Key Customers and Suppliers. Section 7.24 of the Company Disclosure Schedule lists, by dollar volume received or paid, as applicable, for each of (a) the twelve (12) months ended on December 31, 2020 and (b) the period from January 1, 2021 through June 30, 2021, the Key Customers (as defined in the Company Disclosure Schedule) and the Key Suppliers (as defined in the Company Disclosure Schedule), along with the amounts of such dollar volumes. The Company has not received any written notice or, to the knowledge of the Company, oral notice from any Key Customer or Key Supplier that such Key Customer or Key Supplier, as applicable, shall not continue as a customer or supplier (directly or indirectly) of the Company or that such Key Customer or Key Supplier intends to terminate or modify in a material and adverse manner to the Company its direct or indirect relationship with the Company in any material respect. To the extent that any Contract with a Key Customer in effect on the date hereof contemplates or requires that the Company enter into one or more further Contracts with such Key Customer (or another of its Affiliates) (a “Further Key Customer Contract”), (a) each of the Key Customer (and its applicable Affiliates), on the one hand, and the Company, on the other hand, is continuing to negotiate in good faith such Further Key Customer Contract and (b) neither the Key Customer (or any of its applicable Affiliates) nor the Company has provided written notice or, to the knowledge of the Company, oral notice that the other party is not negotiating in good faith such Further Key Customer Contract. To the extent that any Contract with a Key Supplier in effect on the date hereof contemplates or requires that the Company enter into one or more further Contracts with such Key Supplier (or another of its Affiliates) (a “Further Key Supplier Contract”), (1) each of the Key Supplier (and its applicable Affiliates), on the one hand, and the Company, on the other hand, is continuing to negotiate in good faith such Further Key Supplier Contract and (2) neither the Key Supplier (or any of its applicable Affiliates) nor the Company has provided written notice or, to the knowledge of the Company, oral notice that the other party is not negotiating in good faith such Further Key Supplier Contract. There is no pending or, to the knowledge of the Company, threatened Action by (x) the Company against any Key Customer or Key Supplier or any of its respective Affiliates or (y) a Key Customer or Key Supplie...
Key Customers and Suppliers. Section 2.21 of the Seller Disclosure Letter lists the top twenty (20) customers of the Business (based on total revenue generated from such customer) and the top fifteen (15) suppliers, vendors or service providers of the Business (based on payments made by or on behalf of the Business), in each case, for the year ended March 31, 2023 (such customers, the “Key Customers” and such suppliers, the “Key Suppliers”). Since April 1, 2022, no Key Customer or Key Supplier has (i) terminated or materially reduced or materially changed in any adverse manner the material terms on which such Key Customer or Key Supplier conducts business with the Business, or (ii) given written or, to the Knowledge of Sellers, express verbal notice of an intent to terminate all or substantially all of its business with the Business or materially reduce or materially change in any adverse manner the material terms of any Material Contract with any such Key Customer or Key Supplier; provided that purchase orders entered, changed and terminated in the Ordinary Course of Business are not considered “material terms” for purposes of clause (i) of this sentence. Except as set forth on Section 2.11 of the Seller Disclosure Letter, the Business is not involved in any material dispute with any Key Customer or Key Supplier.
Key Customers and Suppliers. (a) Section 3.22(a) of the Seller Disclosure Schedule sets forth the (i) twenty (20) largest customers of the Business of Sellers, measured by revenue during the period of January 1, 2020 through December 31, 2020 (each, a “Key Customer”) and (ii) all amounts paid to Sellers by each Key Customer during such period.
Key Customers and Suppliers. Schedule 3.20 sets forth a correct and complete list of the top twenty-five (25) customers and the top fourteen (14) suppliers of Seller or Seller Parent in connection with the operation of the Business (the “Key Customers and Suppliers”), determined on the basis of revenues, including license fees, royalties and other remunerations from services provided or items sold (with respect to customers) or costs of items purchased (with respect to suppliers) for the twelve (12) months ended October 31, 2010 in the case of customers and the thirteen (13) months ended August 31, 2010 in the case of suppliers. No Key Customer or Supplier has ceased doing business with Seller or Seller Parent and, to Seller’s Knowledge, no Key Customer or Supplier intends to cease doing business with Buyer following the Closing.
Key Customers and Suppliers. (a) Schedule 5.21(a) lists the top ten (10) customers by dollar sales volume of the Company and its Subsidiaries (on a consolidated basis) for the twelve (12)-month period ended December 31, 2016 (each, a "Key Customer"). None of the Key Customers has (i) terminated or given written notice to the Company or its Subsidiaries evidencing its intention to terminate its relationship with the Company or its Subsidiaries, or (ii) given written notice to the Company or its Subsidiaries evidencing that it plans to reduce substantially the quantity of products or services that it purchases from the Company or its Subsidiaries.
Key Customers and Suppliers. Section 3.17 of the Company Letter sets forth a list for each of the twelve (12) months ended September 30, 2011 and the three (3) months ended December 31, 2011 of (a) the top ten revenue producing customers of the Company and its Subsidiaries (collectively, the “Key Customers”) and (b) the top ten suppliers of the Company and its Subsidiaries (collectively, the “Key Suppliers”), including the amount of revenue received from each such Key Customer and the amount of purchases from each such Key Supplier, in each case for the twelve (12) months ended September 30, 2011 and the three (3) months ended December 31, 2011. Except as set forth in Section 3.17 of the Company Letter, since January 1, 2011 there has been no actual or, to the Knowledge of the Company, threatened termination, cancellation or material limitation of, or material modification or change in, the business relationship of the Company or any of its Subsidiaries with any one or more of the Key Customers or the Key Suppliers. To the Knowledge of the Company, there exists no present condition or state of facts or circumstances involving any Key Customer or Key Supplier and their relationships with the Company or any of its Subsidiaries which would, individually or in the aggregate, be adverse, in any material respect, to the Company or any of its Subsidiaries (including by impairing, in any material respect, the ability of the Company or any of its Subsidiaries to conduct its business after the consummation of the transactions contemplated by this Agreement in essentially the same manner in which such business has heretofore been conducted).
Key Customers and Suppliers. (a) Schedule 4.23(a) sets forth a true and complete list of the ten (10) most significant customers of the Acquired Companies (measured by dollar volume) for each of the twelve (12)-month periods ended September 30, 2016 and September 30, 2017 (the “Key Customers”). None of the Key Customers has (i) cancelled, terminated or materially and adversely modified (including by materially decreasing the rate or amount of services obtained from the Company) its relationship with the Acquired Companies in the past twelve months or (ii) sought to convert any exclusive or single-source purchasing arrangement or relationship between such Key Customer and the Acquired Companies into a non-exclusive or multi-source arrangement or relationship. None of the Company or Selling Parties has received any written notice that any Key Customer has ceased or will cease to be a customer of the Acquired Companies or that such Key Customer intends to terminate or materially and adversely modify existing Contracts with the Acquired Companies.
Key Customers and Suppliers. Section 4.19 of the Disclosure Letter sets forth a list of (a) the top ten (10) customers of the Business (the “Material Customers”) and (b) the top ten (10) raw material suppliers of the Business (the “Material Suppliers”), based on revenues generated or expenditures, as applicable, during the twelve (12)-month period ended September 30, 2020. As of the date of this Agreement, no Material Customer or Material Supplier has canceled, terminated or otherwise materially modified its relationship with the Business, and no member of the Seller Group has received written notice from any Material Customer or Material Supplier that it intends to cancel or terminate a material portion of its relationship with the Business or otherwise materially modify its relationship with the Business. The Seller Group is not engaged in any material dispute with any Material Customer or Material Supplier.
Key Customers and Suppliers. Section 4.25(a) of the Company Disclosure Schedule sets forth a list of the three (3) largest customers (including distributors) (the “Key Customers”) of the Company and its Subsidiaries on a consolidated basis based on total revenue generated for such customer for the twelve-month period ending September 30, 2012. Section 4.25(b) of the Company Disclosure Schedule sets forth a list of the three (3) largest suppliers (the “Key Suppliers”) for the Company and its Subsidiaries on a consolidated basis, based on total amount paid to such supplier for the twelve-month period ending September 30, 2012. Since January 1, 2012, none of the Key Customers or Key Suppliers has cancelled, or otherwise modified in any adverse manner in any material respect or has delivered written notice or, to the knowledge of the Company, has otherwise expressly stated its intent to cancel or materially reduce its business with the Company and its Subsidiaries.
Key Customers and Suppliers. With respect to the fiscal year ended December 31, 2021 and the year-to-date period ended on the date of the Balance Sheet, Schedule 2.18(a) sets forth the 15 largest customers (by dollar volume) of the Company (collectively, the “Key Customers”) during each such period (showing the approximate dollar volume for each) and Schedule 2.18(b) sets forth the 15 largest suppliers (by dollar volume) of the Company (collectively, the “Key Suppliers”) during each such period (showing the approximate dollar volume for each). To both the Company’s Knowledge and each Seller’s Knowledge there has not been any indication by any Key Customer or Key Supplier that such Key Customer or Key Supplier intends to terminate or discontinue its business relationship with the Company or to limit or adversely alter its business relationship with the Company, including by (i) a material decrease in the volume of products or services that any Key Customer or Key Supplier will purchase from, or sell to, the Company, (ii) by any decrease in the pricing of any products or services that any Key Customer purchases or will purchase from the Company, (iii) by any increase in the pricing of any products, materials, or services that any Key Supplier sells or will sell to the Company, or (iv) of the bankruptcy or liquidation of any such Key Customer or Key Supplier. The Company’s current relationships with the Key Customers are presently maintained in the Ordinary Course. To the Knowledge of the Company, no event has occurred or circumstance exists that would reasonably be expected to give rise to or serve as a basis for any adverse change to relationship between the Company and any Key Customer or Key Supplier.
