1.16 Major Stockholder means (a) Flight Partners Management, LLC, (b) Anna-Maria and Stephen Kellen Foundation, Inc., (c) Neil E. Rasmussen 2007 Revocable Trust, (d) Neil E. Rasmussen 2010 Revocable Trust, (e) M3 Ventures Finch LLC, (f) Willett, (g) Avenir Finch Investors, LLC, (h) M3 Ventures Finch II LLC, (i) National Philanthropic Trust, (j) Crestovo Investor LLC, (k) RWP Investors LLC, (l) SymBiosis, (m) Trans-Pacific Technology Fund, L.P., (n) SIG Global US Fund I, LLLP, (o) OCV Fund I, L.P., (p) OMX, (q) MSD Value Investments, L.P. and MSD Credit Opportunity Master Fund, L.P., (r) Baupost, (s) any Stockholder that, individually or together with such Stockholders Affiliates, purchases from the Company at least $10,000,000 in Series C Preferred Stock or Series D Preferred Stock, and (t) any other Stockholder that, individually or together with such Stockholders Affiliates, holds at least 5% of the shares of Registrable Securities (as adjusted for any stock split, stock dividend, combination, or other recapitalization or reclassification effected after the date hereof).
1.17 New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.
1.18 OMX means OMX Ventures Fund I, LLC or its Affiliates.
1.19 Person means any individual, corporation, partnership, trust, limited liability company, association or other entity.
1.20 Preferred Stock means all shares of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, and any other class or series of preferred stock issued by the Company after the date of this Agreement.
1.21 Registrable Securities means (i) the Common Stock issuable or issued upon conversion of Preferred Stock, (ii) any Common Stock, or any Common Stock issued or issuable (directly or indirectly) upon conversion and/or exercise of any other securities of the Company, acquired by the Stockholders after the date hereof; (iii) the Stockholder Registrable Securities, provided, however, that such Stockholder Registrable Securities shall not be deemed Registrable Securities and the Stockholders shall not be deemed Stockholders for the purposes of Subsections 2.1, 2.10, 3.1, 3.2, 4.1 and 6.6; and (iv) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, the shares referenced in clauses (i) and (ii) above; excluding in all cases, however, any Registrable Securities sold by a Person in a transaction in which the applicable rights under this Agreement are not assigned pursuant to Subsection 6.1, and excluding for purposes of Section 2 any shares for which registration rights have terminated pursuant to Subsection 2.13 of this Agreement.
1.22 Registrable Securities then outstanding means the number of shares determined by adding the number of shares of outstanding Common Stock that are Registrable Securities and the number of shares of Common Stock issuable (directly or indirectly) pursuant to then exercisable and/or convertible securities that are Registrable Securities.
1.23 Restated Bylaws means the Companys Amended and Restated Bylaws, as amended from time to time.
1.24 Restated Certificate means the Companys Third Amended and Restated Certificate of Incorporation, as amended from time to time.
1.25 Restricted Securities means the securities of the Company required to be notated with the legend set forth in Subsection 2.12(b) hereof.
1.26 SEC means the Securities and Exchange Commission.