definiens: means ( a ) in the event [COMPANY] ’ common stock is listed on a national exchange ortrading system, the value of the issued shares of [COMPANY] ’ common stock using published market data of theshare price for [COMPANY] ’ common stock at 3CONFIDENTIAL TREATMENT REQUESTEDCONFIDENTIAL the close of market on the business day immediately preceding the date of public announcement of attainment of themilestone event in question or ( b ) in the event [COMPANY] ’ common stock is not listed on a national exchange ortrading system, the value determined in good faith by [COMPANY] ’ board of directors at the time of attainment of themilestone event in question based on an independent 409(a ) valuation of [COMPANY] ’ common stock performed by avaluation firm of regionally recognized standing or [COMPANY] ’ auditors . [COMPANY] shall have the right to review theindependent 409(a ) valuation prior to final determination