Common use of Effect of Late Registration Clause in Contracts

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or has not been declared effective by the Required Effective Date related to such Holder, then the Company will make a payment to such Holder for either such delay (each a “Late Registration Payment”). Each Late Registration Payment will be equal to 3% of the Purchaser Investment for the first 30 business days after the Required Filing Date or Required Effective Date, as the case may be, and 3% of such Purchaser Investment for each period of 30 business days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share of the Company’s Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereof. In no event shall payment pursuant to this Section exceed 30% in the aggregate of the Purchaser Investment for the entire registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the Holders within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) to the Company for a cash purchase price equal to the purchase price paid for such Common Shares.

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or has not been declared effective by the Required Effective Date related to such Holderother than by reason of the operation of Section 2(b), then the Company will make a payment to such each Holder for either such delay (each a “Late Registration Payment”"LATE REGISTRATION PAYMENT"). Each Late Registration Payment will be equal to 32% of the Purchaser Investment purchase price paid for the Notes purchased by such Holder and not previously sold (or converted into Common Shares and sold) by such Holder for the first 30 business days after the Required Filing Date or Required Effective Date, as the case may be, and 31% of such Purchaser Investment purchase price for each period of 30 business days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share of the Company’s Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereof. In no event shall payment pursuant to this Section exceed 3010% in the aggregate of the Purchaser Investment purchase price paid for the Notes purchased by the Holder (including such Holder's predecessors and successors) for the entire registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the initial Holders or, at the Company's option, will be added to the outstanding Principal Amount of the Notes, within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Notes and Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s 's failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Notwithstanding the foregoing, if the Company has used its reasonable best efforts to avoid circumstances as a result of which the Registration Statement has not been declared effective by the Required Effective Date, then the damages described above shall be the Holders' sole and exclusive remedy for damages arising out of such circumstances. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) to the Company for a cash purchase price equal to the purchase price paid for such Common Shares.this

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or has not been declared effective by the Required Effective Date related to such Holderother than by reason of the operation of Section 2(b), then the Company will make a payment to such each Holder for either such delay (each a “Late Registration Payment”"LATE REGISTRATION PAYMENT"). Each Late Registration Payment will be equal to 32% of the Purchaser Investment purchase price paid for the Notes purchased by such Holder and not previously sold (or converted into Common Shares and sold) by such Holder for the first 30 business days after the Required Filing Date or Required Effective Date, as the case may be, and 31% of such Purchaser Investment purchase price for each period of 30 business days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share of the Company’s Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereof. In no event shall payment pursuant to this Section exceed 3010% in the aggregate of the Purchaser Investment purchase price paid for the Notes purchased by the Holder (including such Holder's predecessors and successors) for the entire registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the initial Holders or, at the Company's option, will be added to the outstanding Principal Amount of the Notes, within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Notes and Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s 's failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Notwithstanding the foregoing, if the Company has used its best efforts to avoid circumstances as a result of which the Registration Statement has not been declared effective by the Required Effective Date, then the damages described above shall be the Holders' sole and exclusive remedy for damages arising out of such circumstances. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Registration Statement has not yet been declared effective and the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) Notes to the Company for a cash purchase price equal to the purchase price paid for such Common Sharesoutstanding Principal Amount of the Notes plus any accrued but unpaid interest.

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or has not been declared effective by the Required Effective Date related to such Holderother than by reason of the operation of Section 2(b), then the Company will make a payment to such each Holder for either such delay (each a “"Late Registration Payment”"). Each Late Registration Payment will be equal to 32% of the Purchaser Investment purchase price paid for the Notes purchased by such Holder and not previously sold (or converted into Common Shares and sold) by such Holder for the first 30 business days after the Required Filing Date or Required Effective Date, as the case may be, and 31% of such Purchaser Investment purchase price for each period of 30 business days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share of the Company’s Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereof. In no event shall payment pursuant to this Section exceed 3010% in the aggregate of the Purchaser Investment purchase price paid for the Notes purchased by the Holder (including such Holder's predecessors and successors) for the entire registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the initial Holders or, at the Company's option, will be added to the outstanding Principal Amount of the Notes, within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Notes and Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s 's failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Notwithstanding the foregoing, if the Company has used its best efforts to avoid circumstances as a result of which the Registration Statement has not been declared effective by the Required Effective Date, then the damages described above shall be the Holders' sole and exclusive remedy for damages arising out of such circumstances. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Registration Statement has not yet been declared effective and the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) Notes to the Company for a cash purchase price equal to the purchase price paid for such Common Sharesoutstanding Principal Amount of the Notes plus any accrued but unpaid interest.

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or has not been declared effective by the Required Effective Date related to such Holderother than by reason of the operation of Section 2(b), then the Company will make a payment to such each Holder for either such delay (each a “"Late Registration Payment”"). Each Late Registration Payment will be equal to 32% of the Purchaser Investment purchase price paid for the Notes purchased by such Holder and not previously sold (or converted into Common Shares and sold) by such Holder for the first 30 business days after the Required Filing Date or Required Effective Date, as the case may be, and 31% of such Purchaser Investment purchase price for each period of 30 business days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share of the Company’s Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereof. In no event shall payment payments pursuant to this Section exceed 3010% in the aggregate of the Purchaser Investment purchase price paid for the entire Notes purchased by the Holder (including such Holder's predecessors and successors) for the period beginning of the date hereof and continuing through the expiration of the registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the initial Holders or, at the Company's option, will be added to the outstanding Principal Amount of the Notes, within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Notes and Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s 's failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Notwithstanding the foregoing, if the Company has used its reasonable best efforts to avoid circumstances as a result of which the Registration Statement has not been filed by the Required Filing Date or declared effective by the Required Effective Date, then the damages described above shall be the Holders' sole and exclusive remedy for damages arising out of such circumstances. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Registration Statement has not yet been declared effective and the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) Notes to the Company for a cash purchase price equal to the purchase price paid for such Common Sharesoutstanding Principal Amount of the Notes plus any accrued but unpaid interest.

Effect of Late Registration. If Subject to the last sentence of this Section 2(c)(ii), if any Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or has not been declared effective by the Required Effective Date related to such Holderother than by reason of the operation of Section 2(b), then the Company will make a payment to such each Holder as liquidated damages for either such delay (each a “Late Registration Payment”). Each Late Registration Payment will be equal to 31% of the Purchaser Investment Purchase Price paid for (i) the shares of Common Stock then held by the Holder and (ii) shares of Common Stock obtained upon exercise of the Warrants for the first 30 business calendar days after the Required Filing Date or Required Effective Date, as the case may beapplicable, and 31% of such Purchaser Investment Purchase Price for each period of 30 business calendar days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share of the Company’s Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereof. In no event shall payment pursuant to this Section exceed 3012% in the aggregate of the Purchaser Investment Purchase Price paid for (i) the shares of Common Stock and (ii) shares obtained upon exercise of the Warrants (including such Holder’s predecessors and successors), as applicable, for the entire registration period (as described in Section 56). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the Holders within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, no penalties shall be payable by the Company with respect to the Registrable Securities which are not covered by an effective Registration Statement if the Holders are no longer entitled sole reason for such failure is the application of Rule 415 by the SEC; provided, however, that the Company shall use commercially reasonable efforts to receive Late cause such Registration Payments as a result Statement to be declared effective. For purposes of Section 2(c) of this Agreement, “Purchase Price” shall mean $0.80 per share regardless of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) to the Company for a cash purchase actual price equal to the purchase price per share paid for such Common Sharesby Holder.

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or 's Common Shares has not been declared effective by the Required Effective Date related to such Holder, other than by reason of the operation of Section 2(b), then the Company will make a payment to such Holder for either such delay (each a “"Late Registration Payment”"). Each Late Registration Payment will be equal to 3% of the Purchaser Investment purchase price paid for (i) the Notes and Preferred Stock then held by the Holder and not previously converted into Common Shares and sold by the Holder and (ii) Common Shares obtained by such Holder upon conversion of the Notes or Preferred Stock or exercise of the Warrants for the first 30 business days after the Required Filing Date or Required Effective Date, as the case may be, and 3% of such Purchaser Investment purchase price for each period of 30 business days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Preferred Stock, with the price of each such additional share shares of Common Preferred Stock to be deemed equal to average closing price per share of the Company’s Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereofOriginal Purchase Price. In no event shall payment pursuant to this Section exceed 30% in the aggregate of the Purchaser Investment purchase price paid for (i) the Notes and Preferred Stock then held by the Holder and not previously converted into Common Shares and sold by the Holder and (ii) Registrable Securities obtained upon conversion of the Notes or Preferred Stock and exercise of the Warrants (including such Holder's predecessors and successors) for the entire registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the initial Holders within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Notes, shares of Preferred Stock and Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s 's failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Registration Statement has not yet been declared effective and the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Notes, Preferred Stock or Common Shares (including Common Shares issued on exercise of the Warrants) to the Company for a cash purchase price equal to (i) the outstanding Principal Amount of the Notes plus any accrued but unpaid interest, (ii) the liquidation preference of the Preferred Stock plus any accrued but unpaid dividends or (iii) the purchase price paid for such Common Shares.

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities has not been filed by the Required Filing Date or Statement: (i) has not been declared effective by the Required Effective Date related other than by reason of the operation of Section 2(c), or (ii) the Company does not respond to such Holdercomments received from the Securities and Exchange Commission (“SEC”) on a Registration Statement filed as required under this agreement within 10 business days after receipt and the registration statement does not become effective by the Effectiveness Date, or (iii) the Registration Statement does not become effective within 5 business days after receipt of notice from the SEC that there will be no further review or no review on a registration statement filed pursuant to this agreement, or (iv) if the initial Registration Statement is not filed by the Filing Date, then the Company will make a payment to such each Holder as liquidated damages for either such delay (each a “Late Registration Payment”). Each Late Registration Payment will be equal to 32% of the Purchaser Investment purchase price paid for (i) the Debentures then held by the Holder and not previously converted into Shares and sold by the Holder and (ii) Registrable Securities obtained upon conversion of the Debentures, for the first 30 business calendar days after the Required Filing Date or Required Effective Effectiveness Date, as the case may be, and 32% of such Purchaser Investment purchase price for each period of 30 business calendar days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i2(d)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii2(d)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of shall be made, at the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share option of the Company’s , in cash or registered Company Common Stock as quoted on with a value per share equal to the OTCBB lowest reported closing bid price in the Trading Market for each such 30 business day period, or portion thereofthe Common Stock during the 20 Trading Days immediately before accrual of the obligation to make the payment. In no event shall payment payments pursuant to this Section exceed 30% in the aggregate of the Purchaser Investment purchase price paid for (i) the Debentures then held by the Holder and not previously converted into Shares and sold by the Holder and (ii) Registrable Securities obtained upon conversion of the Debentures (including such Holder’s predecessors and successors) for the entire registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the initial Holders within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that that, upon request from the Company, the respective Holder delivered to the Company at least two within 3 business days prior thereto information with respect to the principal amount of Debentures and the number of Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) to the Company for a cash purchase price equal to the purchase price paid for such Common Shares.

Effect of Late Registration. If the Registration Statement related to a Holder’s Registrable Securities 's Common Shares has not been filed by the Required Filing Date or has not been declared effective by the Required Effective Date related to such Holder, then the Company will make a payment to such Holder for either such delay (each a “Late Registration Payment”"LATE REGISTRATION PAYMENT"). Each Late Registration Payment will be equal to 3% of the Purchaser Investment purchase price paid for (i) the Common Shares and Warrants then held by the Holder and not sold by the Holder and (ii) Common Shares obtained by such Holder upon exercise of the Warrants for the first 30 business days after the Required Filing Date or Required Effective Date, as the case may be, and 3% of such Purchaser Investment purchase price for each period of 30 business days thereafter (but no business day taken into account for purposes of determining whether any payment is due under Section 2(c)(i) shall be taken into account for purposes of determining whether any payment is due under this Section 2(c)(ii) or the amount of such payment). The Company shall have the option, in its sole discretion, to pay the Late Registration Payment for each of the first three months with additional shares of Common Stock, with the price of each such additional share of Common Stock to be deemed equal to average closing price per share of the Company’s 's Common Stock as quoted on the OTCBB for each such 30 business day period, or portion thereof. In no event shall payment pursuant to this Section exceed 30% in the aggregate of the Purchaser Investment purchase price paid for (i) the Common Shares and Warrants then held by the Holder and (ii) Common Shares obtained upon conversion of the Notes or Preferred Stock or exercise of the Warrants (including such Holder's predecessors and successors) for the entire registration period (as described in Section 5). The Late Registration Payments will be prorated on a daily basis during the 30-business day period and will be paid to the initial Holders within ten business days following the end of each 30-business day period as to which payment is due hereunder, provided that the respective Holder delivered to the Company at least two business days prior thereto information with respect to the number of Common Shares and Warrants not previously sold by such Holder (together with reasonable supporting documentation). The Holders may make a claim for additional damages as a remedy for the Company’s 's failure to comply with the timelines set forth in this Section, but acknowledgement of such right in this Agreement shall not constitute an admission by the Company that any such damages exist or may exist. Nothing contained in the preceding sentence shall be read to limit the ability of the Holders to seek specific performance of this Agreement. Notwithstanding the foregoing, if the Holders are no longer entitled to receive Late Registration Payments as a result of the above-described percentage limitation on said payments, then each Holder shall have the right, at any time upon at least thirty (30) calendar days written notice, to sell all (but not less than all) of its Common Shares (including Common Shares issued on exercise of the Warrants) to the Company for a cash purchase price equal to the purchase price paid for such Common Shares.