Common use of Prepayments, Prebilled Invoices and Deposits Clause in Contracts

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the Subsidiaries.

Appears in 2 contracts

Samples: Escrow Agreement (Rsa Security Inc/De/), Agreement and Plan of Merger (Rsa Security Inc/De/)

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Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Security Dynamics Technologies Inc /De/), Agreement and Plan of Merger (Vitalworks Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(aSchedule 4.26(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary Companies as of the date hereof of this Agreement from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, delivered and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet October 31, 2007 Financial Statements, and will be properly accrued for in Net Working Capital as of the Closing Date, in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompanies.

Appears in 1 contract

Samples: Stock Purchase Agreement (Perkinelmer Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a3.31(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of and the date hereof Subsidiaries from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, delivered and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with UK GAAP applied on a consistent basis with the past practice of the Company and the Subsidiaries.

Appears in 1 contract

Samples: Stock Purchase Agreement (Parexel International Corp)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a2.30(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary and the Subsidiaries as of the date hereof of the close of business on July 22, 2011 from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, delivered and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the Subsidiaries.

Appears in 1 contract

Samples: Escrow Agreement (Brooks Automation Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a) of the Seller Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary Seller as of the date hereof from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet Financial Statement in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Corvel Corp)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a3.29(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof of this Agreement from customers for products to be shipped, or services to be performedperformed or other benefits to be provided, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, delivered and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 1 contract

Samples: Stock Purchase Agreement (Casella Waste Systems Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof Agreement Date from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gupton O Bruce)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a3.26(a) of the Company Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary and the Subsidiaries as of the date hereof of this Agreement from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, delivered and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the Subsidiaries.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Demandware Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a2.29(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits in excess of $10,000 that have been received by the Company or any Subsidiary as of the date hereof of this Agreement from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, delivered and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a basis consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (I Many Inc)

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Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a2.27(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Professional Detailing Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a2.25(a) of the Disclosure Schedule Letter sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof Agreement Date from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with UK GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 1 contract

Samples: Employee Agreement (Renaissance Solutions Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a2.27(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof Agreement Date from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 1 contract

Samples: Employment Agreement (Renaissance Solutions Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a2.29(a) of the Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof of this Agreement from customers for products to be shipped, or services to be performed, performed after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet in accordance with GAAP applied on a consistent basis with the past practice of the Company and the Subsidiariespractice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Xcarenet Inc)

Prepayments, Prebilled Invoices and Deposits. (a) Section 2.26(a2.27(a) of the Company Disclosure Schedule sets forth (i) all prepayments, prebilled invoices and deposits that have been received by the Company or any Subsidiary as of the date hereof from customers for products to be shipped, or services to be performed, after the Closing Date, and (ii) with respect to each such prepayment, prebilled invoice or deposit, (A) the party and contract credited, (B) the date received or invoiced, (C) the products and/or services to be delivered, and (D) the conditions for the return of such prepayment, prebilled invoice or deposit. All such prepayments, prebilled invoices and deposits are properly accrued for on the Most Recent Balance Sheet Financial Statement in accordance with GAAP applied on a consistent basis with the past practice of the Company and the SubsidiariesCompany.

Appears in 1 contract

Samples: Stock Purchase Agreement (Corvel Corp)

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