Travelocity Put Purchase Price definition

Travelocity Put Purchase Price means (i) with respect to any exercise of the Put Option pursuant to a Put Notice delivered during the First Put Period, [ * * * ], less any financial indebtedness, negative net working capital balances or Excluded Liabilities associated with the Acquired Assets, in each case, proposed to be transferred to Expedia which are not paid off or offset in full with available cash transferred; (ii) with respect to any exercise of the Put Option pursuant to a Put Notice delivered during the Second Put Period, the product of (A) the Travelocity Fair Market Value for such period multiplied by (B) the Discounted Price Percentage; provided, however, the Travelocity Fair Market Value shall be determined in accordance with Schedule B of this Agreement.