receipt of Notice of Redemption Upon Change of Control or Notice of Triggering Event or other date of determination, as the case may be. If the Holder and the Company are unable to agree upon the arithmetic calculation of the Redemption Price within one (1) Trading Day of such disputed arithmetic calculation being transmitted to the Holder, then the Company shall promptly (and in any event within two (2) Trading Days) submit via facsimile the disputed arithmetic calculation of the Redemption Price to the Company’s independent, outside accountants. The Company shall direct the accountants to perform the calculations and notify the Company and the Holder of the results no later than two (2) Trading Days from the time it receives the disputed calculations. Such accountant’s calculation shall be binding upon all parties absent demonstrable error. The costs and expenses of the accountant engaged pursuant to this Section 5(h) shall be borne equally by the Company and the Holder. In the event of a redemption pursuant to this Section 5 of less than all of the Principal, the Company shall promptly cause to be issued and delivered to the Holder a replacement note representing the remaining Principal that has not been redeemed, if required pursuant to Section 5(g).
Disputes; Miscellaneous. In the event of a dispute as to the determination of the Closing Bid Price or the arithmetic calculation of the Redemption Price, such dispute shall be resolved pursuant to Section 2(d)(iii) above with the term "Closing Bid Price" being substituted for the term "Market Price" and the term "Redemption Price" being substituted for the term "Conversion Rate". The Holder's delivery of a Void Optional Redemption Notice and exercise of its rights following such notice shall not effect the Company's obligations to make any payments which have accrued prior to the date of such notice. In the event of a redemption pursuant to this Section 3 of less than all of the Conversion Amount of this Note, the Company shall promptly cause to be issued and delivered to the Holder a new Note representing the remaining Conversion Amount which has not been redeemed.
Disputes; Miscellaneous. In the event of a bona fide dispute as to the determination of the arithmetic calculation of the Redemption Price, such dispute will be resolved pursuant to Section 3(c)(iii) with the term “Redemption Price” being substituted for the term “Conversion Rate.” A holder’s delivery of a notice to void its Notice of Redemption at Option of Holder and exercise of its rights following such notice will not affect the Issuer’s obligations to make any payments that have accrued prior to the date of such notice (other than the payment of the Redemption Price in respect of the redemption so voided). In the event of a redemption pursuant to this Section 6 of less than all of the Principal, the Issuer will promptly cause to be issued and delivered to the Holder a Note representing the remaining Principal that has not been redeemed, if necessary.
Disputes; Miscellaneous. In the event of a dispute as to the determination of the arithmetic calculation of the Redemption Price, such dispute shall be resolved pursuant to Paragraph 4(d)(iii) above with the term “Redemption Price” being substituted for the term “Conversion Rate.” A Holder’s delivery of a Void Optional Redemption Notice and exercise of its rights following such notice shall not effect the Company’s obligations to make any payments which have accrued prior to the date of such notice. In the event of a redemption pursuant to this Paragraph 5 of less than all of the shares of Series C Preferred Stock represented by a particular Certificate, the Company shall promptly cause to be issued and delivered to the Holder of such shares of Series C Preferred Stock a Certificate representing the remaining shares of Series C Preferred Stock which have not been redeemed, if necessary.
Disputes; Miscellaneous. In the event of a dispute as to the determination of the arithmetic calculation of the Call Redemption Price, such dispute shall be resolved pursuant to Section 2(d)(iii) above with the term “Call Redemption Price” being substituted for the term “Conversion Rate”.
Disputes; Miscellaneous. In the event of a dispute as to the determination of the arithmetic calculation of the Redemption Price, such dispute shall be resolved in the same manner described in Section 2(d)(iii) above with the term "Redemption Price" being substituted for the term "Conversion Rate." The holder's delivery of a Void Optional Redemption Notice and exercise of its rights following such notice shall not affect the Company's obligations to make any payments which have accrued prior to the date of such notice. In the event of a redemption pursuant to this Section 3 of less than all of the Conversion Amount of this Note, the Company shall promptly cause to be issued and delivered to the holder a new Note representing the remaining Conversion Amount which has not been redeemed, if necessary.
Disputes; Miscellaneous. In the event of a dispute as to the determination of the Closing Bid Price, the Closing Sale Price or the arithmetic calculation of the Redemption Price, such dispute shall be resolved pursuant to Section 2(e)(iii) above with the term "Closing Bid Price" and/or "Closing Sale Price", as the case may be, being substituted for the term "Conversion Rate" and the term "Redemption Price" being substituted for the term "Conversion Rate". A Holder's delivery of a Void Optional Redemption Notice and exercise of its rights following such notice shall not effect the Company's obligations to make any payments which have accrued prior to the date of such notice. Payments provided for in this Section 3 shall have priority to payments to other stockholders in connection with a Major Transaction. In the event of a redemption pursuant to this Section 3 of less than all of the Preferred Shares represented by a particular Preferred Stock Certificate, the Company shall promptly cause to be issued and delivered to the Holder of such Preferred Shares a preferred stock certificate representing the remaining Preferred Shares which have not been redeemed.
