Downward Adjustments definition
Examples of Downward Adjustments in a sentence
Section 7.1 Consents Section 4.13 COP Section 7.3 DIP Orders Section 13.3(f) Downward Adjustments.
For purposes of this Amended Agreement, "Retirement" ---------- shall mean Executive's voluntary termination of employment with the Company, other than for Good Reason, and in accordance with the Company's retirement policy generally applicable to its employees or in accordance with any prior or contemporaneous retirement agreement or arrangement between Executive and the Company.
ASSIGNOR has delivered to ASSIGNEE the Preliminary Settlement Statement in accordance with Section 2.2.1 of the Purchase and Sale Agreement containing a detailed breakdown of Upward Adjustments and Downward Adjustments.
Purchase and Sale; Purchase Price 1 1.1. Title and Environmental Defects 1 1.2. Preferential Purchase Rights; Required Consents 5 1.3. Gas Imbalances 7 1.4. Casualty Loss 7 1.5. Certain Upward Adjustments 7 1.6. Certain Downward Adjustments 7 1.7. Closing Date Estimates 8 1.8. Final Accounting 8 1.9. Payments 9 2.
The Parties have agreed upon and delivered to each other a detailed breakdown of the Upward Adjustments and Downward Adjustments attributable to the DRI Assets (other than the Retained Interests) and the XTO Assets, respectively, which breakdown is based on the amount provided in the applicable Estimated Settlement Statement (except with respect to any amounts related to Title Defects, Environmental Defects and Title Benefits affecting such Assets, which treatment is further described herein).
On November 2, 2020, assuming all amounts necessary to satisfy the aggregate Excess Downward Adjustments for the Periods commencing on the Closing Date and ending on November 2, 2020, have been released to Purchaser Guarantor, Acurity and Purchaser Guarantor shall jointly instruct the Escrow Agent in writing to release all funds then remaining in the Downward Adjustment Escrow Account to an account specified in writing by Acurity.
DRI has delivered to XTO and the Parties have agreed upon a detailed breakdown of the Upward Adjustments and Downward Adjustments attributable to the Retained Interests and the Additional ▇▇▇▇▇, which breakdown is based on the amount provided in the applicable Estimated Settlement Statement (except with respect to any amounts related to Title Defects and Title Benefits affecting such Assets, which treatment is further described herein).