Examples of Earnout Objection Period in a sentence
If such Earnout Objection Statement is not delivered to Buyer prior to the end of the Earnout Objection Period, the Earnout Statement shall be final, binding and non-appealable by the parties hereto.
If Sapphire delivers an Earnout Objection Statement prior to the end of the Earnout Objection Period, then Sapphire and Buyer shall attempt in good faith to resolve any disputed items.
If Parent disputes the Earnout Statement, then prior to the end of the Earnout Objection Period, Parent shall deliver to Buyer a statement setting forth its objections thereto, including, in reasonable detail, the basis for such dispute, the dollar amounts involved and Parent’s calculation of the Revenue Milestone Payment for the applicable period (such written notice of objection, the “Earnout Objection Statement”).
If Sapphire does not deliver to Buyer an Earnout Objection Statement by the end of the Earnout Objection Period, or if during such Earnout Objection Period Sapphire delivers to Buyer written notice that Sapphire accepts such Earnout Statement, then such Earnout Statement and the amounts contained in such statement shall become final, conclusive, and binding on the Parties for purposes of this Section 2.17 and for all purposes under this Agreement.
During each Earnout Objection Period, the Securityholder Representative and its accountants and other representatives shall be permitted reasonable access at reasonable times to the Company Group’s books and records related to the preparation of the applicable Earnout Statement, and to the Company Group’s personnel as necessary for purposes of verifying the amounts set forth in such Earnout Statement.
If the Entitled Holders’ Agent disputes the Earnout Payment set forth in such Earnout Statement, then prior to the end of the Earnout Objection Period, the Entitled Holders’ Agent shall deliver to Buyer a statement setting forth its objections thereto, including, in reasonable detail, the basis for such dispute, the dollar amounts involved and the Entitled Holders’ Agent’s calculation of such Earnout Payment (such written notice of objection, the “Earnout Objection Statement”).
The failure of Sellers’ Representative to deliver an Earnout Objection Notice within the Earnout Objection Period shall constitute the acceptance by Sellers of the calculations and determinations made by Buyer as set forth in the Earnout Notice, whereupon such amounts shall be final, binding and conclusive for all purposes hereunder.
In the event that Seller does notify Buyer, within the Earnout Objection Period, that Seller has any such objection, then Buyer and Seller shall attempt to resolve such disputed items.
If BP Products delivers to Buyer an Annual Earnout Acceptance Notice, or if BP Products does not deliver an Annual Earnout Disagreement Notice on or prior to the last day of an Annual Earnout Objection Period, then such Annual Earnout Statement shall be deemed to be a Final Annual Earnout Statement and the determination therein shall be final, binding and conclusive upon BP Products and Buyer, except for instances of fraud or manifest error.
In the event that Seller does not timely or properly notify Buyer within the Earnout Objection Period that Seller has any objections to such statements or Buyer’s calculation of the applicable Earnout payment shall be final and binding hereunder.