Derivative Security Exercise Amount definition
Derivative Security Exercise Amount equal to the product of (X) the aggregate number of shares of Company Common Stock subject to In the Money Derivative Securities multiplied by (Y) the aggregate exercise price of all In the Money Derivative Securities. For purposes of this Agreement, “In the Money Derivative Securities” shall mean all Company Options and Company Warrants outstanding immediately prior to the Effective Time (and immediately following the conversion of the Company Preferred Stock as described in Section 1.7(a) hereof) with an exercise price below the Per Share Merger Consideration Value.