If the consideration proposed to be paid for the Transfer Stock is in property, services or other non-cash consideration, the fair market value of the consideration shall be as determined in good faith by the Company’s Board of Directors and as set forth in the Company Notice. If the Company or any Purchaser cannot for any reason pay for the Transfer Stock in the same form of non-cash consideration, the Company or such Purchaser may pay the cash value equivalent thereof, as determined in good faith by the Board of Directors and as set forth in the Company Notice. The closing of the purchase of Transfer Stock by the Company and the Purchasers shall take place, and all payments from the Company and the Purchasers shall have been delivered to the selling Transferring Purchaser, by the later of (i) the date specified in the Proposed Transfer Notice as the intended date of the Proposed Purchaser Transfer and (ii) forty-five (45) days after delivery of the Proposed Transfer Notice.