Juno 2012 Annual Report Download - page 95

Table of Contents
daily registrations, and the estimated rate of conversion of new subscribers to pay accounts, could significantly impact the estimated fair value of the
contingent consideration. We review and reassess the estimated fair value of the contingent consideration on a quarterly basis, and future fair value
estimates could differ from the initial estimate.
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Contractual obligations at December 31, 2012 were as follows (in thousands):
At December 31, 2012, we had liabilities for uncertain tax positions totaling $5.3 million, of which $0.2 million was included in other liabilities in
the contractual obligations table above and, at December 31, 2012, was expected to be due in less than one year. We are not able to reasonably estimate
when or if cash payments for long-term liabilities related to uncertain tax positions will occur.
Commitments under letters of credit at December 31, 2012 were scheduled to expire as follows (in thousands):
Letters of credit are maintained pursuant to certain of our lease arrangements. The letters of credit remain in effect at declining levels through the
terms of the related leases. Standby letters of credit are maintained by FTD to secure credit card processing activity and additional letters of credit are
maintained related to inventory purchases.
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In the ordinary course of business, we may provide indemnifications of varying scope and terms to customers, vendors, lessors, sureties and
insurance companies, business partners, and other parties with respect to certain matters, including, but not limited to, losses arising out of our breach of
such agreements, services to be provided by us, or from intellectual property infringement claims made by third parties. In addition, we have entered
into indemnification agreements with our directors and certain of our officers and employees that will require us, among other things, to indemnify them
against certain liabilities that may arise by reason of their status or service as directors, officers or employees. We have also agreed to indemnify certain
former officers, directors and employees of acquired companies in connection with the acquisition of such companies. We maintain director and officer
insurance, which may cover certain liabilities, including those arising from our obligation to indemnify our directors and certain of our officers and
employees, and former officers, directors and employees of acquired companies, in certain circumstances.
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Debt, including interest $ 310,606 $ 22,516 $ 22,793 $ 24,394 $ 240,903
Member redemption liability 21,479 17,157 4,322 — —
Noncancelable operating leases 24,840 11,688 8,828 3,793 531
Contingent consideration 8,561 3,899 4,662 — —
Purchase obligations 14,709 12,684 2,025 — —
Other liabilities 2,601 1,056 833 204 508
Total $ 382,796 $ 69,000 $ 43,463 $ 28,391 $ 241,942
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Letters of credit $ 1,731 $ 1,553 $ 16 $ — $ 162