Positive Adjustment definition
Examples of Positive Adjustment in a sentence
In the event the Positive Adjustment Amount pursuant to Section 4.7, to the extent it is attributable to SEAS KG (which shall be shown in reasonable detail by Seller to Purchaser based on the Effective Date Accounts), exceeds the amount of the Seller Fund pursuant to Section 6.2, the difference amount payable by Purchaser to Seller pursuant to Section 4.7 shall reduce the amount of the undrawn Loan Commitment on a Euro-for-Euro basis.
If the aggregate sum of the adjustments set forth in Section 2.5.1 of the Share Purchase Agreement results in a Positive Adjustment Amount, the Positive Adjustment Amount shall be paid to the Vendors directly by the Purchaser, without having recourse to the amounts held in the Escrow Holdback.
If there is a Final Positive Adjustment, then Buyer shall pay an amount equal to the Final Positive Adjustment to Seller.
The Accounting Firm will make a determination of the Actual Closing Working Capital and the Negative Adjustment Amount or Positive Adjustment Amount, as applicable.
After payment of a Positive Adjustment Amount or a Negative Adjustment Amount pursuant to Section 1.2(b)(i) and, if at that time, all of Seller’s obligations under Section 4.12, if any, have been satisfied in full, all amounts remaining as part of the Adjustment Holdback Amount, if any, shall be released and transferred to the Seller.