QIPO

QIPO. Means a firmly underwritten public offering of the Company's Common Stock registered under the Securities Act with gross proceeds to the Company of not less than $20,000,000, at a price per share not less than $10.8486 (as adjusted for stock splits, dividends, recapitalizations and the like effected with respect to Common Stock after the date hereof) and after giving effect to which the Company's Common Stock is listed on a U.S. national securities exchange. 3

QIPO. Means an IPO which results in the conversion of all shares of Preferred Stock into Common Stock pursuant to Section 5.1(a) of Article VI of the Certificate of Incorporation.

QIPO. Has the meaning assigned to a "Qualified Public Offering" in the Company's Amended and Restated Certificate of Incorporation.