FullyDiluted Basis

FullyDiluted Basis. Shall mean, as applied to the calculation of the number of shares of Common Stock outstanding at any time, after giving effect to (a) all shares of Common Stock outstanding at the time of determination; (b) all shares of Common Stock issuable upon the exercise of any option, warrant (including the New Warrants and the Existing Warrants) or similar right to purchase Common Stock outstanding at the time of determination; and (c) all shares of Common Stock issuable upon the conversion or exchange... of any security convertible into or exchangeable for shares of Common Stock (including this Note). Such calculation will not be made in accordance with the "treasury method." View More

FullyDiluted Basis. Means, at the relevant time of determination, the number of shares of Common Stock assuming the conversion or exchange of all outstanding convertible or exchangeable securities (including the conversion of the Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series C-1 Preferred Stock into Common Stock) and the exercise of all then outstanding warrants, options or other rights to subscribe for or purchase any shares of Common Stock.

FullyDiluted Basis. Means on a fully-diluted basis in accordance with the terms of this Agreement but without taking into account Excluded Shares (as defined in the Warrant).

FullyDiluted Basis. Means assuming the exercise of all Share Equivalents (except unvested Share Equivalents that are subject to vesting and Share Equivalents that are not then exercisable). A determination under this Agreement (including regarding the number of any securities held or outstanding) shall be made on a Fully-Diluted Basis if (and only if) this Agreement expressly states that it shall be so made.

FullyDiluted Basis. Means without duplication, (i) all shares of Common Stock outstanding at the time of determination plus (ii) all shares of Common Stock issuable directly or indirectly upon the conversion of all outstanding convertible securities and the exercise and exchange of all outstanding options, warrants and similar rights, regardless of whether or not such convertible securities, rights, options, warrants or similar rights are then convertible, exercisable or exchangeable (and, for avoidance of doubt,... assuming that all vesting or other conditions to conversion, exercise or exchange are satisfied in full). View More