XPRT » Topics » Earn Out Payment Computation

This excerpt taken from the XPRT 10-Q filed Nov 8, 2005.
Earn Out Payment Computation”).  The Earn Out Payment Computation will be final, conclusive and binding on the parties to this Agreement.  If the amount of the Earn Out Payment calculated under the Earn Out Payment Computation exceeds by more than 1% the amount of the Earn Out Payment calculated by Purchaser under the Earn Out Accounting, then Purchaser will be responsible for the costs of performing the Earn Out Payment Computation.  Otherwise, Seller will be responsible for the costs of the Earn Out Payment Computation.  If the amount of the Earn Out Payment calculated under the Earn Out Payment Computation exceeds the amount calculated under the Earn Out Accounting, then Purchaser will pay the difference to Seller, plus accrued interest on such difference at the Interest Rate from the date the Earn Out Payment was originally due, in accordance with the Delivery Instructions no later than five (5) days following receipt of the Earn Out Payment Computation.  If the amount of the Earn Out Payment Calculated under the Earn Out Payment Computation is less than the amount calculated under the Earn Out Accounting, then Seller will reimburse Purchaser for the difference no later than five (5) days following receipt of the Earn Out Payment Computation.

 

3.3.6                        Purchaser will provide corporate support services in support of the Operation as described in Schedule 3.3.6 (the “Corporate Support Services”)***.  If Purchaser fails to provide any of the Corporate Support Services, Seller will provide written notice to Purchaser of such failure, including a specific description of the service(s) not provided, and Purchaser will correct such failure within ten (10) business days following notice thereof.

 

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