Unearned Revenues Clause Samples
Unearned Revenues. The aggregate of all payments received prior to the Closing Date, in each case, with respect to ongoing liabilities and obligations of Sellers to provide products or services after the day prior to the Closing Date (including, without limitation, all customer advance payments, maintenance fees and the estimated value of all warranty obligations to be discharged or performed with respect to work performed or services rendered prior to the Closing Date) under any contract listed on Schedule 3.01(q) hereto, all of which payments and amounts have been identified and set forth by Sellers on Schedule 2.05
(a) (i) hereto;
Unearned Revenues. As of the Closing Date, the Company shall have as working capital an amount equal to (i) revenue derived from the Valuation Game Conference beginning on February 28, 2000, less the expenses paid by the Company relating to such conference, (ii) operating expenses of the Company for the month of February, 2000, plus (iii) any liabilities for unearned subscriptions, prepaid tickets and unfulfilled sponsorships of the Company. At least two (2) days prior to the Closing Date, the President or Chief Financial Officer of the Company shall deliver to the Purchaser a certificate to such effect, along with an estimated balance of the Company. 34 39 VII.
Unearned Revenues. Notwithstanding any provision hereof to the contrary, all Unearned Revenues that are attributable to the Legacy Contracts and Reseller Legacy Clients (as such terms are defined in the Reseller Agreement), shall continue to be held by Radiant as security for Enterprise’s obligation to perform the services or deliver the software associated with such Unearned Revenues. Promptly (but in any event, within five (5) Business Days) after receipt by Radiant of Notice from Enterprise that it has performed the services or delivered the software associated with such Unearned Revenues, together with such evidence of performance as shall be reasonably requested by Radiant (which may include customer confirmation), Radiant shall deliver to Enterprise an amount of cash in same day funds equal to such Unearned Revenues.
Unearned Revenues. The Seller shall promptly pay to the Purchaser any amounts received by the Seller (other than amounts received by the Seller in connection with any of the assets referred to in Section 1.2) and relating to services to be performed by the Purchaser after the Closing Date with respect to any customer or account or relating to time periods subsequent to the Effective Time on the Closing Date.
Unearned Revenues. Contracts
Unearned Revenues. Prepaid revenues, deposits or other advance payments received by the Company before Closing (collectively, “Unearned Revenues”) shall be included in the Company’s gross income for federal, state and local income Tax purposes in accordance with applicable provisions of Tax law, whether before or after the Closing Date.
Unearned Revenues. No customers of the Business have been billed, or have paid any amount, for any services, licenses or products that have not been performed or delivered by Seller. No amounts have been billed or collected by Seller related to any of the Assumed Liabilities.
Unearned Revenues. Notwithstanding any provision hereof to the contrary, all Unearned Revenues that are attributable to the Legacy Contracts and Reseller Legacy Clients (as such terms are defined in the Reseller Agreement), shall continue to be held by Radiant as security for Enterprise’s obligation to perform the services or deliver the software associated with such Unearned Revenues. Promptly (but in any event, within five (5) Business Days) after receipt by Radiant of Notice from Enterprise that it has performed the services or delivered the software associated with such Unearned Revenues, together with such evidence of performance as shall be reasonably requested by Radiant (which may include customer confirmation), Radiant shall deliver to Enterprise an amount of cash in same day funds equal to such Unearned Revenues; provided, that, as promptly as practical (but in any event, within ten (10) Business Days) upon the delayed transfer hereunder of any Legacy Contracts that are not Reseller Legacy Clients, Radiant shall deliver to Enterprise an amount of cash in same day funds equal to any remaining Unearned Revenues attributable thereto. Notwithstanding anything contained in this Section 2.3 to the contrary, Radiant shall not be required to pay Enterprise for any Unearned Revenues relating to hosting setup fees, Unearned Revenues relating to Consumer Price Index (CPI) deferrals, Unearned Revenues related to development services performed in advance of a software subscription agreement but deferred due to accounting standards, Unearned Revenues relating to the TOTAL and YUM! Brands agreements, or any HMS Unearned Revenues in excess of $134,000; provided, however, that Radiant shall make the payments to Enterprise described on Schedule 2.3 relating to the TOTAL and YUM! Brands agreements. In addition, promptly (but in any event, within ten (10) Business Days) following the Closing Date, Radiant shall deliver to Enterprise an amount of cash in same day funds equal to Radiant’s good faith estimate of all Unearned Revenues that are attributable to the Enterprise Contracts listed on Schedule 1.1.20(c) (other than Legacy Contracts and the YUM! Agreements). Promptly (but in any event, within five (5) Business Days) following confirmation of such actual Unearned Revenue amount, Radiant or Enterprise, as appropriate, shall make such payment to the other as necessary to adjust properly such estimate.