definiens: . ( iii ) For the purposes of this Section 2.1(c ), ( A ) shall mean the average of the daily Market Price for each BusinessDay on the twenty ( 20 ) consecutive Business Days the last day of which shall bethe fifth Business Day prior to the Effective Time, divided by the CreativeExchange Ratio, ( B ) shall meanthe product of the Reprogenesis Exchange Ratio and the aggregate number ofshares of Reprogenesis Common Stock, Reprogenesis Series A Stock andReprogenesis Series B Stock either issued and outstanding or subject tooutstanding options or warrants to purchase immediately prior to the EffectiveTime ( other than any Reprogenesis Common Stock, Reprogenesis Series A Stock andReprogenesis Series B Stock to be canceled pursuant to Section 2.2 ), ( C ) at any date shall be deemed to be the last reported sale price ofCreative Common Stock, or, in case no such reported sale takes place on suchday, the average of the bid and asked prices, in either case as officiallyreported by the Nasdaq National Market, or, if the Nasdaq National Market is nolonger reporting such information, as reasonably determined in good faith byresolution of the Board of Directors of Reprogenesis, and ( D ) shall mean the product of the Reprogenesis Exchange Ratioand the number of shares of Reprogenesis Common Stock, Reprogenesis Series AStock and Reprogenesis Series B Stock issued and outstanding immediately priorto the Effective Time ( other than any Reprogenesis Common Stock, ReprogenesisSeries A Stock and Reprogenesis Series B Stock to be canceled pursuant toSection 2.2 and other than any Dissenting Shares ) . The Reprogenesis MergerConsideration, collectively with the Creative Merger Consideration and theOntogeny Merger Consideration, are referred to herein as the