Tracy A. Belton ([email protected])

Earn-Outs and Other Forms of Contingent Consideration: Recent Delaware Decisions and Drafting Takeaways

In our July 2024 Advisory regarding Trifecta Multimedia Holdings Inc. v. WCG Clinical Services LLC, we noted the importance, in the earn-out context, of distinguishing between extra-contractual statements that may be treated as actionable representations and those that may be dismissed as mere “puffery,” and we highlighted the significance of clear anti-reli