Examples of Adjustment Escrow Amount in a sentence
If the Closing Actual Adjustment with respect to CFC IPA is a positive amount, then Buyer Parent and the Equityholder Representative shall execute joint written instructions to the Escrow Agent instructing the Escrow Agent to release from the Escrow Account to CFC IPA an amount equal to fifty percent (50%) of the CFC Adjustment Escrow Amount, and then Buyer Parent shall pay to CFC IPA an aggregate amount equal to the absolute value of such positive Closing Actual Adjustment.
If the Net Adjustment Amount is positive (such amount, the “Upward Adjustment Amount”), then Buyer shall pay to the Seller Representative (for the benefit of the Sellers), an amount equal to the lesser of (i) the Upward Adjustment Amount and (ii) the Adjustment Escrow Amount within five (5) Business Days from the date on which the Net Adjustment Amount is finally determined pursuant to this Section 4.2.
If the Closing Actual Adjustment with respect to AHMS is a positive amount, then Buyer Parent and the Equityholder Representative shall execute joint written instructions to the Escrow Agent instructing the Escrow Agent to release from the Escrow Account to the AHMS Equityholders an amount equal to the AHMS Adjustment Escrow Amount, and then Buyer Parent shall pay to the AHMS Equityholders an aggregate amount equal to the absolute value of such positive Closing Actual Adjustment.
The Adjustment Escrow Amount shall be the sole recourse for satisfying any amounts owed to Buyer pursuant to Section 2.4(c)(ii), if any.
Following the Closing Date, each Company Seller shall have the right to receive in cash, without interest, payment of such Company Seller’s Distributive Portion of (i) the Representative Expense Amount (or any remaining portion thereof), if any, (ii) the Upward Adjustment Amount, if any, and (iii) the Adjustment Escrow Amount (or any remaining portion thereof), if any.