OPTION CANCELLATION AMOUNT

OPTION CANCELLATION AMOUNT. Means, on an Option Cancellation Date that occurs pursuant to Section 11.3 hereof, an amount equal to the sum of (i) the Option Return Amount PLUS (ii) the lesser of (x) 38% of the difference between (A) the Fair Market Value of the Business determined as of such date, MINUS (B) the Original Purchase Price or (y) the Investment Return Amount.