Sometimes, the buyer wants to put the growth potential on you. That means an earnout—best to explain by example. You have a goal of a 15% improvement in profit before taxes each of the next 5 years. You get $1,000,000 in year 1 if you achieve this goal and $1,200,000 in year 2, and so on.

Great idea, but the accounting can get in the way. And, I guarantee they will want their person to be the accountant. One more agreement amongst a lot of documents—this one has to be tightly defined and we know how to do that.