Excluded Stock

Excluded Stock. Has the meaning given to it in the Certificate of Designations.

Excluded Stock. Means (A) shares of Common Stock, and options therefor, issued or granted from time to time to employees, directors and officers of and consultants to the Company pursuant to agreements, plans or arrangements approved by the Board of Directors; (B) shares of 8% Series A Convertible Pay-in-Kind Preferred Stock or Common Stock issued upon conversion of shares of the 8% Series A Convertible Pay-in-Kind Preferred Stock; (C) shares of Common Stock issued by the Company for which an adjustment has... been made pursuant to Section 2; (D) shares of Common Stock issued upon exercise of warrants to purchase Common Stock pursuant to this Warrant; and (E) shares issued for the acquisition of property or securities of another entity. View More

Excluded Stock. Means (a) shares of Common Stock issuable by the Corporation upon conversion of shares of Series A-1 Preferred Stock or upon exercise of the Warrants, (b) up to 5,000,000 shares of Common Stock issued in connection with a bona fide acquisition by the Corporation of a Related Business by merger, asset purchase, stock purchase or any other reorganization; provided, that the Corporation is the surviving Person after such transaction, and (c) up to 6,000,000 shares of Common Stock (or options to... purchase such shares or any combination thereof) issued in fiscal 2008 and up to 4,000,000 shares of Common Stock (or options to purchase such shares or any combination thereof) issued in each fiscal year thereafter, in each case to eligible participants pursuant to a bona fide employee stock option plan or stock incentive plan approved by the Board. 2 View More

Excluded Stock. Shares of Common Stock issued or issuable by the Corporation (i) to employees, directors or consultants pursuant to any equity compensation plan approved by the Company's stockholders, including all existing equity plans for the benefit of employees, (ii) to bona fide leasing companies, strategic partners, or major lenders, (iii) as the purchase price in a bona fide acquisition or merger (including reasonable fees paid in connection therewith) or (iv) upon issuance upon conversion or exercise... of the Purchased Warrants or other Convertible Securities outstanding on the date hereof. View More

Excluded Stock. Means shares of Common Stock (A) sold in connection with the Qualified IPO, (B) issued pursuant to the granting or exercise of employee or sales representative stock options or other stock incentives pursuant to the Incentive Plans (as defined in the Securities Purchase Agreement) or the issuance of stock pursuant to the Company's employee or sales representatives stock purchase plan, in each case in the ordinary course of equity compensation awards, (C) issued as full or partial consideration... for a Business Combination, (D) issued by the Company as a stock dividend payable in shares of Common Stock, or upon any subdivision or split-up of the outstanding shares of Capital Stock in each case which is subject to Section 13(B), (E) to be issued to employees, consultants, agents and advisors of the Company in transactions approved by the Board, (F) shares of Common Stock issued upon conversion of the Non-Voting Common Stock and (G) shares of Common Stock issued or sold to the holder of this Warrant or any affiliate thereof. View More

Excluded Stock. Means the issuance of (a) shares of Common Stock or options to employees, consultants, officers or directors of the Company pursuant to (i) any stock or option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose or (ii) employment agreements with Company employees, (b) securities upon the exercise or exchange of or conversion of Convertible... Securities outstanding as of the date of this Note, provided that such securities are not amended subsequent to the date of this Note to increase the number of such securities or to decrease the exercise, exchange or conversion price of any such securities, (c) securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors, provided any such issuance shall only be to a Person which is, itself or through its subsidiaries, an operating company in, or an individual that operates, a business synergistic with the business of the Company and in which the Company receives benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital or to an entity whose primary business is investing in securities, (d) up to a maximum of 5,000,000 shares of Common Stock or Common Stock equivalents in any rolling 12 month period issued to consultants, vendors, financial institutions or lessors in connection with services provided by such Persons referred to in this clause (d), but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital or to an entity whose primary business is investing in securities, and provided that none of such shares may be registered for sale or resale by any of such holders; (e) securities issued as dividends payable upon any shares of Company Preferred Stock issued and outstanding as of the Original Issue Date; (f) securities issued pursuant to the terms of any of the Transaction Documents and (g) securities issued in connection with any stock split, stock dividend or recapitalization of the Common Stock. View More

Excluded Stock. Means the issuance of (i) Common Stock upon the conversion of any Convertible Securities or Options outstanding as of the Closing Date, pursuant to the terms of such Convertible Securities or Options, as applicable, as of the Closing Date, (ii) Common Stock as a dividend on the Common Stock distributed pro rata to the holders thereof, (iii) Options (and the issuance of Common Stock upon exercise thereof) or restricted stock or restricted stock units of the Company to employees, officers,... directors or consultants of the Company pursuant to a stock option plan, restricted stock agreement or other incentive stock plan or pursuant to any equity incentive plan or employee benefit plan, in each case as in effect on the Closing Date, (iv) Options (and the issuance of Common Stock upon exercise thereof) or restricted stock or restricted stock units of the Company to employees, officers, directors or consultants of the Company pursuant to a stock option plan, restricted stock agreement or other incentive stock plan or pursuant to any equity incentive plan or employee benefit plan, in each case, if not in effect on the Closing Date, as approved by the Company's Board of Directors, in an aggregate amount not to exceed six percent (6%) of the outstanding Common Stock on a fully diluted basis in any 12 month period, and (v) the Warrant Shares. View More

Excluded Stock. Means (A) shares of Common Stock issued by the Company as a stock dividend payable in shares of Common Stock, or upon any subdivision, reclassification or split-up of the outstanding shares of Capital Stock, in each case which is subject to Section 13(B), or upon conversion of shares of Capital Stock (but not the issuance of such Capital Stock which will be subject to the provisions of Section 13(A)); (B) shares of Common Stock or other securities that are convertible into or exchangeable or... exercisable for Common Stock issued pursuant to the granting or exercise of employee stock options, restricted stock or other stock incentives or awards pursuant to the Company's stock incentive plans approved by the Board or the issuance of stock pursuant to the Company's employee stock purchase plan approved by the Board or similar plan where stock is being issued or offered to a trust, other entity or otherwise, for the benefit of any employees, officers or directors of the Company, in each case in the ordinary course of providing incentive compensation; (C) shares of Common Stock, Series B Preferred Stock or Non-Voting Common Stock, as applicable, issued upon the conversion of shares of Series A Preferred Stock, Series B Preferred Stock, or Non-Voting Common Stock or upon the exercise of the Warrants; (D) shares of Common Stock issued upon exercise of warrants outstanding as of the date of the Investment Agreement; (E) shares of Common Stock, Series A Preferred Stock, Series B Preferred Stock, Non-Voting Common Stock or other securities that are convertible into or exchangeable or exercisable for Common Stock, Series A Preferred Stock, Series B Preferred Stock, or Non-Voting Common Stock, issued as full or partial consideration for a merger, acquisition, joint venture, strategic alliance, license agreement or other similar nonfinancing transaction; or (F) the Warrants issued pursuant to the Warrant Agreements and the shares of Series A Preferred Stock issued pursuant to the Investment Agreement. View More

Excluded Stock. The meaning set forth in the Stockholders Agreement.

Excluded Stock. (i) shares of Common Stock issued upon conversion of the Notes; (ii) shares of Common Stock issued by the Company in transactions that are described in Section 2.1(a) hereof; (iii) any shares of Common Stock or warrants issued by the Company in connection with the Binding Letter of Intent (as defined in the Securities Purchase Agreement); (iv) all options, warrants, and any other type of securities and any securities to be issued upon exercise or conversion thereof issued by the Company and... outstanding as of the date hereof; and (v) shares of Common Stock issued upon exercise of this Warrant. View More