definiens: means ( i ) the Common Stock issuable or issued upon conversion of the Preferred Stock ( including Common Stock or Preferre d Stock issuable to holders of LLC Capital Units pursuant to the application of Section 12.3 hereof ) ; ( ii ) any Common Stock, or any Common Stock issued or issuable ( directly or indirectly ) upon conversion, exchange and/or exercise of any other securities o f the Companies, acquired by the Investors after the date hereof ( including pursuant to Section 12.3 hereof ) ; ( iii ) the Key Holder Registrable Securities, provided, however, that such Key Holder Registrable Securities shall not be deemed Registrable Securi ties and the Key Holders shall not be deemed Holders for the purposes of Sections 2.1, 2.10, 3.1, 3.2, 4.1 and 14.6 ; 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 Section 14, and excluding for purposes of Section 2 any shares for which registration rights have terminated pursuant to Section 2.12 of this Agreement