Tier One Preference Amount

Tier One Preference Amount. Means, for each share of Series A Preferred Stock, (i) $145.88, plus (ii) an amount equal to (A) (1) the aggregate amount of all capital contributions made by the Initial Holder following the Initial Issue Date pursuant to Section 1.1(b) of the Exchange Agreement (2) multiplied by 1.5, divided by (B) the number of outstanding shares of Series A Preferred Stock.