PURSUANT TO THIS SECTION 3.10(B) MUST BE PAID BY THE PURCHASER TO
CCC ON THE DATE THAT IS 91 DAYS AFTER THE PUT CLOSING (OR IF SUCH DATE IS NOT A
BUSINESS DAY, THEN ON THE NEXT SUCCEEDING BUSINESS DAY) BY WIRE TRANSFER OF
IMMEDIATELY AVAILABLE DOLLARS TO AN ACCOUNT DESIGNATED IN WRITING BY CCC TO THE
PURCHASER AT LEAST TWO BUSINESS DAYS PRIOR TO SUCH DATE, AGAINST DELIVERY BY CCC
TO THE PURCHASER OF THE APPLICABLE ISSUER SECURITIES.
(C)
IF THE REGISTRATION STATEMENT HAS BEEN DECLARED EFFECTIVE BY THE
COMMISSION ON OR PRIOR TO THE DATE THAT IS 90 DAYS AFTER THE PUT CLOSING, THEN
IF THE AMOUNT (THE "SALE PROCEEDS") EQUAL TO (I) THE AGGREGATE SALE PROCEEDS OF
THE ISSUER SECURITIES SOLD BY CCC TO UNAFFILIATED THIRD PARTIES IN PUBLIC MARKET
TRANSACTIONS ON OR PRIOR TO THE DATE 15 DAYS AFTER THE LATER OF THE DATE OF THE
PUT CLOSING AND THE DATE THE REGISTRATION STATEMENT IS DECLARED EFFECTIVE BY THE
COMMISSION, MINUS (II) UNDERWRITING DISCOUNTS AND SALES COMMISSIONS, BROKERAGE
COMMISSIONS, STAMP AND OTHER STOCK TRANSFER TAX, IF ANY, PAID BY CCC AND OTHER
DIRECT EXPENSES OF SALE (INCLUDING THE REASONABLE FEES AND DISBURSEMENTS OF A
SINGLE FIRM OF NEW YORK COUNSEL FOR CCC FOR THE SOLE PURPOSE OF REVIEWING THE
REGISTRATION STATEMENT, AND A SINGLE FIRM OF CHILEAN COUNSEL FOR CCC FOR THE
SOLE PURPOSE OF REVIEWING THE PORTIONS OF THE REGISTRATION STATEMENT CONTAINING
FACTUAL INFORMATION ABOUT CCC OR INFORMATION ABOUT CHILEAN LAW APPLICABLE TO
CCC), IS LESS THAN AN AMOUNT (THE "PERCENTAGE AMOUNT") EQUAL TO THE PRODUCT OF
(A) THE FRACTION, THE NUMERATOR OF WHICH IS THE NUMBER OF ISSUER SECURITIES SOLD
BY CCC WITHIN SUCH 15-DAY PERIOD AND THE DENOMINATOR OF WHICH IS THE NUMBER OF
ISSUER SECURITIES DELIVERED TO CCC AT THE PUT CLOSING, MULTIPLIED BY (B) THE PUT
PRICE, IF SHARE SETTLEMENT WAS ELECTED, OR THE PARTIAL EQUITY AMOUNT, IF
COMBINED SETTLEMENT WAS ELECTED, PLUS THE INTEREST ACCRUED THEREON AT A RATE PER
ANNUM EQUAL TO THE REGISTRATION DEFAULT INTEREST RATE FROM AND INCLUDING THE
DATE OF THE PUT CLOSING TO, BUT EXCLUDING, THE DATE ON WHICH THE PURCHASER PAYS
CCC OR CCC PAYS THE PURCHASER, AS THE CASE MAY BE, PURSUANT TO THIS
SECTION 3.10(C), THE PURCHASER WILL, OR WILL CAUSE THE ISSUER TO, PAY TO CCC IN
DOLLARS AN AMOUNT EQUAL TO THE PERCENTAGE AMOUNT MINUS THE SALE PROCEEDS.
TO
THE EXTENT THE SALE PROCEEDS ARE MORE THAN THE PERCENTAGE AMOUNT, CCC WILL PAY
TO THE PURCHASER IN DOLLARS AN AMOUNT EQUAL TO THE SALE PROCEEDS MINUS THE
PERCENTAGE AMOUNT.
CCC WILL GIVE
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WRITTEN NOTICE TO THE PURCHASER OF ANY DEFICIENCY OR EXCESS DESCRIBED IN THE TWO
PRECEDING SENTENCES PROMPTLY AFTER ANY SALE OF ISSUER SECURITIES IN WHICH SUCH
DEFICIENCY OR EXCESS OCCURS, WHICH NOTICE MUST INCLUDE EVIDENCE REASONABLY
SATISFACTORY TO PURCHASER REGARDING THE AMOUNT OF THE SALE PROCEEDS AND THE
MANNER IN WHICH SUCH DEFICIENCY OR EXCESS WAS CALCULATED, AND THE PAYMENT OF THE
DEFICIENCY BY THE PURCHASER