Examples of Earnout Amounts in a sentence
Calculation for the payment of any Earnout Amounts shall be determined as of the end of the quarter in which such termination occurs.
The Purchaser Indemnified Parties shall be entitled, but not required, to set-off any amount or right it may be entitled to pursuant to this Agreement (including, without limitation, payments for indemnification obligations), against any amount, right or obligation owed to the Seller under this Agreement or Seller Related Agreement, including but not limited to the Earnout Amounts, as determined in such Purchaser Indemnified Party’s sole discretion.
To the extent recovery from the Escrow Stock is unavailable or insufficient to completely cover such Purchaser Losses, and subject to the limitations on indemnifiable Losses under Section 11.3(b), Purchaser shall be entitled to seek remedy through offset of any such Purchaser Losses against any Earnout Amounts earned by and payable to Seller, if any, and thereafter, directly from Seller and the Seller Indemnifying Members.
The Earnout Amount for any month shall be payable to Seller within 45 days after the end of each fiscal quarter in which such month falls; provided, however, the last installment payable with respect to any Earnout Amounts shall be 65 days after the end of the last of such 36 calendar months..
Within five (5) Business Days after each of the Earnout Amounts become final and binding in accordance with this Section 2.8(c), the Purchaser shall pay to the Seller any additional Earnout Amounts, if any, owed to the Seller.