Distributors and Suppliers. Except as set forth on Schedule 3.9, the Company is not involved in any controversy with any of the distributors, customers, or suppliers of the Company. Schedule 3.9 lists all distributors, customers and suppliers which, as of date of the Financial Statements and for the period then ended, accounted for five percent (5%) or more of (i) the Company's revenues, and (ii) purchases of products, supplies, equipment or parts used exclusively in connection with the operation of the Company.
Distributors and Suppliers. Except as set forth on Section 4.13 of the Company Disclosure Schedule, since December 31, 2004 there has not been any material adverse change in the business relationship of the Company or any of its Subsidiaries with any distributor who accounted for more than 2% of the Company's sales (on a consolidated basis) during the period from January 1, 2004 to December 31, 2004, or with any supplier from whom the Company or any of its Subsidiaries purchased more than 2% of the goods or services (on a consolidated basis) which it purchased during the period from December 31, 2004 to the date of this Agreement. Except as set forth in Section 4.13 of the Company Disclosure Schedule, neither the Company nor any of its Subsidiaries has knowledge of any termination or intended termination by any such 2% distributor or supplier of its business relationship with the Company or any modification or intended modification of its business relationship with the Company in a manner which is adverse in any material respect to the Company, and neither the Company nor any of its Subsidiaries has knowledge of any facts which would reasonably be expected to form an adequate basis for such termination or modification.
Distributors and Suppliers. Section 3.19 of the Company Disclosure Letter sets forth a true, complete and correct list (to be identified on an anonymous basis) of the ten (10) largest distributors (each a “Material Distributor”) for and the ten (10) largest suppliers (each a “Material Supplier”) to the Company and the Company Subsidiaries for the fiscal year ended August 31, 2014 showing the total dollar number of sales to, or purchases from, as the case may be, each Material Distributor or Material Supplier during such period. Since January 1, 2014 through the date of this Agreement, (i) no Material Distributor or Material Supplier has, to the knowledge of the Company, notified the Company or any of its Subsidiaries in writing that it intends to terminate, cancel or materially curtail its business relationship with the Company or any of its Subsidiaries and (ii) neither the Company nor any of its Subsidiaries is currently engaged in a dispute that is material to the Company and its Subsidiaries, taken as a whole, with a Material Distributor or Material Supplier.
Distributors and Suppliers. Except as set forth on Section 3.14 of the Company Disclosure Schedule, since September 30, 2003 there has not been any material adverse change in the business relationship of the Company or any of its Subsidiaries with any distributor who accounted for more than 2% of the Company's and its Subsidiaries' sales (on a consolidated basis) during the period from September 30, 2003 to September 30, 2004, or with any supplier from whom the Company or any of its Subsidiaries purchased more than 5% of the goods or services (on a consolidated basis) which it purchased during the period from September 30, 2003 to September 30, 2004. Except as set forth in Section 3.14 of the Company Disclosure Schedule, neither the Company nor any of its Subsidiaries has knowledge of any termination or intended termination by any such 2% distributor or 5% supplier of its business relationship with the Company or any of its Subsidiaries or any modification or intended modification of its business relationship with the Company or any of its Subsidiaries in a manner which is adverse in any material respect to the Company and its Subsidiaries taken as a whole, and neither the Company nor any of its Subsidiaries has knowledge of any facts which would reasonably be expected to form an adequate basis for such termination or modification.
Distributors and Suppliers. (a) Schedule 3.24(a) contains a true and correct list of all distributors which have purchased the Intermittent Testing Business Products (whether from the Seller or otherwise) for the period from January 1, 2003 through the date of this Agreement showing the total unit purchases by each such distributor during that period (the "Distributors"). As of the date of this Agreement, except as set forth on Schedule 3.24(a), the Seller has not received notice that any of such Distributors intends to materially decrease its level of purchases of the Intermittent Testing Business Products from that reflected on Schedule 3.24(a) before or after the Closing.
(b) Schedule 3.24(b) contains a list of all suppliers to the Intermittent Testing Business for the most recent fiscal year (the "Suppliers"). As of the date of this Agreement, the Seller has not received notice that any of such Suppliers intends to materially decrease the quantity of materials sold by such Supplier to the Seller from that reflected on the Schedule 3.24(b), before or after the Closing.
Distributors and Suppliers. Except as set forth in Section 5.13 of the iPCS Disclosure Schedule, since September 30, 2004 there has not been any material adverse change in the business relationship of iPCS or any of its Subsidiaries with any distributor who accounted for more than 2% of the Company's sales (on a consolidated basis) during the period from January 1, 2004 to December 31, 2004, or with any supplier from whom iPCS or any of its Subsidiaries purchased more than 2% of the goods or services (on a consolidated basis) which it purchased during the period from September 30, 2004 to the date of this Agreement. Except as set forth in Section 5.13 of the iPCS Disclosure Schedule, neither iPCS nor any of its Subsidiaries has knowledge of any termination or intended termination by any such 2% distributor or supplier of its business relationship with iPCS or any modification or intended modification of its business relationship with iPCS in a manner which is adverse in any material respect to iPCS, and neither iPCS nor any of its Subsidiaries has knowledge of any facts which would reasonably be expected to form an adequate basis for such termination or modification.
Distributors and Suppliers. (a) Schedule 3.24(a) sets forth a list of (i) the top twenty (20) Distributors of the Company Group Members by revenue and the dollar amount of revenues generated by each Distributor during each of the 12-month periods ended December 31, 2019 and September 30, 2020, respectively (the “Significant Distributors”). Except as set forth on Schedule 3.24(a), (i) all Significant Distributors continue to be Distributors of the Company Group Members and no Significant Distributor has informed any Company Group Member that it intends to materially reduce its business with the Company Group Members from the levels achieved during the 12-month period ended September 30, 2020; (ii) since January 1, 2019, no Significant Distributor has terminated its relationship with the Company Group Members or, to Sellers’ Knowledge, has threatened in writing to do so; and (iii) since January 1, 2019, to Sellers’ Knowledge, no Significant Distributor has notified any Company Group Member in writing that, in the event of a sale of any Company Group Member or the Business, the Company Group Members or the Business would lose or suffer diminution in the amount of its sales to any Distributor; (iv) none of the Company Group Members are involved in any material claim, dispute or other controversy with any Significant Distributor; (v) no Significant Distributor has given any Company Group Member written notice that it is subject to any bankruptcy, insolvency or similar proceeding, and no such proceeding is pending or, to Sellers’ Knowledge, threatened; (vi) none of the Company Group Members are involved in any claim, dispute or other controversy with any of its other Distributors that, individually or in the aggregate, could reasonably be anticipated to have a Material Adverse Effect; and (vii) the Company can freely terminate, without payment, penalty or cessation of business, any Distributor with which the Company does not have a written Contract.
(b) Schedule 3.24(b) sets forth each supplier to whom any Company Group Member has paid aggregate consideration for products and services rendered in an amount greater than or equal to $500,000 in either or each of the 12-month periods ended December 31, 2019 and September 30, 2020, respectively, and lists each such supplier’s associated charges for each of those periods (“Significant Suppliers”). Except as set forth on Schedule 3.24(b), (i) all Significant Suppliers continue to be suppliers of the Company Group Members and, to Sellers’ Knowled...
Distributors and Suppliers. Except as set forth in Schedule 4.21 of the USU Disclosure Schedule, since December 31, 2000, there has not been any material adverse change in the business relationship of USU or any of its subsidiaries with any distributor who accounted for more than 2% of USU's sales (on a consolidated basis) during the period from December 31, 2000 to September 30, 2001, or with any supplier from whom USU or any of its subsidiaries purchased more than 5% of the goods or services (on a consolidated basis) which it purchased during the period from December 31, 2000 to September 30, 2001. Except as set forth in Schedule 4.21 of the USU Disclosure Schedule, none of USU nor any of its subsidiaries has knowledge of any termination or intended termination by any such distributor or supplier of its business relationship with USU or any of its subsidiaries or any modification or intended modification of its business relationship with USU or any of its subsidiaries in a manner which is adverse in any material respect to USU, and none of USU nor any of its subsidiaries has knowledge of any facts which could reasonably be expected to form an adequate basis for such termination or modification.
Distributors and Suppliers. Section 3(v) of the Seller Disclosure Schedule sets forth a true and complete list of all customers, representatives or distributors (whether pursuant to a commission, royalty or other arrangement) who accounted for $100,000 -25- or more of the sales of the Business for either the twelve (12) months ended March 31, 2002 or the twelve (12) months ended March 31, 2001, showing with respect to each, the name, address and dollar value involved (collectively, the "CUSTOMERS AND DISTRIBUTORS"). Section 3(v) of the Seller Disclosure Schedule also sets forth a true and complete list of all suppliers of the Business to whom during either the twelve (12) months ended March 31, 2002 or the twelve months ended March 31, 2001 the Seller made payments aggregating $100,000 or more, showing with respect to each, the name, address and dollar value involved (the "SUPPLIERS"). Except as set forth on Section 3(v) of the Seller Disclosure Schedule, the relationships of the Seller with the Customers and Distributors and Suppliers are good commercial working relationships. Except as set forth on Section 3(v) of the Seller Disclosure Schedule, no Customer and Distributor or Supplier has canceled or otherwise terminated its relationship with the Seller, or has during the last twelve (12) months decreased materially its services, supplies or materials to the Seller or its usage or purchase of the services or products of the Business nor, to the Knowledge of the Seller, does any Customer and Distributor or Supplier have any plan or intention to do any of the foregoing or has any Customer and Distributor or Supplier provided notice to the Seller of any of the foregoing.
Distributors and Suppliers. 3.26 Payments......................................................................................... 3.27
