DFW Amount definition
DFW Amount means $9,223,074 provided however, that in the event that actual incremental expenditures comprising Sellers’ allocated share of capital expenditures for future Joint Matters (as defined in Exhibit 5.6) in connection with the construction and development of the DFW Facility (as contemplated in Exhibit 5.6) by the Sellers between the Effective Date and the Closing Date exceeds the foregoing amount, the foregoing amount will be subject to a true-up at Closing, as reasonably documented to the reasonable satisfaction of the Buyer, which in no event may be more than $3,202,859 greater than the amount first provided herein without the prior written approval of the Buyer. In the event that the Sellers reasonably anticipate that the DFW Amount will exceed such threshold, they will provide written notice thereof in advance to the Buyer, and provide the Buyer with an opportunity to review all information reasonably requested in relation to any such excess expenditures.