Premium Flow definition
Examples of Premium Flow in a sentence
Within sixty (60) calendar days of the Closing, Buyer shall cause the Company and the Subsidiaries to prepare and deliver to Seller a statement of the calculation of Baseline Premium Flow, together with the work papers related thereto.
Any such Baseline Objection Notice shall specify those items or amounts as to which Seller disagrees, and Seller shall be deemed to have agreed with all other items and amounts contained in Buyer’s calculation of the Baseline Premium Flow delivered pursuant to Section 3.4(a).
If Seller does not deliver a Baseline Objection Notice within such thirty (30) day period, then the Baseline Premium Flow for purposes of this Section 3.4 shall be deemed to be finally determined as set forth on Buyer’s calculation thereof.
Subject to the following, Buyer will make additional payments to Seller following the First Earn-out Period and the Second Earn-out Period conditioned upon the achievement of the Premium Flow “Compound Annual Growth Rate” thresholds specified below.
Buyer agrees to make available to Seller all books, records and personnel as Seller may reasonably request in connection with Seller’s review of such calculation of Baseline Premium Flow.
If Seller disagrees with Buyer’s calculation of the Baseline Premium Flow delivered pursuant to this Section 3.4(a), Seller shall, within thirty (30) calendar days after delivery thereof, deliver a written notice (the “Baseline Objection Notice”) to Buyer disagreeing with such calculation and setting forth Seller’s calculation of Baseline Premium Flow.
Seller shall also provide in the Baseline Objection Notice, the aggregate dollar amount of any adjustments Seller wishes to propose to the Baseline Premium Flow.