An earnout provision makes the purchase price (typically, some part of it) payable in the future dependent on the buyer's financial performance. Earnout provisions are contractual clauses within a purchase agreement that secure additional compensation to the seller after close.An earnout is a form of contingent, deferred consideration that is often utilized to reconcile a difference of opinions between the buyer and the seller. Remedies Provisions. An earn out agreement is a contractual agreement between the buyer and seller of a business that states that the seller will receive future payment(s). Part 3 of the life cycle of a deal series examines the logistics of drafting a purchase agreement for an acquisition, its key provisions and objectives. Ensure a successful asset acquisition with our detailed asset purchase agreement checklist, covering all critical steps from agreements to finalization.