Liquidation Adjustment definition

Liquidation Adjustment has the meaning set forth in Section 4.1(b).
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Liquidation Adjustment has the meaning set forth in Section 2.1(h) of this Agreement.
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Liquidation Adjustment means the lesser of (i) the direct costs reasonably anticipated to be incurred by or on behalf of Agent or its agents in any sale of Inventory and (ii) $1,000,000.
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Examples of Liquidation Adjustment in a sentence

  • Without limitation of the foregoing, each party to this Amendment agrees that the transactions contemplated by a Repurchase Agreement shall not give rise to any Liquidation Adjustment pursuant to Section 4.1(b) of the Agreement.

  • The Proposed Liquidation Adjustment Summary shall be prepared, and any IPO Liquidation shall be effected, taking into account the principles described in this Section 12.7(d) and other applicable principles set forth in this Agreement.

  • The Proposed Liquidation Adjustment shall be structured in a manner intended to not violate Section 409A of the Code, to the extent subject thereto.

  • The Liquidation Adjustment Certificate shall set forth the amount, if any, payable from the Escrow Account to Purchaser or from Purchaser to the Escrow Account pursuant to Section 2.11(j).

  • As soon as practicable following the Final Accounting Date, but in any event within five Business Days following receipt of the Appraisal, Seller and Purchaser shall jointly execute and deliver a certificate (the "Liquidation Adjustment Certificate") to each of the Escrow Parties.

  • On the second Business Day (such second day, the "Final Liquidation Adjustment Payment Date") following issuance of the Liquidation Adjustment Certificate, the Purchaser shall pay to the Escrow Account the amount, if any, equal to the Loss Payment Reimbursement or the Escrow Agent shall pay from the Escrow Account to Purchaser the amount, if any, equal to the Final Liquidation Adjustment.