Excluded Units. Means any Units or other equity interests of the Company, whether now authorized or not, and rights, options or warrants to purchase equity interests, and securities of any type whatsoever that are, or may become, convertible into or exchangeable for equity interest (such rights, options, warrants and convertible or exchangeable securities are referred to herein as "Convertible Securities"), issued: (i) to employees of the Company or the Management Company (excluding Stephen J. Cloobeck)
... pursuant to any unit option plan or other equity incentive plan adopted by the Board, in an aggregate amount (together with all previous issuances to employees, other than Stephen J. Cloobeck) not to exceed 10% of the Common Units, determined on a fully-diluted basis, (ii) upon exercise, conversion or exchange of any Convertible Securities pursuant to their terms, (iii) in connection with any acquisition by the Company of any shares of capital stock or assets of any Person, or any merger or consolidation involving the Company or any Subsidiary of the Company, (iv) pursuant to a Public Offering, (v) in connection with a stock split or other subdivision of, or as a dividend or other distribution with respect to, the Company's Units or other equity interests, (vi) in connection with strategic alliances, joint ventures, third party credit arrangements or other partnering arrangements on behalf of the Company authorized by the Board, including the members of the Board appointed by the Guggenheim Member (as defined in the LLC Agreement), or (vii) pursuant to (A) that certain Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Wellington Purchasers, or (B) the Redemption Agreement.
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