Par Value. If the closing bid price at any time the Note is outstanding falls below ​, the Company shall cause the par value of its Common Stock to be reduced to ​ or less.

Value. For purposes of this Policy, “Value” means with respect to # any award of stock options the grant date fair value of the option (i.e., Black-Scholes Value) determined in accordance with the reasonable assumptions and methodologies employed by the Company for calculating the fair value of options under ASC 718 or its successor provision, but excluding the impact of estimated forfeitures related to service-based vesting conditions; and # any award of restricted stock and restricted stock units the product of # the average closing market price on The Nasdaq Global Select Market (or such other market on which the Company’s Class A common stock is then principally listed) of one share of the Company’s Class A common stock on the effective date of grant (the “Grant Date”), or if no closing price is reported for the Grant Date, the closing price on the date immediately prior to the Grant Date for which the closing price is reported, and # the aggregate number of shares pursuant to such award.

Value. For purposes of this Policy, “Value” will equal the product of # the average Fair Market Value of one Share for the twenty (20) consecutive market trading days ending on the fifth (5th) market trading day prior to the grant date of the Award and # the aggregate number of Shares subject to the Award, as applicable.

recapitalization, reclassification or change of the Partnership Unit, other than # changes solely resulting from a subdivision or combination of the Partnership Unit, # a change only in par value or from par value to no par value or no par value to par value or # unit splits and unit combinations that do not involve the issuance of any other series or class of securities;

shares of common stock, par value ​ per share (the “Common Stock”), # ​ shares of class A stock, par value ​ per share (the “Class A Stock”), # ​ shares of class B stock, par value ​ per share (the “Class B Stock”), and # ​ shares of class C stock, par value ​ per share (the “Class C Stock”).

Unlimited number of voting common shares without par value and unlimited number of non-voting common shares without par value.

Value Given. In consideration for the transfer to the Borrower of the Receivables and the related Collateral under the Second Tier Purchase Agreement, the Borrower shall have paid ​ an amount equal to the fair market value of the Receivables, and no such transfer shall have been made for or on account of an antecedent debt owed by ​ to the Borrower and no such transfer is or may be voidable or subject to avoidance under any Insolvency Law.

Stated Value. Each share of Series C Preferred Stock shall have a stated value equal to ​ (the “Stated Value”).

Authorized Shares: 1,000 common shares, ​ par value

The reference to par value shall mean ​ per share.