Common use of Acceptance of Receivables Clause in Contracts

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue, offsets, and adjustments related to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchase. Such payment shall be the “Advance” with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “Purchased Receivable.” It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00).

Acceptance of Receivables. Except as specifically provided in Section 2.1 above, Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. , and Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%Eighty (80%) percent of the face amount of each receivable Buyer desires to purchasepurchase or such lesser percentage, net of deferred revenueif any, offsetsas the parties may agree in writing, and adjustments related if no such agreement is reached, Seller may withdraw in writing its offer to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchasesell a particular receivable. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” It " Except with respect to Restricted Receivables, it shall be a condition to each Advance that that: (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct in all material respects on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance, and (iii) the account debtor has been approved by the Buyer in writing. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables (including Restricted Receivables) outstanding at any time exceed Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Four Million Dollars ($1,000,000.004,000,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%80 (%) percent of the face ------ amount of each receivable Buyer desires to purchase, . Buyer will not net of out deferred revenue, offsets, and adjustments revenue related to each specific Account Debtor, provided, Buyer shall only pay if Seller maintains as of the last day of each quarter an adjusted Quick Ratio of at least 1.25 to Seller up to 65(%) percent for the initial purchase1.0. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Five MillionDollars FIVE HUNDRED THOUSAND DOLLARS ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00500,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%eighty percent (80%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue, offsets, revenue and adjustments offsets related to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchase. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct in all material respects on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Two Million Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.002,500,000) until one (the "Line Amount"), and Buyer shall have no obligation to make Advances in excess of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Two Million Dollars ($1,000,000.00)2,000,000) in the aggregate at any one time outstanding.

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable Receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivableReceivable. Upon acceptance by Buyer of all or any of the receivables Receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%) percent of the Advance Rate multiplied by the face amount of each receivable Receivable which Buyer desires to purchase, net of deferred revenue, offsets, revenue and adjustments offsets related to each specific Account Debtor. All such advances and other payments made by the Buyer, providedas described above, Buyer shall only pay to Seller up to 65(%) percent for the initial purchase. Such payment shall be the “an "Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the AdvanceReceivables. Upon Buyer’s 's acceptance of the receivable Receivable and payment to Seller of the Advance, the receivable Receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding anything herein to the foregoingcontrary, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Five MillionDollars ($5,000,000.00), provided howeverthe Facility Amount. Notwithstanding anything herein to the contrary, the aggregate amount outstanding balance of Advances under this Agreement Seller's Obligations (as defined herein) to Buyer shall not at no time exceed One Million Six Eight Hundred Thousand Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00800,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up a percentage, to 80(%) percent be established by Buyer in its sole and absolute discretion, and agreed to by Seller, of the face amount of each receivable Buyer desires to purchase, net . The acceptance by the Seller of deferred revenue, offsets, an Advance shall be deemed to be acceptance by Seller of the terms and adjustments related conditions established by the Buyer relating to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchasesuch Advance. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that that: (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in In no event shall the aggregate amount of all Purchased Receivables Advances outstanding at any time exceed Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Three Million Six Hundred Thousand Dollars ($1,600,000.00) 3,600,000.00). Notwithstanding the foregoing, until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered agreed to by the court on Buyer in writing, after the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealeddate hereof, the maximum aggregate amount of all Advances under this Agreement outstanding at any time shall not exceed One Two Million Dollars ($1,000,000.002,000,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%70(%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue, offsets, provided Seller deposits all the payments received from Buyer in its depository and adjustments related to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchaseoperating accounts held with Buyer. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Four Million Six Two Hundred Fifty Thousand Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.004,250,000).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%80 (%) percent of the face amount of each receivable Buyer desires to purchasepurchase (the "Advance Rate"). Notwithstanding the foregoing, net of deferred revenue, offsets, and adjustments related to each specific Account Debtor, provided, Buyer shall (i) effective only pay to Seller up to 65(%) percent for the initial purchaseAdvance, the Advance Rate shall be 90 (%) percent, and (ii) effective April 1, 1999 and continuing through June 30, 1999, the Advance Rate shall be 85 (%) percent. Effective July 1, 1999 and thereafter, the Advance Rate shall be 80 (%) percent. Such payment shall be the “"Advance” " with respect to such receivable. The initial Advance made to Seller pursuant to this Agreement shall be utilized to satisfy Seller's outstanding obligations to BankBoston, N. A. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand ONE MILLION FIVE HUNDRED THOUSAND AND NO/100**** Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.001,500,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 70(%) percent ----- (or 80(%) percent on receivables with terms of 30 days or less) of the face ----- amount of each receivable Buyer desires to purchase, net of deferred revenue, offsets, revenue and adjustments offsets related to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchase. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all (i) Purchased Receivables outstanding at any time exceed Five MillionDollars TWO MILLION FIVE HUNDRED THOUSAND DOLLARS ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.002,500,000) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or and (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not outstanding at any time exceed One Million Dollars ONE MILLION SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($1,000,000.001,750,000).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue, offsets, revenue and adjustments offsets related to each specific Account Debtor, providedprovided however, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer shall only pay may include deferred revenue in the eligible receivables Buyer desires to Seller up to 65(%) percent for the initial purchase. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Hundred Twelve Thousand Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00312,500.00).

Acceptance of Receivables. Buyer All purchases shall have no obligation be subject to the terms and conditions of this Agreement THE OBLIGATION OF AVALON TO PURCHASE ACCOUNTS FROM CLIENT IS DISCRETIONARY AND AVALON SHALL HAVE NO OBLIGATION TO PURCHASE ANY ACCOUNT FROM CLIENT, NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT. Avalon may decline to purchase any receivable listed on an Invoice TransmittalAccount submitted by Client for any reason or for no reason, without notice, regardless of any course of conduct or past purchases of Accounts by Avalon. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance Each purchase by Buyer Avalon shall be a true purchase with transfer of all legal and equitable title and shall not be deemed to be a loan agreement or any of the receivables described on any Invoice Transmittalsecured transaction. Client shall thereafter have no right, title or interest in or to Purchased Accounts or payments thereof, Upon acceptance, Buyer shall pay to Seller up to 80(%) percent the Advance Percentage of the face amount of each receivable Receivable Buyer desires to purchase, net of deferred revenue, offsets, and adjustments related to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchase. Such payment shall be the “"Advance” " with respect to such receivableReceivable, The purchase price of any Receivables purchased hereunder shall be the sum of the. Advance, plus any Reserve payable by Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “Purchased relating to such Receivable.” It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the The aggregate amount of all Purchased Receivables outstanding Advances shall not at any time exceed Five MillionDollars the lesser of $350000, ($5,000,000.00), provided however, the Maximum Credit) or an amount equal to the sum of all undisputed Purchased Receivables multiplied by the Advance Percentage. Seller shall not request and Buyer shall not make an Advance that would cause the resulting total of all Advances to exceed the foregoing limitation. In the event the aggregate outstanding Obligations shall at any time exceed the foregoing limitation, Seller shall immediately repay the Advances in the amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00)such excess.

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to the applicable Seller up to 80(%eighty percent (80%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue, offsets, revenue and adjustments offsets related to each specific Account Debtor, provided, Buyer shall only pay to Seller up to 65(%) percent for the initial purchase. Such payment shall be the “"Advance” " with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer’s 's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a “"Purchased Receivable.” " It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time (for both Sellers combined) exceed Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Thousand FIVE HUNDRED THOUSAND and NO/100 Dollars ($1,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00500,000.00).