Adjustment Reserve definition

Adjustment Reserve means an amount equal to $500,000.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedBook a Demo

Adjustment Reserve means, with respect to any Purchased Receivable on its Purchase Date, an amount equal to its Net Face Value multiplied by the Approved Obligor Adjustment Rate of the Obligor thereof. For the avoidance of doubt, for any Obligor that has an Approved Obligor Adjustment Rate of 0%, the Adjustment Reserve relating to Receivables of such Obligor shall be $0.

Adjustment Reserve means an amount equal to (i) in the first week of any Fiscal Month, 10% of an amount equal to 60% or 70% (or such lesser or greater percentage as may then constitute the applicable advance rate against Eligible Inventory) of the remainder derived by subtracting the Inventory valuation reflected on the forecasted monthly balance sheet prepared as of the last day of the following Fiscal Month and delivered to the Administrative Agent and the Lenders pursuant to Section 10.1(c) (or any revised forecasted balance sheet delivered to and accepted by the Administrative Agent and the Lenders) from the greater of (x) the Cost of Inventory reflected on the Borrowing Base Certificate most recently delivered to the Administrative Agent pursuant to Section 8.14(c) and (y) the Inventory valuation reflected on the forecasted monthly balance sheet prepared as of the last day of such Fiscal Month and delivered to the Administrative Agent and the Lenders pursuant to Section 10.1(c) (or any revised forecasted balance sheet delivered to and accepted by the Administrative Agent and the Lenders) (such amount, hereinafter referred to as the “Reserve Amount”), (ii) in the second week of any Fiscal Month, 20% of the Reserve Amount, (iii) in the third week of any Fiscal Month, 30% of the Reserve Amount, and (iv) in the fourth week of any Fiscal Month, 40% of the Reserve Amount. At no time shall the Adjustment Reserve be less than zero.

Examples of Adjustment Reserve in a sentence

• Such notice shall set forth whether the 2020 PFL Payment exceeds the 2020 PFL Risk Adjustment Reserve or if the 2020 PFL Risk Adjustment Reserve exceeds the 2020 PFL Payment.

• The affected Parties and the Escrow Agent shall execute and deliver the Decommissioning Adjustment Escrow Agreement at the Closing and such Decommissioning Adjustment Reserve shall be deposited into the Decommissioning Escrow.

• The Adjustment Reserve Amount is Buyer’s sole and exclusive source of recovery of any amount by which the Estimated Purchase Price exceeds the Aggregate Purchase Price by more than $1,500,000.

• The Adjustment Reserve will be calculated as follows: Month Adjustment Reserve ----- ------------------ December 1999 $250,000 January 2000 $500,000 February 2000 $600,000 Beginning in March 2000, the Adjustment Reserve will be increased by $100,000 each month until the Adjustment Reserve equals the LCM Accrual included in the Borrowing Base.

• If the amount of the Negotiated Resolution exceeds the amount of available Reserve (or if there is no Reserve or Indemnity Escrowed Cash available or remaining), then any excess or such entire amount, as applicable, shall be released from the Contingent Payment Adjustment Reserve (a “Contingent Payments Negotiated Resolution Adjustment”) and become immediately subject to adjustment against any pending or future Contingent Payment in accordance with Section 10.1(b) and subject to Section 10.2(b)(ii).

• For greater certainty, the calculation of Closing Working Capital for purposes of the Closing Statement shall not include any liability in respect of the Purchase Price Adjustment Reserve Amount.

• The Partnership shall have an amount of cash equal to at least the Purchase Price Adjustment Reserve Amount, after taking into account any payments made in respect of Selling Expenses or under Section 2.9, which Purchase Price Adjustment Reserve Amount shall, for greater certainty, remain an asset of the Partnership following Closing and shall not be distributed to the Unitholders.

• Upon payment in full by Borrower of the cash payment required by SECTION 1.3(E) of the Asset Purchase Agreement, there shall no longer be a Net Worth Adjustment Reserve.

• For example, if the Working Capital of Target stated in the Closing Balance Sheet is negative Sixteen Million Dollars ($16,000,000), Buyer will be liable to Sellers for Two Million Nine Hundred Fifty Thousand Dollars ($2,950,000), which amount includes the $1,250,000 Adjustment Reserve.

• If such amount is greater than the Adjustment Reserve, then the Sellers shall pay such excess to Buyer.

More Definitions of Adjustment Reserve

Adjustment Reserve has the meaning specified in Section 1.5(c)(i).