definiens: shall mean any capit al stock of the Licensee, whether now authorized or not, and rights, options or warrants to purchase capital stock, and securities of any ty pe whatsoever that are, or may become, convertible int o capital stock ; provided that the term does not include : ( i ) any stock or othe r securities to be issued to [COMPANY] under this Agreement ; ( ii ) securities issuable upon conversion of or with respect to any stock issued to BioStrat um hereunder ; ( iii ) subject to [COMPANY] ’s right to r eceive additional BST shares pursuant to Section 6 . 1 and Licensee ’s compliance therewith, capital stock, opt ions, warrants or other securities issued prior to the closing of the Qualified Series A Financing ; ( iv ) s hares issued by Licensee in connection with the acquisition of another company, provided that such transaction is approved by the Licensee ’s Board of Directors ; ( v ) shares issued to financial lending i nstitutions pursuant to equipment financing arrangements, provided that such equipment financin g arrangement is approved by the Licensee ’s Board of Directors ; ( vi ) up to one million ( 1,000,000 ) sh ares of Licensee Common Stock issued pursuant to th e exercise of options or purchase rights properly gra nted under the Licensee ’s 2005 Stock Option Plan ( t he ) adopted February 1, 2005 ; ( vii ) secu rities issued pursuant to any stock dividend, stock split, combination or other reclassification by the Licensee of any of its capital stock ; or ( viii ) se curities issued upon the conversion or exercise of any other security ( including, for purposes of clarification, any convertible promissory notes ) so long as such other security was ( A ) outstanding on the Effective Date, ( B ) issuable under any license agreement between th e Licensee and any other corporation, 10 individual or entity in effect as of the Effective Date, ( C ) a New Security or ( D ) excluded from the definition of New Security pursuant to any of the f oregoing