PALATE CAFE Preferred Stock definition

PALATE CAFE Preferred Stock means shares of a series of Preferred Stock to be issued following a Voluntary Company Conversion, as determined in the sole discretion of the Company; provided, however, that the Company shall ensure that the shares of such series have rights, privileges, preferences and restrictions that either: (a) are consistent in all material respects with those set forth on the PALATE CAFE Preferred Stock Term Sheet attached here as Exhibit A; or (b) a reasonable CAFE Investor would consider superior from an Investor’s point of view to the rights, privileges, preferences and restrictions set forth on such PALATE CAFE Preferred Stock Term Sheet.