Common use of Customers; Suppliers Clause in Contracts

Customers; Suppliers. (a) Section 3.30(a) of the Company Disclosure Letter sets forth a list of the 10 largest customers of the Company and its Subsidiaries (determined on the basis of aggregate revenues recognized by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 (each, a “Company Material Customer”)). Neither the Company nor any of its Subsidiaries has any outstanding material disputes concerning Company Products with any Company Material Customer. As of the date of this Agreement, neither the Company nor any Subsidiary of the Company has received written notice from any Company Material Customer that (i) such customer shall not continue as a customer of the Company (or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) such customer intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or Parent), or (iii) to the Knowledge of the Company, such customer has been threatened with bankruptcy or insolvency. (b) Section 3.30(b) of the Company Disclosure Letter sets forth a list of the 10 largest suppliers of the Company and its Subsidiaries (determined on the basis of aggregate purchases made by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 (each, a “Company Material Supplier”)). As of the date of this Agreement, neither the Company nor any Subsidiary of the Company has received written notice from any Company Material Supplier that (i) such supplier shall not continue as a supplier of the Company (or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) such supplier intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or Parent), or (iii) to the Knowledge of the Company, such supplier has been threatened with bankruptcy or insolvency.

Customers; Suppliers. (a) Section 3.30(aSchedule 4.18(a) sets forth an accurate and complete list of each customer who, in the twelve (12)-month period ended September 30, 2021, was estimated to be one of the Company Disclosure Letter sets forth a list ten (10) largest sources of revenues for the 10 largest customers of Business, based on amounts paid or payable to the Company and its Subsidiaries (determined on the basis of aggregate revenues recognized by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 (each, a “Company Material Significant Customer”)). Neither None of the Company nor any of or its Subsidiaries has any outstanding material disputes concerning with a Significant Customer, and, to the Knowledge of Company, none of the Company Products or its Subsidiaries has received written or oral notice of the intention of a Significant Customer to seek to materially reduce the scale of the business conducted with any the Company Material Customeror its Subsidiaries as it relates to the Business. As To the Knowledge of Company, as of the date of this Agreement, neither the Company nor any Subsidiary none of the Company or its Subsidiaries has received written notice from any Company Material Significant Customer that (i) such customer shall not continue as a customer of the Company (Business after the Closing or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) that such customer intends to terminate or materially modify any existing Company Material Contracts Contract with the Company or its Subsidiaries (or the Surviving Corporation or ParentPurchaser), or (iii) to the Knowledge of the Company, such customer has been threatened with bankruptcy or insolvency. (b) Section 3.30(bSchedule 4.18(b) sets forth an accurate and complete list of each supplier who, in the twelve (12)-month period ended September 30, 2021, was estimated to be one of the Company Disclosure Letter sets forth a list of the 10 ten (10) largest suppliers of the Business, based on amounts paid or payable by the Company and its Subsidiaries (determined on the basis of aggregate purchases made by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 (each, each a “Company Material Significant Supplier”)). As To the Knowledge of Company, as of the date of this Agreement, neither the Company nor any Subsidiary none of the Company or its Subsidiaries has received any oral or written notice from any Company Material Significant Supplier that (i) such supplier shall not continue as a supplier of the Company (Business after the Closing or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) that such supplier intends to terminate or materially modify existing Company Material Transferred Contracts with the Company or its Subsidiaries (or the Surviving Corporation or ParentPurchaser), or (iii) to the Knowledge of the Company, such supplier has been threatened with bankruptcy or insolvency.

Customers; Suppliers. (a) Section 3.30(a4.21(a) of the Company Disclosure Letter Schedule sets forth a an accurate and complete list of each customer who, in either the 10 largest customers year ended December 31, 2012 or the nine months ended September 30, 2013 was one of the Company and its Subsidiaries (determined 20 largest sources of revenues for the Acquired Companies, based on the basis of aggregate revenues recognized by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 amounts paid or payable (each, a “Company Material Significant Customer”)). Neither None of the Company nor any of its Subsidiaries Acquired Companies has any outstanding material disputes concerning Company Products with any Company Material Customer. As a Significant Customer other than in the ordinary course of business consistent with past practice, and, to the Knowledge of the date Company, no Acquired Company has received written notice of this Agreement, neither the Company nor any Subsidiary intention of a Significant Customer to seek to materially reduce the scale of the business conducted with the Acquired Company. To the Knowledge of the Company none of the Acquired Companies has received written notice from any Company Material Significant Customer that (i) such customer shall not continue as a customer of the Company (Acquired Companies or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) that such customer intends to terminate or materially modify any existing Company Material Contracts material Contract with the Acquired Companies. (b) Section 4.21(b) of the Company (Disclosure Schedule sets forth an accurate and complete list of the accounts payable incurred in respect of, each supplier or other service provider of the Acquired Companies that accounted for more than $25,000,000 of the accounts payable incurred by the Acquired Companies, on a consolidated basis, for the year ended December 31, 2012 or the Surviving Corporation or Parentnine months ended September 30, 2013 (each a “Significant Supplier”). As of the date hereof, or (iii) to the Knowledge of the Company, such customer has been threatened with bankruptcy or insolvency. (b) Section 3.30(b) none of the Company Disclosure Letter sets forth a list of the 10 largest suppliers of the Company and its Subsidiaries (determined on the basis of aggregate purchases made by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 (each, a “Company Material Supplier”)). As of the date of this Agreement, neither the Company nor any Subsidiary of the Company Acquired Companies has received any written notice from any Company Material Significant Supplier that (i) such supplier shall not continue as a supplier of the Company (Acquired Companies or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) that such supplier intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or Parent), or (iii) to the Knowledge of the Company, such supplier has been threatened with bankruptcy or insolvencyAcquired Companies.

Customers; Suppliers. (a) Section 3.30(a3.20(a)(i) of the Company Disclosure Letter Schedule sets forth forth, for the twelve (12) month period ended December 31, 2023 and for the six (6) month period ended June 30, 2024, a complete and correct list of the 10 fifty (50) largest customers (based on approximate total fees attributable to such customers during the applicable period) (“Material Customers”) and the twenty-five (25) largest third-party suppliers of the Company Group Companies, excluding insurance providers, landlords and its Subsidiaries professional service providers (determined such as lawyers and accountants), based on the basis total amount purchased from such supplier during the applicable period (“Material Suppliers”). Except as set forth on Section 3.20(a)(ii) of aggregate revenues recognized by the Disclosure Schedule, in the last twelve (12) months, (i) no Material Customer has materially reduced or materially altered (in a manner adverse to any Group Company) its relationship or the terms of its business with any Group Company, (ii) no Material Supplier has materially reduced or materially altered (in a manner adverse to any Group Company) its relationship or the terms of its business with any Group Company, (iii) no Group Company and has received any written or, to the Partnership’s Knowledge, oral notice from any Material Supplier of any termination, material reduction or material alteration (in a manner adverse to any Group Company) in such Material Supplier’s relationship with any Group Company or that any Material Supplier intends to terminate, materially reduce or materially alter (in a manner adverse to any Group Company) its Subsidiariesrelationship with any Group Company, taken as a whole(iv) no Group Company has received any written or, over to the four (4) consecutive fiscal quarters ended October 31Partnership’s Knowledge, 2017 (each, a “Company oral notice from any Material Customer of any termination of such Material Customer”)). Neither the Company nor any of its Subsidiaries has any outstanding material disputes concerning Company Products ’s relationship with any Group Company or that any Material Customer. As of the date of this AgreementCustomer intends to terminate its relationship with any Group Company, neither the Company nor any Subsidiary of the (v) no Group Company has received written notice from any Company a Material Customer that of a material claim, dispute or controversy with such Material Customer, and (ivi) such customer shall not continue as a customer of the Company (or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) such customer intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or Parent), or (iii) to the Knowledge of the Company, such customer has been threatened with bankruptcy or insolvency. (b) Section 3.30(b) of the Company Disclosure Letter sets forth a list of the 10 largest suppliers of the Company and its Subsidiaries (determined on the basis of aggregate purchases made by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 (each, a “Company Material Supplier”)). As of the date of this Agreement, neither the Company nor any Subsidiary of the no Group Company has received written notice from any Company a Material Supplier that (i) of a material claim, dispute or controversy with such supplier shall not continue as a supplier of the Company (or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) such supplier intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or Parent), or (iii) to the Knowledge of the Company, such supplier has been threatened with bankruptcy or insolvencySupplier.

Customers; Suppliers. (a) Section 3.30(a) of the Company Disclosure Letter sets forth a list of the 10 largest customers of the Company and its Subsidiaries (determined on the basis of aggregate revenues recognized by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 2016 (each, a “Company Material Customer”)). Neither the Company nor any of its Subsidiaries has any outstanding material disputes concerning Company Products with any Company Material Customer. As of the date of this Agreement, neither the Company nor any Subsidiary of the Company has received written notice from any Company Material Customer that (i) such customer shall not continue as a customer of the Company (or the Surviving Corporation or the Parent) or any of its Subsidiaries, (ii) such customer intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or the Parent), or (iii) to the Knowledge of the Company, such customer has been threatened with bankruptcy or insolvency. (b) Section 3.30(b) of the Company Disclosure Letter sets forth a list of the 10 largest suppliers of the Company and its Subsidiaries (determined on the basis of aggregate purchases made by the Company and its Subsidiaries, taken as a whole, over the four (4) consecutive fiscal quarters ended October 31, 2017 2016 (each, a “Company Material Supplier”)). As of the date of this Agreement, neither the Company nor any Subsidiary of the Company has received written notice from any Company Material Supplier that (i) such supplier shall not continue as a supplier of the Company (or the Surviving Corporation or the Parent) or any of its Subsidiaries, (ii) such supplier intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or the Parent), or (iii) to the Knowledge of the Company, such supplier has been threatened with bankruptcy or insolvency.

Customers; Suppliers. (a) Section 3.30(a4.27(a) of the Company Disclosure Letter sets forth a list of the 10 largest top ten (10) customers of the Company and its Subsidiaries (determined on the basis of aggregate revenues recognized by the Company and its Subsidiaries, taken as a whole, over determined by the four (4) consecutive fiscal quarters dollar amount of revenue earned by the Company and its Subsidiaries for the twelve-month period ended October 31June 30, 2017 2021 (each, a “Company Material Customer”)). Neither As of the date hereof, to the knowledge of the Company neither the Company nor any of its Subsidiaries has received any outstanding material disputes concerning Company Products with any Company Material Customer. As of the date of this Agreement, neither the Company nor any Subsidiary of the Company has received written notice from any Company Material Customer that (i) such customer Material Customer shall not continue as a customer of the Company (or that such Material Customer intends to terminate, modify or not renew existing Contracts with the Surviving Corporation or Parent) Company or any of its Subsidiaries, (ii) such customer intends to terminate or materially modify existing Company Material Contracts with the Company (or the Surviving Corporation or Parent), or (iii) to the Knowledge of the Company, such customer has been threatened with bankruptcy or insolvency. (b) Section 3.30(b4.27(b) of the Company Disclosure Letter sets forth a list of the 10 ten (10) largest suppliers and vendors of the Company and its Subsidiaries (determined on the basis of aggregate purchases made by the Company and its Subsidiaries, taken as a whole, over with whom the four (4) consecutive fiscal quarters Company and any of its Subsidiaries as determined by the total amounts spent by the Company and its Subsidiaries during the twelve-month period ended October 31June 30, 2017 2021 (each, a “Company Material Supplier”)). As of the date hereof, to the knowledge of this Agreement, the Company neither the Company nor any Subsidiary of the Company its Subsidiaries has received any written notice from any Company Material Supplier that (i) such supplier Material Supplier shall not continue as a supplier of or vendor to the Company (or the Surviving Corporation or Parent) or any of its Subsidiaries, (ii) that such supplier Material Supplier intends to terminate terminate, modify or materially modify not renew existing Company Material Contracts with the Company (or the Surviving Corporation or Parent), or (iii) to the Knowledge of the Company, such supplier has been threatened with bankruptcy or insolvencyits Subsidiaries.