Examples of Earnout Period in a sentence
Subject to the limitations and other provisions of this Agreement, the representations and warranties contained herein shall survive the Closing and shall remain in full force and effect until the end of the Earnout Period 4; provided, that (a) the representations and warranties in Section 5.1, Section 5.2(a), Section 5.2(b)(i), Section 5.2(d), Section 6.1, Section 6.2 and Section 6.3(a)(i) shall survive until the expiration of the applicable statute of limitations provided by law.
For each Earnout Period, Buyer shall provide to Paltalk, not later than 30 days after the end of each calendar month, a summary of Buyer’s good faith estimate of the Revenue earned for the prior month (each, a “Revenue Report”) together with reasonable supporting detail for such Revenue Report for such period.
During the Earnout Periods, Buyer shall, and Buyer shall cause its Subsidiaries to, (A) operate the Business in good faith, and (B) maintain separate accounting of the Business for purposes of determining the Revenue for each Earnout Period and the resulting Earnout Amount (if any) for such Earnout Period.
Within 60 days after the end of each Earnout Period, Buyer shall deliver to Paltalk a written statement (the “Calculation Statement”), setting forth, in reasonable detail and with supporting documentation, Buyer’s calculation of the Revenue for the applicable Earnout Period and Buyer’s estimate of the Earnout Amount owed as a result thereof, if any, in each case, as calculated in accordance with the Earnout Calculation Methodology.