TA NOTE PURCHASE AMOUNT

TA NOTE PURCHASE AMOUNT. Means the amount equal to the sum of (i) the product of (A) $8,790,000 and (B) 1.01, PLUS (ii) any accrued but unpaid interest on the TA Notes through the Closing Date, PLUS (iii) the result of (A) the product of (1) the Common Stock Per Share Redemption Amount and (2) 88,608 minus (b) $886.00.