definiens: means, as of any date, the value of Common Stock determined as follows : ( i ) if the Common Stock is listed on any established stock exchange or a national market system including without limitation the National Market of the National Association of Securities Dealers, Inc. Automated Quotation ( ) System, its Fair Market Value shall be the average closing sales price for such stock ( or the closing bid, if no sales were reported ) as quoted on such system or exchange for twenty ( 20 ) consecutive trading days ending ( 3 ) trading days before the date of such computation, as reported in The Wall Street Journal ; ( ii ) if the Common Stock is quoted on the Nasdaq System ( but not on the National Market thereof ) or regularly quoted by a recognized securities dealer but selling prices are not reported, its Fair Market Value shall be the average mean between the high bid and low asked prices for the Common Stock for twenty ( 20 ) consecutive trading days ending ( 3 ) trading days before the date of such determination ; or ( iii ) in the absence of an established market for the -11 -Common Stock, the Fair Market Value thereof shall be the amount mutually agreed to by the parties in good faith but in no event higher than the valuation per preferred share set in the Licensee 's last round of venture financing