definiens: of an equity security means ( i ) if the equity sec urity is traded on a National Exchange, then Fair Market Value shall equ al the average closing sale price of a share of suc h equity security as reported on the National Exchange for t he five ( 5 ) trading days immediately preceding, and the five ( 5 ) trading days including and following, the date payment is received for such security from the Subl icensee ; ( ii ) if the equity 7 Execution Copy security is not traded on a National Exchange, then Fair Market Value shall be determined on the basis of the common stock equivalents of such equity security, a nd shall equal the effective gross price per share of a common stock equivalent of [COMPANY] ( subject to appropriate adjustments for stock splits, stock div idends, recapitalizations, reorganizations and combinations ) in the last sale of equity securities by Oncothyr eon to Third Parties other than the Sublicensee ( but including s ales to such other Third Parties made at the same t ime as the sale to the Sublicensee ) within the preceding six ( 6 ) months . If no shares have been issued as provide d in subsection ( ii ), the board of directors of Oncothyr eon shall determine the Fair Market Value in good f aith, provided that [COMPANY] shall have the right to request a determination by an independent expert selected by mutual agreement of the Parties