Customer and Supplier Relationships. Schedule 2.1(g) lists all of the Suppliers of the County as of the date hereof, which Schedule 2.1(g) will be updated prior to the Closing to list all of the Suppliers as of the Closing Date. Except as set forth on Schedule 4.15, the County has not received any written notice from any Customer or Supplier regarding its intent to, or its attempt or threat to, cancel its Contract or its other relationship with the County or to substantially reduce its purchases from the County or its sales to the County, as the case may be, whether as a result of the transactions contemplated by this Agreement or otherwise. To the County’s Knowledge, the County is not engaged in any disputes with any Customer or Supplier the outcome of which could result in a Material Adverse Change.
Customer and Supplier Relationships. (a) Section 4.25(a) of the Disclosure Letter lists the ten (10) largest customers of the Acquired Companies for the fiscal years ended December 31, 2004 and December 31, 2005 and for the current fiscal year up to the Interim Financial Statements Date. To the Knowledge of Seller and the Acquired Companies and except as set forth on Section 4.25(a) of the Disclosure Letter, there are no facts or circumstances (including the consummation of the transactions contemplated hereby) that are likely to result in the loss of any one such customer or group of customers of any Acquired Company or a Material Adverse Change in the relationship of any Acquired Company with such a customer or group of customers.
(b) Section 4.25(b) of the Disclosure Letter lists the ten (10) largest suppliers of the Acquired Companies for the fiscal years ended December 31, 2004 and December 31, 2005 and for the current fiscal year up to the Interim Financial Statements Date. To the Knowledge of Seller and the Acquired Companies, there are no facts or circumstances (including the consummation of the transactions contemplated hereby) that are likely to result in the loss of any one such supplier or group of suppliers of any Acquired Company or a Material Adverse Change in the relationship of any Acquired Company with such a supplier or group of suppliers.
Customer and Supplier Relationships. Neither ACE*COMM nor any of the ACE*COMM Subsidiaries has received notice, or has knowledge, of any material disputes with any of ACE*COMM’s major customers or suppliers. Except as set forth in Section 4.20 of the ACE*COMM Disclosure Schedule, neither ACE*COMM nor any of the ACE*COMM Subsidiaries has any knowledge that any major customer or supplier doing business with ACE*COMM or any ACE*COMM Subsidiary does not intend to do so in the future.
Customer and Supplier Relationships. To Seller’s knowledge, Section 3.22 of the Disclosure Schedule contains a complete and accurate list of the top ten customers (by revenue) ranked by ability to ultimately direct the purchasing decision of the Control Business, the top ten customers (by revenue) ranked by ability to ultimately direct the purchasing decision of the Sensor Business, the top ten suppliers (by purchases) of the Control Business, and the top ten suppliers (by purchases) of the Sensor Business, in each case for the period from January 1, 2005 to the date hereof. No such customer or supplier within the last twelve months has canceled or otherwise terminated, or to the knowledge of the Seller, threatened to cancel or terminate, its relationship with the Business, and no such customer or supplier has during the last twelve months decreased materially or, to the knowledge of Seller, threatened to decrease or limit materially its business with the Business, in each case whether as a result of the transactions contemplated hereby or otherwise.
Customer and Supplier Relationships. Borrower does not have any knowledge of any intention or indication by a significant customer or significant supplier of a Loan Party that such significant customer or significant supplier intends to limit or alter or terminate its business relationship with any Loan Party, where such limitation, alteration or termination could have a Material Adverse Effect.
Customer and Supplier Relationships. Except as set forth on Schedule 6.18, no Credit Party has knowledge of any intention or indication of any significant customer, or significant supplier to terminate, limit or alter its business relationship with any Credit Party (whether as a result of the occurrence of the Acquisition or for any other matter), except to the extent that such termination, limitation or alteration could not reasonably be expected to have a Material Adverse Effect.
Customer and Supplier Relationships. Exhibit 3.1(p)(i) lists, as to the Sellers (in the aggregate), each customer that individually or with its affiliates was, based upon the sales, rental or lease revenues of the Sellers (in the aggregate) during the period consisting of the fiscal years ended October 31, 1993 through October 31, 1996, one of such Seller's 20 largest customers during such period (the "Principal Customers"). Exhibit 3.1(p)(ii) lists, as to the Sellers (in the aggregate), each supplier that individually or with its affiliates was, based upon the purchases of inventory or supplies by the Sellers (in the aggregate) during the period from January 1, 1996 through December 31, 1996, one of such Seller's 10 largest suppliers during such period (the "Principal Suppliers"). Each Seller has good commercial working relationships with its Principal Customers and Principal Suppliers and since November 1, 1994 no Principal Customer has, and since January 1, 1996 no Principal Supplier has, cancelled or otherwise terminated its relationship with such Seller, materially decreased or limited its purchases, rentals or leases from, or inventory or supplies supplied to, such Seller, or threatened to take any such action. The Sellers and the Shareholder have no basis to anticipate any problems with any Seller's customer, supplier or business relationships. No Principal Customer or Principal Supplier has any plans to reduce its purchases, rentals or leases from, or inventory or supplies supplied to, any Seller below levels prevailing since November 1, 1994 with respect to Principal Customers and since January 1, 1996 with respect to Principal Suppliers, and the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby will not adversely affect the relationship of any Seller with any Principal Customer or Principal Supplier prior to the Closing Date or of the Buyer with any Principal Customer or Principal Supplier after the Closing Date.
Customer and Supplier Relationships. (a) The Sellers have disclosed to the Buyer (or, with respect to classified information, to the Buyer's personnel with appropriate security clearances) all of (i) the names and addresses of each customer that ordered products or services from the Company with an aggregate purchase price that accounted for 3% or more of the total revenues of the Company in each of the last two (2) fiscal years of the Company and in the last fiscal period included in the Financial Statements and (ii) the total amount of revenues derived from each such customer during each such fiscal period.
(b) The Sellers have disclosed to the Buyer (i) the names and addresses of each of the ten suppliers from which the Company ordered the most raw materials, supplies or other products or services during each of the last two (2) fiscal years of the Company and (ii) the amount of purchases made by the Company from each such supplier during each such fiscal period.
(c) Since the Balance Sheet Date, the Company has not suffered any loss of good will or an adverse change in the relationship with any suppliers, customers, creditors, agents or others having business relationships with the Company, in each case, that materially and adversely affects the business operations or prospects of the Company. Except as set forth in Section 2.22(c) of the Sellers' Disclosure Letter, the Company has not been involved in any material controversy with any of its customers or suppliers. The Company has not been advised by any of its customers or suppliers that such customer or supplier was or is intending to terminate its relationship with the Company or would not continue to purchase supplies or services for future periods on account of any dissatisfaction with the Company's performance or due to the transactions contemplated hereby.
(d) All business placed by all employees or other agents of the Company in such capacity as employees or other agents of the Company has been placed in the name of the Company, and all fees and compensation on such business have been paid to and are the property of the Company.
Customer and Supplier Relationships. Except as set forth on SCHEDULE 3.21, since October 27, 1997, the Business has not lost, had a material disagreement with or experienced a material adverse change in its relationship with any material customer of or supplier to the Business, except for such losses, disagreements or adverse changes as could not reasonably be expected to have a Material Adverse Effect on the Business and Purchased Assets.
Customer and Supplier Relationships. No Loan Party has knowledge of any intention or indication by a customer or supplier of a Loan Party that such customer or supplier intends to limit or alter or terminate its business relationship with any Loan Party, where such limitation, alteration or termination could have a Material Adverse Effect.
