Exceptions to Pre-emptive Rights. Notwithstanding the foregoing, the right to purchase granted under this Section V shall be inapplicable with respect to: (i) the issuance of shares of Common Stock (as appropriately adjusted for any stock split, combination, reorganization, recapitalization, reclassification, stock distribution, stock dividend or similar event) issued or issuable in connection with, or upon the exercise of, options or other awards granted or to be granted to employees, officers or directors of the Company pursuant to the Company's equity incentive plans, including shares of Common Stock issued in replacement of shares of such Common Stock repurchased or issuable upon the exercise of any options to purchase shares of such Common Stock, to the extent permitted under the equity incentive plans; (ii) securities issued as a result of any stock split, stock dividend, reclassification or reorganization or similar event with respect to the Shares; (iii) shares of Common Stock issued upon conversion of, or as a dividend on, the Preferred Stock; (iv) securities issued as consideration for the purchase of stock or assets in any acquisition, merger, joint venture, partnership or other strategic alliance; (v) securities issued in connection with any debt financing or refinancing of the Company or (vi) securities issued with the approval of a Majority Interest provided that no Investor or affiliate of any Investor is acquiring any of the securities in such issuance.
Exceptions to Pre-emptive Rights. Notwithstanding the foregoing, the right to purchase granted under this Section 4 shall be inapplicable with respect to: (i) shares of Common Stock issued upon conversion of shares of Preferred Stock; (ii) up to 12,381,013 shares (or such higher number of shares approved by the Board of Directors and a Preferred Majority) of Common Stock or options issued therefor to directors, officers, employees or consultants of the Company in connection with their service as directors of the Company, their employment by the Company or their retention as consultants by the Company, in each case authorized by the Board of Directors and issued pursuant to equity incentive plans or agreements approved by the Board of Directors; (iii) shares issued in connection with equipment lease financings, bank credit arrangements, real estate leases or similar transactions approved by the Board of Directors; (iv) shares issued as a dividend or distribution on the Preferred Stock; (v) shares issued in connection with a partnering transaction or a bona fide acquisition of a business or any assets or properties or technology of or by the Company, whether by merger, consolidation, sale of assets, sale or exchange of stock or otherwise, pursuant to agreements approved by the Board of Directors; (vi) shares issued upon exercise of any outstanding warrants, or (vii) shares issued in a firm-commitment underwritten public offering or upon exercise of warrants or rights granted to underwriters in connection with such an offering.
Exceptions to Pre-emptive Rights. Notwithstanding the foregoing, the right to purchase granted under this Section 12 shall be inapplicable with respect to the issuance of: (i) securities pursuant to stock splits, stock dividends, or similar transactions; (ii) capital stock to employees, consultants, officers or directors of the Company pursuant to stock option plans or restricted stock plans or agreements approved by the Compensation Committee and the Board of Directors of the Company, up to 65,276,467 shares of Common Stock after January 12, 2006;
Exceptions to Pre-emptive Rights. Notwithstanding Section 10.3 hereof, no Shareholder shall have any rights thereunder in respect of:
Exceptions to Pre-emptive Rights. Notwithstanding the foregoing, the right to purchase granted under this Section V shall be inapplicable with respect to: (i) the issuance of up to an aggregate of 126,200 shares of Common Stock (as appropriately adjusted for any stock split, combination, reorganization, recapitalization, reclassification, stock distribution, stock dividend or similar event) issued or issuable in connection with, or upon the exercise of, options or other awards granted or to be granted to employees, officers or directors of the Company pursuant to the Company’s Equity Incentive Plan, including shares of Common Stock issued in replacement of shares of such Common Stock repurchased or issuable upon the exercise of any options to purchase shares of such Common Stock, to the extent permitted under the Equity Incentive Plan; (ii) securities issued as a result of any stock split, stock dividend, reclassification or reorganization or similar event with respect to the Shares; or (iii) securities issued in connection with any acquisition or merger that is approved by a Majority Interest.
Exceptions to Pre-emptive Rights. Notwithstanding the foregoing, the rights granted to Eligible Shareholders under this Section IV shall be inapplicable with respect to (i) the issuance of up to an aggregate of 143,013,000 Ordinary Shares or options therefore, or such other higher number approved by the Board (as appropriately adjusted for any share split, combination, reorganization, recapitalization, reclassification, share distribution, share dividend or similar event) issued or issuable in connection with, or upon the exercise of, options or other awards granted or to be granted to employees, officers or directors of the Company pursuant to the Company’s Share Option Plan, including Ordinary Shares issued in replacement of such Ordinary Share repurchased or issuable upon the exercise of any options to purchase such Ordinary Share, to the extent permitted under the Share Option Plan, (ii) securities issued as a result of any share split, share dividend, reclassification or reorganization or similar event with respect to the Shares, (iii) Ordinary Shares issued upon conversion of, or as a dividend on, the Convertible Preferred Shares, (iv) Ordinary Shares issued upon the exercise of the Warrants (as defined in the Purchase Agreement), (v) securities issued in connection with the acquisition of another corporation, business entity or line of business of another business entity by the Company by merger, consolidation, purchase of all or substantially all of the assets, or other reorganization as a result of which the Company owns not less than fifty percent (50%) of the voting power of such corporation, (vi) Ordinary Shares issued in the Initial Public Offering, or (vii) any other securities issued with the approval of a Majority Interest.
Exceptions to Pre-emptive Rights. Notwithstanding the foregoing Sections 3.1 – 3.4, the right to purchase granted under this Article III shall be inapplicable with respect to: (i) 300,000 shares of Common Stock (as appropriately adjusted for any stock split, combination, reorganization, recapitalization, reclassification, stock distribution, stock dividend or similar event) issued or issuable in connection with, or upon the exercise of, options or other awards granted or to be granted to employees, officers or directors of the Company, including shares of Common Stock issued in replacement of shares of such Common Stock repurchased or issuable upon the exercise of any options to purchase shares of such Common Stock;
Exceptions to Pre-emptive Rights. The pre-emptive rights in Section 7.1 will not apply in the case of Shares or other securities of the Corporation issued:
Exceptions to Pre-emptive Rights. Notwithstanding the foregoing, the right to purchase granted under this Section 2.6 shall be inapplicable with respect to: (i) the issuance or sale of shares of Common Stock (as appropriately adjusted for any stock split, combination, reorganization, recapitalization, reclassification, stock distribution, stock dividend or similar event) issued or issuable in connection with, or upon the exercise of, options or other awards granted or to be granted to employees, officers or directors of the Company pursuant to the Plan, including shares of Common stock issued in replacement of shares of such Common Stock, to the extent permitted under the Plan; (ii) securities issued as a result of any stock split, stock dividend, reclassification or reorganization or similar event with respect to Shares; (iii) the issuance or sale of any securities contemplated in Section 2.6(a) (A) to any seller that is not an Affiliate of the Company in consideration for the acquisition of another business enterprise or the assets of another business enterprise in the fitness, health or spa industry, (B) in connection with the sale of any investment by a strategic investor, or (C) the sale of any units or other hybrid securities to any purchaser that is not an Affiliate of the Company in exchange for aggregate consideration of at least equal to their fair market value and (iv) the issuance or sale of shares of Common Stock upon conversion of any convertible securities of the Company or the exercise of options not issued in violation of Section 2.6.
Exceptions to Pre-emptive Rights. Notwithstanding the foregoing, the right to purchase granted under this Article V shall be inapplicable with respect to: (i) the issuance of shares of Common Stock (as appropriately adjusted for any stock split, combination, reorganization, recapitalization, reclassification, stock dividend or similar event) pursuant to the valid exercise of options to purchase Common Stock outstanding on the date of this Agreement, (ii) securities issued as a result of any stock split, stock dividend, reclassification, recapitalization or reorganization or similar event with respect to the Acquired Shares or (iii) the issuance of Common Stock pursuant to currently outstanding warrants to acquire Common Stock of the Company outstanding on the date of this Agreement.
