Prepaid Item definition

Prepaid Item means all of the Seller’s prepaid expenses, including but not limited to advances and deposits, relating to the Purchased Business;
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Prepaid Item means, to the extent with respect to any Acquired Asset or Assumed Liability, any: (1) rent, utility (unless and to the extent that Buyer shall be billed directly for post-Closing usage), Real Property Lease Tax, common area maintenance, marketing or advertising allocation or other similar amount paid or payable with respect to any Real Property Lease; (2) prepaid cost or expense, advance payment or similar prepayment; (3) charge or payment based on performance or possession under any lease (other than any Real Property Lease), service Contract, maintenance Contract, marketing or advertising Contract or similar Contract, in each case that is included within or under any Assumed Contract; or (4) other similar prepaid amount that is or was an obligation to any third party. In connection with the foregoing, Sellers will be given full credit for all amounts paid or otherwise satisfied by any Seller for which Buyer receives the benefit (including any prepaid amount that is an Acquired Asset). The Parties will use their commercially reasonable efforts to cause all providers of utility services to xxxx the applicable Seller for all costs owed by such Seller hereunder and to xxxx Buyer for all costs owed by Buyer hereunder (to the extent the Parties would be billed directly). At Closing, Buyer will pay to Sellers or Sellers will pay to Buyer (as applicable) an amount equal to 90% of Sellers’ good faith estimate of the Prepaid Items (other than the Prepaid Items described in clause (i)(1) above, as to which 100% shall be paid), as set forth on Exhibit 2.2. Thirty (30) days after Closing, Buyer will pay to Sellers or Sellers will pay to Buyer (as applicable) an amount to properly allocate such pro rated Prepaid Items under this Section 2.4(i) (net of the payment made pursuant to the preceding sentence), without interest, in cash, by wire transfer of immediately available funds.
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Prepaid Item is defined in Section 2.4(i).
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Examples of Prepaid Item in a sentence

  • The resulting Prepaid Item reported within the Lottery Fund totals $21.9 million at June 30, 2001.State Aid for Exempt Computers The Aid for Exempt Computers compensates local governments for tax base lost due to the property tax exemption for computers, software and related equipment.

  • The resulting Prepaid Item within the General Fund totals $20.7 million at June 30, 2001.

  • The resulting Prepaid Item reported within the Lottery Fund totals $27.0 million at June 30, 1995.

  • Schedule 1.4(c) hereto sets forth the Prepaid Item Amount as of the Original Agreement Date (the “Prepaid Item Estimate”) and those certain capital expenditure expenses that the Emerald Companies have incurred and for which the WCA Parties have agreed to reimburse the Emerald Parties (collectively, the “Reimbursed Expenses Amount”), including sufficient background detail regarding the basis for such amounts.

  • The resulting Prepaid Item within the General Fund totals $21.8 million at June 30, 2002.

  • Prepaid Item In anticipation of the integration with Horizon Public Health in 2015, the Health Service prepaid half of its contribution to Horizon Public Health’s beginning fund balance.

  • The resulting Prepaid Item reported within the Lottery Fund totals $29.6 million at June 30, 2006.

  • The resulting Prepaid Item within the General Fund totals $19.4 million at June 30, 2006.

  • The Sellers shall have 30 days from the date on which the Proposed Prepaid Item Certificate is delivered to review such Certificate.

  • If no such notice is received by the Buyers on or prior to the last day of such 30-day period, the Proposed Prepaid Item Adjustment Certificate shall be deemed accepted by the Sellers.

Related to Prepaid Item

  • Prepaid Expenses has the meaning set forth in Section 1.2(f).

  • Prepaid Installment With respect to any Mortgage Loan, any installment of principal thereof and interest thereon received prior to the scheduled due date for such installment, intended by the Mortgagor as an early payment thereof and not as a Prepayment with respect to such Mortgage Loan.

  • Prepaid contract means any Contract that has terminated or been prepaid in full prior to its scheduled expiration date (including because of a Casualty Loss), other than a Defaulted Contract.

  • Prepaid Monthly Payment Any Monthly Payment received prior to its scheduled Due Date, which is intended to be applied to a Mortgage Loan on its scheduled Due Date and held in the related Custodial Account for P&I until the Withdrawal Date following its scheduled Due Date.

  • Solicited Discounted Prepayment Response Date has the meaning set forth in Section 2.05(a)(v)(D)(1).

  • Amounts receivable by the Trust in a foreign currency shall be reported to the Evaluator who shall convert the same to U.S. dollars based on current exchange rates, in the same manner as provided in Section 4.01(b) or 4.01(c), as applicable, for the conversion of the valuation of foreign Equity Securities, and the Evaluator shall report such conversion with each Evaluation made pursuant to Section 4.01."

  • Discount Range Prepayment Response Date has the meaning set forth in Section 2.05(a)(v)(C)(1).

  • Interest Proceeds means, with respect to any Collection Period or the related Determination Date, without duplication, the sum of:

  • Specified Discount Prepayment Response Date has the meaning set forth in Section 2.05(a)(v)(B)(1).

  • Balance billing means charging or collecting an amount in excess of the Medicaid, Medicare, or contracted reimbursement rate for services covered under a Medicaid, Medicare or employer sponsored beneficiary’s plan. “Balance Billing” does not include charging or collecting deductibles or copayments and coinsurance required by the beneficiary’s plan.

  • Final Shared-Loss Recovery Month means the calendar month in which the tenth anniversary of the Commencement Date occurs.

  • Allocated Loan Amount means, for an Individual Property, the amount set forth on Schedule II attached hereto.

  • Merchant discount means the fee or negotiated discount charged to a merchant by the financial institution for the privilege of participating in a program whereby a credit card is accepted in payment for merchandise or services sold to the credit card holder.

  • Specified Discount Prepayment Response means the irrevocable written response by each Term Lender, substantially in the form of Exhibit K, to a Specified Discount Prepayment Notice.

  • Contract Item or “Contract Items” means the list of items identified in Section

  • Prepaid Rent means any payment of money to the landlord for a rent obligation not yet

  • Solicited Discounted Prepayment Amount has the meaning set forth in Section 2.05(a)(v)(D)(1).

  • BA Discount Proceeds means, in respect of any Bankers' Acceptance, an amount calculated on the applicable Drawdown Date which is (rounded to the nearest full cent, with one-half of one cent being rounded up) equal to the face amount of such Bankers' Acceptance multiplied by the price, where the price is calculated by dividing one by the sum of one plus the product of (i) the BA Discount Rate applicable thereto expressed as a decimal fraction multiplied by (ii) a fraction, the numerator of which is the term of such Bankers' Acceptance and the denominator of which is 365, which calculated price will be rounded to the nearest multiple of 0.001%.

  • Unpaid income tax means income tax due but not paid by the date the income tax is required to be paid under applicable law.

  • Advance Interest means the interest accrued on any Servicing Advance which is payable to the party that made that Servicing Advance, in accordance with the Lead Securitization Servicing Agreement.

  • Accounts Receivable means in respect of any Person, (a) all trade accounts and notes receivable and other rights to payment from customers and all security for such accounts or rights to payment, including all trade accounts receivable representing amounts receivable in respect of goods shipped or products sold or otherwise disposed of or services rendered to customers, (b) all other accounts and notes receivable and all security for such accounts or notes, and (c) any claim, remedy or other right relating to any of the foregoing.

  • Applied Loss Amount With respect to any Distribution Date, the amount, if any, by which (x) the aggregate Certificate Principal Amount of the Certificates after giving effect to all Realized Losses incurred with respect to the Mortgage Loans during the related Collection Period and distributions of principal on such Distribution Date, but before giving effect to any application of the Applied Loss Amount with respect to such date, exceeds (y) the Pool Balance for such Distribution Date.

  • Unpaid Interest Shortfalls Each of the Class A Unpaid Interest Shortfalls, the Class B-1 Unpaid Interest Shortfall, the Class B-2 Unpaid Interest Shortfall, the Class B-3 Unpaid Interest Shortfall, the Class B-4 Unpaid Interest Shortfall, the Class B-5 Unpaid Interest Shortfall and the Class B-6 Unpaid Interest Shortfall.

  • Prepaid means Payments or Deposits paid by You to a Travel Supplier for Travel Arrangements for Your Trip prior to Your actual or Scheduled Departure Date. Payments or Deposits for shore excursions, theater, concert or event tickets or fees, or sightseeing, if such arrangements are made during Your Trip and are to be used prior to the Scheduled Return Date of Your Trip, are not considered Prepaid as defined herein.

  • Disputed Item has the meaning set forth in Section 2.04(b).

  • Prepayment Account for any Class of Loans shall mean an account (which may include the Prepayment Account established under the Security Agreement) established by the Borrower with the Collateral Agent and over which the Collateral Agent shall have exclusive dominion and control, including the exclusive right of withdrawal for application in accordance with this subsection (viii). The Collateral Agent will, at the request of the Borrower, invest amounts on deposit in the Prepayment Account for any Class of Loans in Cash Equivalents that mature prior to the last day of the applicable Interest Periods of the Eurodollar Loans of such Class to be prepaid; provided, however, that (i) the Collateral Agent shall not be required to make any investment that, in its sole judgment, would require or cause the Collateral Agent to be in, or would result in any, violation of any Law, (ii) such Cash Equivalents shall be subjected to a First Priority Lien in favor of the Collateral Agent and (iii) if any Event of Default shall have occurred and be continuing, the selection of such Cash Equivalents shall be in the sole discretion of the Collateral Agent. The Borrower shall indemnify the Collateral Agent for any losses relating to such investments in Cash Equivalents so that the amount available to prepay Eurodollar Loans on the last day of the applicable Interest Periods is not less than the amount that would have been available had no investments been made pursuant thereto. Other than any interest or profits earned on such investments, the Prepayment Accounts shall not bear interest. Interest or profits, if any, on the investments in any Prepayment Account shall accumulate in such Prepayment Account until all outstanding Loans of any applicable Class with respect to which amounts have been deposited in the Prepayment Accounts have been prepaid in full, at which time so much thereof as is not required to make payment of the Senior Credit Obligations which have become due and payable (whether by scheduled maturity, acceleration or otherwise) shall be withdrawn by the Collateral Agent on the next Business Day following the day on which the Collateral Agent considers the funds deposited therein to be collected funds and disbursed to the Borrower or its order. If the maturity of the Loans has been accelerated pursuant to Section 8.02, the Administrative Agent may, in its sole discretion, cause the Collateral Agent to withdraw amounts on deposit in the Prepayment Account for the applicable Class of Loans and, subject to Section 8.03, apply such funds to satisfy the Senior Credit Obligations of the applicable Class or Classes.