Settlement by the Seller of Post-Closing True-up Amount. (i) Subject to Section 2.4(c)(ii), if the Post-Closing True-up Amount is less than $0, then, no later than 5 p.m. New York City time on the date (such date, the “Post-Closing True-up Settlement Deadline”) that is five Business Days after the final determination of the Post-Closing True-up Amount pursuant to Section 2.4(b), the Seller shall pay to the Buyer (or at the Buyer’s direction) an amount equal to the absolute value of the Post-Closing True-up Amount (or, if the Post-Closing True-up Amount is disputed, then the portion thereof that is not being disputed).
