Examples of Earnout Statements in a sentence
The Sellers’ Representative shall not be entitled to dispute any portion of the Earnout Statements unless the disputed item has not been prepared in accordance with this Section 2.7 (including the definition of Receiver Revenue) or contains mathematical errors.
The Earnout Statements will be final, conclusive and binding on the parties unless the Sellers’ Representative provides a written notice (an “Earnout Dispute Notice”) to Buyer no later than the twentieth (20th) Business Day after the delivery to the Sellers’ Representative of the applicable Earnout Statement.
The Buyer’s and Sellers’ Representative will instruct the Accounting Firm that it is to accept the calculations in the Earnout Statements except to the extent that they were not prepared in accordance with this Section 2.7 (including the definition of Receiver Revenue) or contain mathematical errors.
The Earn-out Statements shall be prepared in accordance with UK GAAP.
The scope of the disputes to be resolved by the Accounting Firm will be limited to whether such Earnout Statements and calculations were prepared in accordance with this Section 1.05, and the Accounting Firm is not to make any other determination, including any determination as to whether U.S. GAAP was followed (except to the extent required by this Section 1.05).
The cost of preparing the Earn-out Statements shall be borne by Buyer.
All Platform Approval Statements and Earnout Statements shall control absent manifest error.
Buyer and Sellers shall each pay their own expenses of preparing and analyzing the Earn-out Statements, and resolving objections thereto.
NL thought this empowering was superfluous as there was no need for additional legislation.
Thus, it is on information and belief that the representations and calculations in the Earnout Statements delivered for 2016 and 2017 may have been false and the facts are peculiarly within the possession and control of the defendant.