Annual report pursuant to Section 13 and 15(d)

12. Due to RootAxcess Seller

v3.3.1.900
12. Due to RootAxcess Seller
12 Months Ended
Dec. 31, 2015
Due To Rootaxcess Seller  
12. Due to RootAxcess Seller

In connection with the purchase of assets of RootAxcess, the Company held back $0.7 million against potential claims arising from breaches of representation and warranties. Of such amount, $0.4 million is to be paid to the seller in six equal monthly installments of $66,667 on the three, six, nine, twelve, fifteen and eighteen month anniversary of the closing date.  In addition, the Company held back $0.3 million to be paid in three equal installments of $100,000 on each of the twelve, fifteen, and eighteen month anniversary of the closing date.  To the extent there is a unresolved claim notice pending (as defined in the asset purchase agreement), the monthly installment payable to seller immediately following the delivery of such claim notice may at the Company’s reasonable discretion be reduced by the amount in dispute under the claim notice and such amount will continue to be held by us until resolved, at which point, the Company will disburse the withheld amount in accordance with such resolution.

 

On December 31, 2015, the Company made a payment of $66,667 to the sellers in connection with the terms of the holdback agreement.