Common use of Independence of Earn-out Payments Clause in Contracts

Independence of Earn-out Payments. Buyer's obligation to pay each of the Earn-out Payments to the Members in accordance with Section 2.12(a) is an independent obligation of Buyer and is not otherwise conditioned or contingent upon the satisfaction of any conditions precedent to any preceding or subsequent Earn-out Payment and the obligation to pay an Earn-out Payment to the Members shall not obligate Buyer to pay any preceding or subsequent Earn-out Payment. For the avoidance of doubt and by way of example, if the conditions precedent to the payment of the Earn-out Payment for the first Calculation Period are not satisfied, but the conditions precedent to the payment of the Earn-out Payment for the second Calculation Period are satisfied, then Buyer would be obligated to pay such Earn-out Payment for the second Calculation Period for which the corresponding conditions precedent have been satisfied, and not any Earn-out Payment for the first Calculation Period.

Appears in 1 contract

Samples: Asset Purchase Agreement (HOOKER FURNISHINGS Corp)

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Independence of Earn-out Payments. Buyer's obligation to pay each of the Earn-out Payments to the Members Seller in accordance with Section 2.12(a7.01(a) is an independent obligation of Buyer and is not otherwise conditioned or contingent upon the satisfaction of any conditions precedent to any preceding or subsequent Earn-out Payment and the obligation to pay an Earn-out Payment to the Members Seller shall not obligate Buyer to pay any preceding or subsequent Earn-out Payment. For the avoidance of doubt and by way of example, if the conditions precedent to the payment of the First Earn-out Payment for the first Calculation Period are not satisfied, but the conditions precedent to the payment of the First Earn-out Payment for the second Calculation Period are satisfied, then Buyer would be obligated to pay such First Earn-out Payment for the second Calculation Period for which the corresponding conditions precedent have been satisfied, and not any the Earn-out Payment for the first Calculation Period.

Appears in 1 contract

Samples: Employment Agreement (R F Industries LTD)

Independence of Earn-out Payments. Buyer's ’s obligation to pay each of the Earn-out Payments to the Members Seller in accordance with Section 2.12(a2.01(a) is an independent obligation of Buyer and is not otherwise conditioned or contingent upon the satisfaction of any conditions precedent to any preceding or subsequent Earn-out Payment and the obligation to pay an Earn-Earn- out Payment to the Members Seller shall not obligate Buyer to pay any preceding or subsequent Earn-out Payment. For the avoidance of doubt and by way of example, if the conditions precedent to the payment of the Earn-out Payment for the first Calculation Period are not satisfied, but the conditions precedent to the payment of the Earn-out Payment for the second Calculation Period are satisfied, then Buyer would be obligated to pay such Earn-out Payment for the second Calculation Period for which the corresponding conditions precedent have been satisfied, and not any the Earn-out Payment for the first Calculation Period.

Appears in 1 contract

Samples: Stock Purchase Agreement (Edison Nation, Inc.)

Independence of Earn-out Payments. Subject to Section 8.04(c), Buyer's obligation to pay each of the Earn-out Payments to the Members Sellers in accordance with Section 2.12(a2.06(a) is an independent obligation of Buyer and is not otherwise conditioned or contingent upon the satisfaction of any conditions precedent to any preceding or subsequent Earn-out Payment and the obligation to pay an Earn-out Payment to the Members Sellers shall not obligate Buyer to pay any preceding or subsequent Earn-out Payment. For the avoidance of doubt and by way of example, if the conditions precedent to the payment of the Earn-out Payment for the first Calculation Period are not satisfied, but the conditions precedent to the payment of the Earn-out Payment for the second Calculation Period are satisfied, then Buyer would be obligated to pay such Earn-out Payment for the second Calculation Period for which the corresponding conditions precedent have been satisfied, and not any the Earn-out Payment for the first Calculation Period.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synalloy Corp)

Independence of Earn-out Payments. Buyer's ’s obligation to pay each of the Earn-out Payments to the Members Sellers in accordance with Section 2.12(a2.08(a) is an independent obligation of Buyer and is not otherwise conditioned or contingent upon the satisfaction of any conditions precedent to any preceding or subsequent Earn-out Payment and the obligation to pay an Earn-out Payment to the Members Sellers shall not obligate Buyer to pay any preceding or subsequent Earn-out Payment. For the avoidance of doubt and by way of example, if the conditions precedent to the payment of the Earn-out Payment for the first Calculation Period are not satisfied, but the conditions precedent to the payment of the Earn-out Payment for the second Calculation Period are satisfied, then Buyer would be obligated to pay such Earn-out Payment for the second Calculation Period for which the corresponding conditions precedent have been satisfied, and not any satisfied despite the fact that the Earn-out Payment for the first Calculation PeriodPeriod has not yet been paid by Xxxxx.

Appears in 1 contract

Samples: Escrow Agreement (LIVE VENTURES Inc)

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Independence of Earn-out Payments. Buyer's ’s obligation to pay each of the Earn-out Payments to the Members Seller in accordance with Section 2.12(a2.07(a) is an independent obligation of Buyer and is not otherwise conditioned or contingent upon the satisfaction of any conditions precedent to any preceding or subsequent Earn-out Payment and the obligation to pay an Earn-out Payment to the Members Seller shall not obligate Buyer to pay any preceding or subsequent Earn-out Payment. For the avoidance of doubt and by way of example, if the conditions precedent to the payment of the Earn-out Payment for the first Calculation Period are not satisfied, but the conditions precedent to the payment of the Earn-out Payment for the second Calculation Period are satisfied, then Buyer would be obligated to pay such Earn-out Payment for the second Calculation Period for which the corresponding conditions precedent have been satisfied, and not any the Earn-out Payment for the first Calculation Period.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synalloy Corp)

Independence of Earn-out Payments. Buyer's ’s obligation to pay each of the Earn-out Payments to the Members Seller in accordance with Section 2.12(a1.05(b) is an independent obligation of Buyer and is not otherwise conditioned or contingent upon the satisfaction of any conditions precedent to any preceding or subsequent Earn-out Payment and the obligation to pay an Earn-out Payment to the Members Seller shall not obligate Buyer to pay any preceding or subsequent Earn-out Payment. For the avoidance of doubt and by way of example, if the conditions precedent to the payment of the Earn-out Payment for the first Calculation Period are not satisfied, but the conditions precedent to the payment of the Earn-out Payment for the second Calculation Period are satisfied, then Buyer would be obligated to pay such Earn-out Payment for the second Calculation Period for which the corresponding conditions precedent have been satisfied, and not any the Earn-out Payment for the first Calculation Period.

Appears in 1 contract

Samples: Asset Purchase Agreement (CUI Global, Inc.)

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