Upward Adjustment definition

Upward Adjustment has the meaning specified in Section 2.08(c).
Upward Adjustment has the meaning set forth in Section 10.2(c) of this Agreement.
Upward Adjustment shall have the meaning set forth in Section 2.3(c) of this Agreement.

Examples of Upward Adjustment in a sentence

  • Parent shall bear all Payroll Taxes with respect to (i) any Parent Severance Expenses made in connection with the transactions contemplated by this Agreement; and (ii) any payments with respect to the Upward Adjustment Amount and the release of the Escrow Account.

  • If Property Taxes and/or Excise Taxes for the current tax year have been assessed and paid as of the Closing Date, the ASSIGNEE will reimburse the ASSIGNOR for its proportionate share of these taxes, prorated as of the Effective Date, as an Upward Adjustment to the Purchase Price, as provided in Section 2.2.2.

  • Buyers shall pay or cause to be paid, by bank wire transfer of immediately available funds, to an account designated in writing by Sellers, an amount in cash equal to the Upward Adjustment Amount.

  • If Purchaser and Seller fail to agree to the Upward Adjustment, Seller may elect to have that portion of the Purchased Assets subject to such increase in value excluded from the Purchased Assets to be purchased by Purchaser.

  • For the avoidance of doubt, any reference to Upward Adjustment Amount in this paragraph shall be a reference to the Upward Adjustment Amount with respect to the Original Exchange.


More Definitions of Upward Adjustment

Upward Adjustment means the amount of any additional consideration to be distributed to the Securityholders pursuant to Section 1.22 based on their Pro Rata Share as set forth on the Consideration Spreadsheet.
Upward Adjustment means the sum of (i) the aggregate amount of all non-reimbursed Property Costs which are attributable to the period from and after the Effective Time and which have been incurred and paid by Pioneer USA and Properties LLC with respect to the Wellbores, (ii) any other upward adjustment mutually agreed upon by the Parties, and (iii) the amount Pioneer USA and Properties LLC are underproduced with respect to the Assets as of the Effective Time times $6.50 per MCF (or, with respect to oil Imbalances, $70.00 per barrel).
Upward Adjustment has the meaning set out in Section 0 of Schedule 14 (Tax Deed).
Upward Adjustment as defined in Section 5.6 (i).
Upward Adjustment is defined in Section 2.6(a)(i).
Upward Adjustment has the meaning set forth in Section 9.3.
Upward Adjustment has the meaning set forth in Section 3.1(g).