Customers and Vendors. (a) Attached hereto as Schedule 3.18(a) is a complete and accurate list (the “Customer List”) of all of the Seller’s customers since January 1, 2015 (the “Customers”). All of the Seller’s right, title and interest in and to such Customers and the Customer List shall be transferred to the Buyer at the Closing. No Customer appearing on the Customer List has refused (or threatened to refuse) to continue to do business with the Seller or, to the Seller’s Knowledge, will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Customer prior to the Closing. There has been no Material Adverse Effect (during the twelve (12) months preceding the Effective Date) on the business relationship between the Seller and any Customer identified in Schedule 3.18(a). (b) Attached hereto as Schedule 3.18(b) is a complete and accurate list (the “Vendor List”) of all of the Seller’s vendors since January 1, 2015 (the “Vendors”). No Vendor appearing on the Vendor List has refused to (or threatened to refuse to) continue to do business with the Seller or, to the Seller’s Knowledge, will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Vendor prior to the Closing. There has been no Material Adverse Effect (during the twelve (12) months preceding the effective date) on the business relationship between the Seller and any Vendor identified on the Vendor List.
Appears in 1 contract
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)
Customers and Vendors. (a) Attached hereto as Schedule 3.18(a) is a complete and accurate list (the “Customer List”) of all of the Seller’s current customers since January 1, 2015 (the “Customers”). All Except as set forth on Schedule 3.18(a), all of the Seller’s right, title and interest in and to such Customers and the Customer List shall be transferred to the Buyer at the Closing. No Except as set forth on Schedule 3.18(a), to Seller’s Knowledge, no Customer appearing on the Customer List has refused (or threatened to refuse) to continue to do business with the Seller or, to the Seller’s Knowledge, or will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Customer prior to the Closing. There Except as set forth on Schedule 3.18(a) there has been no Material Adverse Effect (during the twelve (12) months preceding the Effective Date) on the business relationship between the Seller and any Customer identified in Schedule 3.18(a).
(b) Attached hereto as Schedule 3.18(b) is a complete and accurate list (the “Vendor List”) of all of the Seller’s vendors since January 1, 2015 Vendors (the “Vendors”). No To Seller’s Knowledge, no Vendor appearing on the Vendor List has refused to (or threatened to refuse to) continue to do business with the Seller or, to the Seller’s Knowledge, or will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Vendor prior to the Closing. There Except as set forth on Schedule 3.18(b) there has been no Material Adverse Effect (during the twelve (12) months preceding the effective date) on the business relationship between the Seller and any Vendor identified on the Vendor List.
Appears in 1 contract
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)
Customers and Vendors. (a) Attached hereto as Schedule 3.18(a) is a true, complete and accurate list (the “Customer List”) of all of the Seller’s customers since January 1, 2015 (the “Customers”). All of the Seller’s right, title and interest in and to such Customers and Customers, the Customer List and all other customer lists shall be transferred to the Buyer at the Closing. No Except as set forth on Schedule 3.18(a), neither Seller nor any of the Stockholders is aware of any Customer appearing on the Customer List that has refused (or threatened to refuse) to continue to do business with the Seller or, to the Seller’s Knowledge, or will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Customer prior to the Closing. There Except as set forth on Schedule 3.18(a) there has been no Material Adverse Effect (during the twelve (12) months preceding the Effective Date) Date on the business relationship between the Seller and any Customer identified in Schedule 3.18(a).
(b) Attached hereto as Schedule 3.18(b) is a complete true and accurate list (the “Vendor List”) of all of the Seller’s vendors since January 1, 2015 Vendors (the “Vendors”). No Seller is not aware of any Vendor appearing on the Vendor List that has refused to (or threatened to refuse to) continue to do business with the Seller or, to the Seller’s Knowledge, or will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Vendor prior to the Closing. There Except as set forth on Schedule 3.18(b) there has been no Material Adverse Effect (during the twelve (12) months preceding the effective date) date on the business relationship between the Seller and any Vendor identified on the Vendor List.
Appears in 1 contract
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)
Customers and Vendors. (a) Attached hereto as Schedule 3.18(a) is a true, complete and accurate list (the “Customer List”) of all of the Seller’s customers since January 1, 2015 (the “Customers”). All of the Seller’s right, title and interest in and to such Customers and Customers, the Customer List and all other customer lists shall be transferred to the Buyer at the Closing. No Except as set forth on Schedule 3.18(a), to Seller’s Knowledge, no Customer appearing on the Customer List has refused (or threatened to the Seller to refuse) to continue to do business with the Seller or, to the Seller’s Knowledge, or will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Customer prior to the Closing. There Except as set forth on Schedule 3.18(a) there has been no Material Adverse Effect (during the twelve (12) months preceding the Effective Closing Date) on the business relationship between the Seller and any Customer identified in Schedule 3.18(a).
(b) Attached hereto as Schedule 3.18(b) is a complete true and accurate list (the “Vendor List”) of all of the Seller’s vendors since January 1, 2015 Vendors (the “Vendors”). No To Seller’s Knowledge, no Vendor appearing on the Vendor List has refused to (or threatened to the Seller to refuse to) continue to do business with the Seller or, to the Seller’s Knowledge, or will refuse to do business with the Buyer after the Closing Date on the same terms and conditions as the Seller did business with such Vendor prior to the Closing. There Except as set forth on Schedule 3.18(b) there has been no Material Adverse Effect (during the twelve (12) months preceding the effective dateClosing Date) on the business relationship between the Seller and any Vendor identified on the Vendor List.
Appears in 1 contract
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)
Customers and Vendors. (a) Attached hereto as Schedule 3.18(a) is a complete and accurate list (the “Customer List”) of all of the Seller’s customers since January 1, 2015 (the “Customers”). All of the Seller’s right, title and interest in and to such Customers and the Customer List shall be transferred to the Buyer at the Closing. No Customer appearing on the Customer List has refused (or threatened to refuse) to continue to do business with the Seller (or, to the Seller’s Knowledge, will refuse to do business with the Buyer after the Closing Date Date) on the same terms and conditions as the Seller did business with such Customer prior to the Closing. There has been no Material Adverse Effect (during the twelve (12) months preceding the Effective Date) on the business relationship between the Seller and any Customer identified in Schedule 3.18(a).
(b) Attached hereto as Schedule 3.18(b) is a complete and accurate list (the “Vendor List”) of all of the Seller’s vendors since January 1, 2015 (the “Vendors”). No Vendor appearing on the Vendor List has refused to (or threatened to refuse to) continue to do business with the Seller (or, to the Seller’s Knowledge, will refuse to do business with the Buyer after the Closing Date Date) on the same terms and conditions as the Seller did business with such Vendor prior to the Closing. There has been no Material Adverse Effect (during the twelve (12) months preceding the effective date) on the business relationship between the Seller and any Vendor identified on the Vendor List.
Appears in 1 contract
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)
Customers and Vendors. (a) Attached hereto as Schedule 3.18(a) is a complete and accurate list (the “Customer List”) of all of the SellerCompany’s customers since January 1, 2015 (the “Customers”). All of the SellerCompany’s right, title and interest in and to such Customers and the Customer List shall be transferred to the Buyer at the Closing. No Customer appearing on the Customer List has refused (or threatened to refuse) to continue to do business with the Seller Company or, to the Seller’s Knowledge, will refuse to do business with the Buyer immediately after the Closing Date on the same terms and conditions as the Seller Company did business with such Customer immediately prior to the Closing. There has been no Material Adverse Effect (during the twelve (12) months preceding the Effective Date) on the business relationship between the Seller Company and any Customer identified in Schedule 3.18(a).
(b) Attached hereto as Schedule 3.18(b) is a complete and accurate list (the “Vendor List”) of all of the SellerCompany’s vendors since January 1, 2015 (the “Vendors”). No Vendor appearing on the Vendor List has refused to (or threatened to refuse to) continue to do business with the Seller Company or, to the Seller’s Knowledge, will refuse to do business with the Buyer immediately after the Closing Date on the same terms and conditions as the Seller Company did business with such Vendor immediately prior to the Closing. There has been no Material Adverse Effect (during the twelve (12) months preceding the effective dateEffective Date) on the business relationship between the Seller Company and any Vendor identified on the Vendor List.
Appears in 1 contract
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)