Tier I Shareholder definition
Tier I Shareholder means a holder of ▇▇▇▇▇ Common Stock and/or ▇▇▇▇▇ Warrants to purchase shares of the ▇▇▇▇▇ Common Stock (or SCL Common Stock and/or SCL Warrants prior to the Share Exchange) who (a) paid cash to the Company (or SCL prior to the Share Exchange) in exchange for such securities, including an investor in the Offering or in any future offering of shares by the Company, (b) received such securities as a transferee or permitted assignee of a Tier I Shareholder in accordance with Section 11 or (c) received such securities as (i) a transferee of a Tier I Shareholder if such transferee paid cash to the Tier I Shareholder or performed services for, or contributed property to, the Tier I Shareholder or (ii) a donee of a gift from a Tier I Shareholder, provided that such transfer or gift occurred on or prior to July 16, 2004.