Customers and Suppliers. (a) Section 4.14(a) of the Disclosure Schedules sets forth (i) each customer who is a party to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company. (b) Section 4.14(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which the Company has paid consideration to such supplier in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.)
Customers and Suppliers. (a) Section 4.14(a) of the Disclosure Schedules sets forth with respect to the Business (i) each customer who is a party to a Contract with the Company for goods or services pursuant to which such customer has paid aggregate consideration to the Company Seller for electricity or other electric utility services rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 1,000,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Company Seller has not received any written notice, and has no reason to believe, that any of its the Material Customers has ceased, or intends to cease after the Closing, to use its goods electricity or other electric utility services of the Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
(b) Section 4.14(b) of the Disclosure Schedules sets forth with respect to the Business (i) each supplier who is a party to a Contract with the Company whom Seller has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 2,000,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the Company Seller has not received any written notice, and has no reason to believe, that any of its the Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
Appears in 3 contracts
Samples: Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement (Chugach Electric Association Inc)
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.15(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which the Company has paid consideration to such supplier in an amount greater than or equal to One Hundred Seventy-Five Thousand Dollars ($100,00075,000) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to each Material Supplier during such periods. Except as set forth in Section 4.14(b3.15(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.)
Customers and Suppliers. (a) Section 4.14(aDisclosure Schedule 3.15(a) of the Disclosure Schedules sets forth contains (i) each customer who is a party has paid aggregate consideration to a Contract with the Company or a Subsidiary for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 25,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of the Disclosure SchedulesSchedule 3.15(a), the no Company Party has not received any notice, and has no reason to believe, notice that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Companyservices.
(b) Section 4.14(bDisclosure Schedule 3.15(b) of the Disclosure Schedules sets forth contains (i) each supplier who is a party to a Contract with the whom any Company Party has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 25,000 for each of the two (2) most recent fiscal years years, as well as each supplier of the Company affiliated with the Sellers or any members of the Sellers (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure SchedulesSchedule 3.15(b), the no Company Party has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or such Subsidiary or to otherwise terminate or materially reduce its relationship with the CompanyCompany or such Subsidiary.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Green Thumb Industries Inc.), Membership Interest Purchase Agreement
Customers and Suppliers. (ai) Section 4.14(a3.15(d)(i) of the Company Disclosure Schedules Letter sets forth (i) each customer who is a party has paid or agreed to a Contract with pay aggregate consideration to the Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 10,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid or agreed to be paid by each Material Customer during such periods. Except as set forth in provided on Section 4.14(a3.15(d)(i) of the Company Disclosure SchedulesLetter, the Company has not received any notice, and to the Company’s Knowledge it has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship or future orders with the Company.
(bii) Section 4.14(b3.15(d)(ii) of the Company Disclosure Schedules Letter sets forth (i) each supplier who is a party to a Contract with whom the Company has paid or agreed to pay consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 10,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to orders and purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the The Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship or future orders with the Company.
Appears in 2 contracts
Samples: Merger Agreement (White River Energy Corp.), Asset Purchase Agreement (White River Energy Corp.)
Customers and Suppliers. (a) Section 4.14(aSchedule 10.9(a) of sets forth, for the Disclosure Schedules sets forth 16-month period ending on 30 April 2016 (ia) each customer who is a party to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years Customer (collectively, the “Material Current Customers”)) and (b) the amount invoiced to each Customer; and (c) for the 24-month period ending on the Signing Date, all breaches committed, formal and informal notices of breach received, and penalties, liquidated damages or credits either (i) paid, accrued, or incurred with respect to such Customer, or (ii) alleged to be owed to such Customer. Neither the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Sellers nor any Group Company has not received any notice, and has no reason to believe, that any of its Material the Current Customers has ceased, or intends to cease after the Closing, to use its goods or the Group Companies’ services or to otherwise terminate or materially reduce its relationship with the CompanyGroup. Neither the Sellers nor any Group Company has received any written notice of a breach of any Contract with a Customer. No Customer has prepaid or otherwise paid any amount prior the date such payment is due under any Contract.
(b) Section 4.14(bSchedule 10.9(b) of the Disclosure Schedules sets forth (ia) each supplier who is a party to a Contract of the Group with the Company for goods or services pursuant to which the Company has paid consideration to such supplier in an amount greater annual order volume of more than or equal to One Hundred Thousand Dollars ($100,000) EUR 50,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (iib) the amount of consideration paid to purchases from each Material Supplier of such Suppliers during such periods. Except as set forth in Section 4.14(b) of Neither the Disclosure Schedules, the Sellers nor any Group Company has not received any notice, and has no reason to believe, that any of its Material the Suppliers has ceased, or intends to cease, to supply goods or services to the Company Group Companies or to otherwise terminate or materially reduce its relationship with the CompanyGroup Companies.
Appears in 2 contracts
Samples: Share and Partnership Interest Purchase Agreement, Share and Partnership Interest Purchase Agreement (Convergys Corp)
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand and No/100 Dollars ($75,00075,000.00) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.15(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which whom the Company has paid consideration to such supplier for goods or services rendered in an amount greater than or equal to One Hundred Seventy-Five Thousand and No/100 Dollars ($100,00075,000.00) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b3.15(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Denim LA, Inc.)
Customers and Suppliers. (a) Section 4.14(a) of the Disclosure Schedules sets forth with respect to the Business (i) each customer who is a party has paid aggregate consideration to a Contract with the Company Seller for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Fifty Thousand Dollars & 00/100 ($75,00050,000.00) for each of the two (2) most recent completed fiscal years year (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periodsperiod. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Company The Seller has not received any notice, and has no reason to believe, that any of its the Material Customers has ceased, or intends to cease after the Closing, to use its the goods or services of the Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
(b) Section 4.14(b) of the Disclosure Schedules sets forth with respect to the Business (i) each supplier who is a party to a Contract with whom the Company Seller has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Fifty Thousand Dollars & 00/100 ($100,00050,000.00) for each of the two (2) most recent completed fiscal years year (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periodsperiod. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the Company The Seller has not received any notice, and has no reason to believe, that any of its the Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
Appears in 2 contracts
Samples: Asset Purchase Agreement (VOXX International Corp), Asset Purchase Agreement (VOXX International Corp)
Customers and Suppliers. (a) Section 4.14(a3.14(a) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company Acquired Companies for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 200,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Neither Acquired Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Acquired Company.
(b) Section 4.14(b3.14(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the whom an Acquired Company has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 100,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the Neither Acquired Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Acquired Company or to otherwise terminate or materially reduce its relationship with the Acquired Company.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Air Industries Group), Stock Purchase Agreement (Cpi Aerostructures Inc)
Customers and Suppliers. (a) Section 4.14(a3.17(a)(i) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company or the Company Parent for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 2,500,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.17(a)(ii) of the Disclosure Schedules, neither the Company nor the Company Parent has not received any written or, to Sellers’ Knowledge, oral notice, and has no reason to believeother Knowledge, that any of its Material Customers has ceased, or intends to cease after the Closingcease, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company Parent (or, prior to the consummation of the Short-Form Merger, the Company).
(b) Section 4.14(b3.17(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with whom the Company or Company Parent has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 2,000,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) The Company Parent (or, prior to the consummation of the Disclosure SchedulesShort-Form Merger, the Company 55 Company) has not received any written or, to Sellers’ Knowledge, oral notice, and has no reason to believeother Knowledge, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Parent (or, prior to the consummation of the Short-Form Merger, the Company) or to otherwise terminate or materially reduce its relationship with the Company Parent (or, prior to the consummation of the Short-Form Merger, the Company).
Appears in 1 contract
Customers and Suppliers. (a) Section 4.14(a3.13(a) of the Disclosure Schedules sets forth (i) each customer who is a party to a Contract with which accounted for 10% or more of the Company for goods or services pursuant to which such customer has paid consideration to the Company Company’s revenue in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.13(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.13(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with which accounted for 10% or more of the Company for goods or services pursuant to which the Company has paid consideration to such supplier Company’s total purchases in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b3.13(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Customers and Suppliers. (a) Section 4.14(a2.22 (a) of the Company Disclosure Schedules sets forth (i) each customer who is a party to a Contract with which accounted for 10% or more of the Company for goods or services pursuant to which such customer has paid consideration to the Company Company’s revenue in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth otherwise provided in Section 4.14(a2.22 (a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b2.22(b) of the Company Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with which accounted for 10% or more of the Company for goods or services pursuant to which the Company has paid consideration to such supplier Company’s total purchases in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth otherwise provided in Section 4.14(b2.22 (b) of the Company Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Merger Agreement (EZRaider Co.)
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party to a Contract with the twenty (20) largest customers of the Company for (based on the value of the goods or services pursuant to which purchased by such customer has paid consideration to during the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years year) (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periodsperiod. Except as set forth in Section 4.14(a3.15(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party the twenty (20) largest suppliers to a Contract with the Company for goods or services pursuant to which (based on the Company has paid consideration to value of purchases from such supplier in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) for each of suppliers during the two (2) most recent fiscal years year) (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b3.15(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
(c) Xxxxxxxx does not have, nor has it ever had, any customers or suppliers.
Appears in 1 contract
Samples: Stock Purchase Agreement (Nuverra Environmental Solutions, Inc.)
Customers and Suppliers. (a) Section 4.14(a3.22(a) of the Company Disclosure Schedules Letter sets forth (i) each customer who is a party to a Contract with the top thirty customers of the Company for goods or services pursuant to which such customer has based on aggregate consideration paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.22(a) of the Company Disclosure SchedulesLetter, the Company has not received any noticenotice (in writing, and has no reason including by e-mail to believethe Company’s legal department, or otherwise in accordance with the terms of any applicable contract with the Material Customer), that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.22(b) of the Company Disclosure Schedules Letter sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which whom the Company has paid consideration to such supplier for goods or services rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 50,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b3.22(b) of the Company Disclosure SchedulesLetter, the Company has not received any noticenotice (in writing, and has no reason including by e-mail to believethe Company’s legal department, or otherwise in accordance with the terms of any applicable contract with the Material Supplier), that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand and No/100 Dollars ($75,00075,000.00) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.15(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company..
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which whom the Company has paid consideration to such supplier for goods or services rendered in an amount greater than or equal to One Hundred Seventy-Five Thousand and No/100 Dollars ($100,00075,000.00) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b3.15(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.)
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party to a Contract with the twenty (20) largest customers of the Company (based on the amount paid for goods or services pursuant to which such customer has paid consideration to rendered by the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000Company) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Company No Seller Party has not received any notice, and has no nor does any Seller Party have any reason to believe, that any of its the Company’s Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party the twenty (20) largest suppliers to a Contract with the Company (based on the amount paid for goods or services pursuant rendered to which the Company has paid consideration to such supplier in an amount greater than or equal to One Hundred Thousand Dollars ($100,000Company) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the Company No Seller Party has not received any notice, and has no nor does any Seller Party have any reason to believe, that any of its the Company’s Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Nuverra Environmental Solutions, Inc.)
Customers and Suppliers. (a) Section 4.14(aSchedule 3.22(a) of the Disclosure Schedules sets forth a true and complete list of (i) each customer who is a party has paid aggregate consideration to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 100,000 for each of the two (2) most recent fiscal years year ended December 31, 2017 and the eight months ended August 31, 2018 (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(aSchedule 3.22(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its the Material Customers has ceased, or intends to cease after the Closing, to use its the goods or services of the Company or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(bSchedule 3.22(b) of the Disclosure Schedules the sets forth with respect to the Company (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which whom the Company has paid consideration to such supplier for goods or services rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 100,000 for each of December 31, 2017 and the two (2) most recent fiscal years eight months ended August 31, 2018 (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(bSchedule 3.22(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its the Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company business or to otherwise terminate or materially reduce its relationship with the Companybusiness.
Appears in 1 contract
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company Group for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five One Hundred Thousand Dollars ($75,000) 100,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the The Company Group has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the CompanyCompany Group.
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with whom the Company Group has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 100,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the The Company Group has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Group or to otherwise terminate or materially reduce its relationship with the CompanyCompany Group.
Appears in 1 contract
Customers and Suppliers.
(a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.15(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company..
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which the Company has paid consideration to such supplier in an amount greater than or equal to One Hundred Seventy-Five Thousand Dollars ($100,00075,000) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to each Material Supplier during such periods. Except as set forth in Section 4.14(b3.15(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company..
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.)
Customers and Suppliers. (a) Section 4.14(a4.13(a) of the Disclosure Schedules sets forth with respect to the Business (i) each customer who is a party has paid aggregate consideration to a Contract with the Company Sellers for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars FIFTY THOUSAND DOLLARS ($75,00050,000.00) for each of the two (2) most recent fiscal years (collectively, the “"Material Customers”"); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a4.13(a) of the Disclosure Schedules, the Company has Sellers have not received any noticewritten notice from such Material Customers, and has no reason to believe, that any of its the Material Customers has ceased, or intends to cease after the Closing, to use its the goods or services of the Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
(b) Section 4.14(b4.13(b) of the Disclosure Schedules sets forth with respect to the Business (i) each supplier who is a party to a Contract with the Company whom Sellers have paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars FIFTY THOUSAND DOLLARS ($100,00050,000.00) for each of the two (2) most recent fiscal years (collectively, the “"Material Suppliers”"); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the Company has Sellers have not received any noticewritten notice from such Material Suppliers, and has no reason to believe, that any of its the Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
Appears in 1 contract
Samples: Asset Purchase Agreement (Addvantage Technologies Group Inc)
Customers and Suppliers. (a) Section 4.14(a) of the Disclosure Schedules sets forth with respect to the Business (i) each customer who is a party of Scepter for which total sales to a Contract with the Company for such customer of goods or services pursuant to which such customer has paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars (exceeds $75,000) 500,000.00 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the aggregate amount of consideration paid by sales to each Material Customer during such periods. Except To the Knowledge of Sellers, except as set forth in Section 4.14(a) of the Disclosure Schedules, the Company Scepter has not received any notice, and has no reason to believe, that any of its the Material Customers has ceased, or intends to cease after the Closing, to use its the goods or services of the Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
(b) Section 4.14(b) of the Disclosure Schedules sets forth with respect to the Business (i) each supplier who is a party to a Contract with the Company for from whom Scepter has purchased goods or services pursuant to which the Company has paid consideration to such supplier in an aggregate amount greater than or equal to One Hundred Thousand Dollars (exceeding $100,000) 500,000.00 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases made by Scepter from each Material Supplier during such periods. Except To the Knowledge of Sellers, except as set forth in Section 4.14(b) of the Disclosure Schedules, the Company Scepter has not received any notice, and has no reason to believe, that any of its the Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
Appears in 1 contract
Customers and Suppliers. (a) DS Section 4.14(a4.21(a) of the Disclosure Schedules sets forth (ia) each customer who is a party has paid aggregate consideration to a Contract with the any Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars $250,000 ($75,000i) for each of the two Company's fiscal year ended December 31, 2017 and (2ii) most recent fiscal years for the 11 months ended November 30, 2018 (collectively, the “"Material Customers”"); and (iib) the amount of consideration paid by each Material Customer during each of such two periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Neither Company has not received any notice, and has no reason to believe, written notice that any of its Material Customers has has, and, to Sellers' Knowledge none of any of its Material Customers has, ceased, or intends to cease after the Closing, to use its goods, products or services or to otherwise terminate or, except for fluctuations expected in the ordinary course of business, materially reduce its relationship with either Company.
(b) DS Section 4.21(b) sets forth (a) each supplier to whom either Company has paid consideration for goods or services rendered in an amount greater than $250,000 (i) for the Company's fiscal year ended December 31, 2017 and (ii) for the 11 months ended November 30, 2018 (collectively, the "Material Suppliers"); and (b) the amount of purchases from each Material Supplier during each of such two periods. Neither Company has received any written notice that any of its Material Suppliers has ceased, nor to Sellers' Knowledge intends to cease after the Closing, to supply goods, products or services to any Company, or to otherwise terminate or materially reduce its relationship with the either Company.
(b) Section 4.14(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which the Company has paid consideration to such supplier in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to each Material Supplier during such periods. Except as set forth in Section 4.14(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Share Purchase Agreement (Vse Corp)
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party to a Contract with the of either Company for which total sales to such customer of goods or services pursuant to which such customer has paid consideration to of the Company in an amount greater than or equal to Seventy-Five Thousand Dollars (exceeds $75,000) 100,000.00 for each of the two (2) most recent fiscal years year (collectively, the “Material Customers”); and (ii) the aggregate amount of consideration paid by sales to each Material Customer during such periodsperiod. Except To the Seller’s Knowledge, except as set forth in Section 4.14(a3.15(a) of the Disclosure Schedules, the neither Company has not received any notice, and has no any reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the such Company.
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the from whom either Company for has purchased goods or services pursuant to which the Company has paid consideration to such supplier in an aggregate amount greater than or equal to One Hundred Thousand Dollars (exceeding $100,000) 100,000.00 for each of the two (2) most recent fiscal years year (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases made by each Company from each Material Supplier during such periods. Except To the Seller’s Knowledge, except as set forth in Section 4.14(b3.15(b) of the Disclosure Schedules, the neither Company has not received any notice, and has no any reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the such Company or to otherwise terminate or materially reduce its relationship with the such Company.
Appears in 1 contract
Customers and Suppliers. (a) Section 4.14(a3.14(a) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 75,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of Since the Disclosure SchedulesInterim Balance Sheet Date, the Company has not received any written notice (or to Seller’s Knowledge, any oral notice), and to Seller’s Knowledge has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.14(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which whom the Company has paid consideration to such supplier for goods or services rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 50,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of Since the Disclosure SchedulesInterim Balance Sheet Date, the Company has not received any written notice (or to Seller’s Knowledge, any oral notice), and to Seller’s Knowledge has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.)
Customers and Suppliers. (a) Section 4.14(a3.15(a) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 100,000 for each at least one of the two (2) most recent fiscal years (collectively, the “"Material Customers”"); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a3.15(a) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.15(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company’s top 25 suppliers based upon the amount of consideration the Company has paid to such suppliers for goods or services pursuant to which rendered for the Company has paid consideration to such supplier in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) for each of the two (2) most recent fiscal years year (collectively, the “"Material Suppliers”"); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periodsperiod. Except as set forth in Section 4.14(b3.15(b) of the Disclosure Schedules, the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Turning Point Brands, Inc.)
Customers and Suppliers. (a) Section 4.14(a) of the Disclosure Schedules sets forth with respect to the Business: (i) each customer who is a party to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to ten largest customers of the Company in an Business by dollar amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two three (23) most recent fiscal financial years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such these periods. Except as set forth in Section 4.14(a) of the Disclosure Schedules, the Company Vendor has not received any notice, and has no reason to believe, that any of its the Material Customers has ceased, or intends to cease after the Closing, to use its the goods or services or to otherwise terminate or materially reduce its relationship with of the CompanyBusiness.
(b) Section 4.14(b) of the Disclosure Schedules sets forth a complete and accurate list of all customer deposits currently held by the Vendor relating to any Projects, and: (i) the customer’s name, (ii) dollar value of such customer deposit, (iii) the Project to which the customer deposit relates.
(c) Section 4.14(c) of the Disclosure Schedules sets forth with respect to the Business: (i) each supplier who is a party to a Contract with whom the Company Vendor has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 100,000 for each of the two three (23) most recent fiscal financial years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such these periods. Except as set forth in Section 4.14(b4.14(c) of the Disclosure Schedules, the Company Vendor has not received any notice, and has no reason to believe, that any of its the Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
Appears in 1 contract
Samples: Asset Purchase Agreement (Apogee Enterprises, Inc.)
Customers and Suppliers. (a) Section 4.14(aSchedule 3.13(a) of the Disclosure Schedules sets forth (i) the Company’s top twenty (20) customers, in each customer who is a party cased based on Dollar sales volume, for the period of January 1, 2020 to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years April 30, 2021 (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods; and (iii) a list of any incentive, discount, refund, rebate, credit, or other practice allowance policies with respect to such Material Customers (whether for any past, current or future period). Except as otherwise set forth in Section 4.14(a) of the Disclosure Scheduleson Schedule 3.13(a), the Company has not received any notice, and has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its the Company’s goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(bSchedule 3.13(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which whom the Company has paid consideration to such supplier for goods or services rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 100,000 for each of the two (2) most recent fiscal years twelve (12) month periods in the trailing twenty-four (24) month period ending on the date of this Agreement (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periodsperiod. Except as otherwise set forth in Section 4.14(b) of the Disclosure Scheduleson Schedule 3.13(b), the Company has not received any notice, and has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Bridgeline Digital, Inc.)
Customers and Suppliers. (a) Section 4.14(a3.14(a) of the Disclosure Schedules sets forth (i) each customer who is a party has paid aggregate consideration to a Contract with the Company for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) CHF 75,000 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) of Since the Disclosure SchedulesInterim Balance Sheet Date, the Company has not received any written notice (or to Seller’s Knowledge, any oral notice), and to Seller’s Knowledge has no reason to believe, that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services or to otherwise terminate or materially reduce its relationship with the Company.
(b) Section 4.14(b3.14(b) of the Disclosure Schedules sets forth (i) each supplier who is a party to a Contract with the Company for goods or services pursuant to which whom the Company has paid consideration to such supplier for goods or services rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) CHF 75,000 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b) of Since the Disclosure SchedulesInterim Balance Sheet Date, the Company has not received any written notice (or to Seller’s Knowledge, any oral notice), and to Seller’s Knowledge has no reason to believe, that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.)
Customers and Suppliers. (a) Section 4.14(a4.13(a) of the Disclosure Schedules sets forth with respect to the Business (i) each customer who is a party has paid aggregate consideration to a Contract with the Company Seller or an Acquired Entity for goods or services pursuant to which such customer has paid consideration to the Company rendered in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) 50,000.00 for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a4.13(a) of the Disclosure Schedules, the Company no Seller or any Acquired Entity has not received any notice, and or has no any reason to believe, that any of its the Material Customers has ceased, or intends to cease after the Closing, to use its the goods or services of the Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
(b) Section 4.14(b4.13(b) of the Disclosure Schedules sets forth with respect to the Business (i) each supplier who is a party to a Contract with the Company whom Seller or any Acquired Entity has paid consideration for goods or services pursuant to which the Company has paid consideration to such supplier rendered in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) 50,000.00 for each of the two (2) most recent fiscal years (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periods. Except as set forth in Section 4.14(b4.13(b) of the Disclosure Schedules, the Company no Seller or any Acquired Entity has not received any notice, and or has no any reason to believe, that any of its the Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company Business or to otherwise terminate or materially reduce its relationship with the CompanyBusiness.
Appears in 1 contract
Samples: Asset Purchase Agreement (Hunt J B Transport Services Inc)
Customers and Suppliers. (a) Section 4.14(aSchedule 3.14(a) of the Company Disclosure Schedules Schedule sets forth (i) each customer who is a party to a Contract with the top twenty (20) customers of the Company and its Subsidiaries by volume of sales to such customers for goods or services pursuant to which such customer has paid consideration to the Company in an amount greater than or equal to Seventy-Five Thousand Dollars ($75,000) for each of the two (2) most recent fiscal years (collectively, the “Material Customers”); and (ii) the amount of consideration paid by each Material Customer during such periods. Except as set forth in Section 4.14(a) each of the Disclosure Schedules, two (2) most recent fiscal years. Neither the Company nor any Company Subsidiary has not received any notice, and has no reason to believe, written notice that any of its Material Customers has ceased, or intends to cease after the Closing, to use its goods or services services, including the license of Company Software, or to otherwise terminate or materially reduce its relationship with the CompanyCompany or any Company Subsidiary.
(b) Section 4.14(bSchedule 3.14(b) of the Company Disclosure Schedules Schedule sets forth (i) each supplier who is a party to a Contract with the top twenty (20) suppliers of the Company for goods or services pursuant to which the Company has and its Subsidiaries by consideration paid consideration to such supplier in an amount greater than or equal to One Hundred Thousand Dollars ($100,000) suppliers for each of the two (2) most recent fiscal years year (collectively, the “Material Suppliers”); and (ii) the amount of consideration paid to purchases from each Material Supplier during such periodseach of the two (2) most recent fiscal years. Except as set forth in Section 4.14(bon Schedule 3.14(b) of the Company Disclosure SchedulesSchedule, neither the Company or nor any Company Subsidiary has not received any notice, and has no reason to believe, written notice that any of its Material Suppliers has ceased, or intends to cease, to supply goods or services to the Company or any Company Subsidiary or to otherwise terminate or materially reduce its relationship with the CompanyCompany or any Company Subsidiary.
Appears in 1 contract