Securities

Securities. Means the Initial Shares, Options, the Initial Warrants, the Adjustment Warrants, the Warrant Shares, the Adjustment Shares, the Option Shares, the Option Warrants and the Option Warrant Shares.

Securities. Means the Note, the Preferred Shares and the Additional Preferred Shares acquired by each Purchaser hereunder, as well as the Common Stock issuable upon conversion of such Preferred Shares and Additional Preferred Shares.

Securities. Means, at the sole election of the Registered Holder, either: (i) (a) ________ fully paid and nonassessable shares of the Company's common stock, par value $.01 per share (the "COMMON STOCK"), or any other equity securities that may be issued in addition thereto or in substitution therefor as provided herein, and (b) a warrant in the form attached hereto as Exhibit 1, initially exercisable for _______ shares of Common Stock (the "WARRANT"), with an exercise price of $7.975... per share, or (ii) (a) if a Subsequent Financing (as hereinafter defined) occurs during the term hereof but prior to the occurrence of any other Subsequent Event (as hereinafter defined), subject to the final paragraph of this definition of "Securities", the type of securities issued to the investor(s) in such Subsequent Financing (with the number and amount of such securities issuable upon exercise of this Equity Rights Certificate bearing the same ratio to $__________ [SUCH INVESTOR'S APPLICABLE PORTION OF THE $10 MILLION PURCHASE PRICE] (the "Purchase Price") as the number and amount of such securities issued to the investor(s) in the Subsequent Financing bears to the total purchase price for such securities paid by such investor(s) in such Subsequent Financing), (b) if a Sale Transaction occurs during the Exercise Period but prior to the occurrence of any other Subsequent Event, subject to the final paragraph of this definition of "Securities", (x) the number of shares of Common Stock equal to the quotient of the Purchase Price divided by 75% of the per share price for the Common Stock in such Sale Transaction and (y) the Warrant, with an Exercise Price equal to 75% of the per share price for the Common Stock in the Sale Transaction, (c) if a Going Private Transaction occurs during the Exercise Period but prior to the occurrence of any other Subsequent Event, subject to the final paragraph of this definition of "Securities", (x) the number of shares of Common Stock equal to the quotient of the Purchase Price divided by 75% of the lowest per share price paid to the public holders of Common Stock in the Going Private Transaction and (y) the Warrant, with an exercise price per share equal to 75% of the lowest per share price paid to the public holders of Common Stock in the Going Private Transaction, or (d) if June 30, 2001 occurs and no other Subsequent Event has occurred, (x) the number of shares of Common Stock equal to the quotient of the Purchase Price divided by the June 30, 2001 Value (as hereinafter defined) and (y) the Warrant, with an exercise price per share equal to the June 30, 2001 Value. 2 3 For the purposes above, (i) if the applicable per share price of the Common Stock in connection with any Sale Transaction or Going-Private Transaction is paid in any form other than cash, then the applicable per share price of the Common Stock will be as agreed to by the Company and the Registered Holder, or if such parties cannot agree, as determined by an independent third party valuation firm mutually acceptable to the parties and (ii) in the context of a Sale Transaction involving the sale or other transfer of substantially all of the assets of the Company, the per share price for the Common Stock in such transaction will be deemed to be equal to the net proceeds of such transaction to the Company available for distribution to stockholders divided by the number of shares of Common Stock outstanding on a fully-diluted basis. If, as a result of the operation of clause (ii)(a), (ii)(b) or (ii)(c) above, as applicable, the Registered Holder would receive securities in an amount that would require approval by the Company's stockholders pursuant to the rules of the Nasdaq stock market, then the securities to be received by the Registered Holder pursuant to such applicable clause shall consist of (x) securities provided for in such applicable clause, up to the maximum amount of such securities that may be received by the Registered Holder without triggering such stockholder approval requirement (with the securities that would have been received by the Registered Holder if not for the operation of this clause (x) and that, as a result of the operation of this clause (x), are not received by the Registered Holder, being referred to herein as the "Excluded Securities") plus (y) shares of a new series of preferred stock (the "New Preferred Stock") of the Company with an aggregate value at least equal to the value of the Excluded Securities and with other terms reasonably satisfactory to the Registered Holder and the Company. Such New Preferred Stock will (A) resemble shares of Common Stock as closely as is possible without triggering any such stockholder approval requirement, (B) participate with the Common Stock with respect to dividends and upon liquidation, (C) not have voting rights (except as otherwise required by law) and, (D) be convertible into shares of Common Stock on a one-for-one basis (subject to appropriate adjustments for stock splits, stock dividends and the like) in the event (but only in the event) that any necessary stockholder approval for such conversion is obtained. The number of shares of New Preferred Stock to be issued to the Registered Holder pursuant to the immediately preceding sentence will be equal to the number of shares of Common Stock that the Excluded Securities would have represented (on a fully-converted or fully-exercised basis, as applicable). View More

Securities. Shall mean Thirty Thousand (30,000) shares of common stock of the Corporation subject to adjustment pursuant to Section 8 hereof.

Securities. Means (i) the Series B Preferred Stock, (ii) the Conversion Shares, and (iii) the New Warrants, collectively.

Securities. Common Shares or shares of capital stock or other securities directly or indirectly exercisable for, or convertible into, Common Shares; provided, however, that Securities shall not include any securities which have been sold to the public pursuant to a registration statement declared effective by the Commission or, after a Public Offering, pursuant to Rule 144. 2

Securities. Mean the Promissory Note and the Shares. ----------

Securities. Means Original Securities and Exchange Securities.

Securities. Any equity securities of the Company, including Common Stock and preferred stock that is convertible to Common Stock, and any other securities of the Company convertible, exchangeable or exercisable for or into equity securities.

Securities. Means the Recap Shares, the Watson Warrant, the 1998 Debentures, 1999 Debentures, 1998 Warrants held by Galen, the 1999 Warrants held by Galen, the Bridge Loan Warrants, the 2002 Debentures, the 2004 Debentures, the Series A Shares, the Series B Shares, and the Series C Shares.