Excluded Securities. For purposes of [Section 5.8.1], “Excluded Securities” means # securities issued upon the conversion or exercise of any Option or other Convertible Security which is outstanding as of the Effective Date; # Common Stock issuable upon a stock split, stock dividend, or any subdivision of shares of Common Stock approved by the Corporation’s shareholders; # Common Stock, Options, or Convertible Securities issued to banks, equipment lessors or other financial institutions pursuant to a debt financing or equipment leasing approved by the Board of Directors of the Corporation; # shares of Common Stock, Options or Convertible Securities issued to suppliers or third party service providers in connection with the provision of goods or services pursuant to transactions approved by the Board of Directors of the Corporation; # shares of Common Stock, Options or Convertible Securities issued as acquisition consideration pursuant to the acquisition of another corporation by the Corporation by merger, purchase of substantially all of the assets or other reorganization, each as approved by the Board of Directors of the Corporation and the shareholders of the Corporation, # Common Stock issued as dividends on the Corporation’s outstanding Series B Preferred Stock, # up to 375,000 shares of Common Stock sold by the Corporation in an at-the-market public offering on or after June 14, 2023 (the “ATM Shares”), provided the number of ATM Shares for purposes of this clause (vii) shall be adjusted proportionally for any stock splits and/or reverse stock splits effected by the Corporation after the Effective Date; and # any other securities that are classified as “Excluded Securities” for the purposes of [Section 5.8.1] by the written consent of the Holders of more than fifty percent of the outstanding shares of Series C Preferred Stock.

“Excluded Securities” means # securities issuable upon conversion of any of the notes or upon exercise of the warrants issued pursuant to the Purchase Agreement; # securities issued upon the conversion or exercise of any Option or Convertible Security which is outstanding as of the first Closing Date (as defined in the Purchase Agreement) to occur; # Common Stock issuable upon a stock split, stock dividend, or any subdivision of shares of Common Stock approved by Maker’s stockholders; # Common Stock issued as dividends on the Corporation’s outstanding Series B Preferred Stock; # reserved; # Common Stock, Options, or Convertible Securities issued to banks, equipment lessors or other financial institutions pursuant to a debt financing or equipment leasing approved by the board of directors of the Maker; # shares of Common Stock, Options, or Convertible Securities issued to suppliers or third party service providers in connection with the provision of goods or services pursuant to transactions approved by the board of directors of the Maker, # shares of Common Stock, Options, or Convertible Securities issued as acquisition consideration pursuant to the acquisition of another corporation by the Maker by merger, purchase of substantially all of the assets or other reorganization, each as approved by the board of directors of the Maker and the stockholders of the Maker; # shares of Common Stock, Options, or Convertible Securities issued pursuant to that certain Asset Purchase Agreement between Maker and Intersect Beverage, LLC dated as of September 12, 2019; # securities issuable pursuant to that certain Amendment Agreement dated as of October 13, 2022 by and among the Maker, the Payee and [[Bigger-District Creditors:Organization]]; and # up to 375,000 shares of Common Stock, issued by the Maker in an at-the-market public offering (the “ATM Shares”), provided the number of ATM Shares for purposes of this clause (xi) shall be adjusted proportionally for any stock splits and/or reverse stock splits effected by the Maker after the Effective Date.

“Excluded Securities” means # securities issuable upon conversion of any of the notes or upon exercise of the warrants issued pursuant to the Purchase Agreement; # securities issued upon the conversion or exercise of any Option or Convertible Security which is outstanding as of the first Closing Date (as defined in the Purchase Agreement) to occur; # Common Stock issuable upon a stock split, stock dividend, or any subdivision of shares of Common Stock approved by the Company’s stockholders; # reserved, # Common Stock, Options, or Convertible Securities issued to banks, equipment lessors or other financial institutions pursuant to a debt financing or equipment leasing approved by the board of directors of the Company, # shares of Common Stock, Options, or Convertible Securities issued to suppliers or third party service providers in connection with the provision of goods or services pursuant to transactions approved by the board of directors of the Company, # shares of Common Stock, Options, or Convertible Securities issued as acquisition consideration pursuant to the acquisition of another corporation by the Company by merger, purchase of substantially all of the assets or other reorganization, each as approved by the board of directors of the Company and the stockholders of the Company, and # shares of Common Stock, Options, or Convertible Securities issued pursuant to that certain Asset Purchase Agreement between the Company and Intersect Beverage, LLC dated as of September 12, 2019.