Material Partners. Schedule 3.19 sets forth the ten (10) largest customers of the Company by revenue and the ten (10) largest vendors (including, without limitation, suppliers and manufacturers) of the Company with respect to its core business by expense, in each case for the 12-month period ended December 31, 2021 (each a “Material Partner”). No such Material Partner has terminated or adversely changed its relationship with the Company nor has the Company received written notification that any such Material Partner intends to terminate or materially and adversely change such relationship or that such Material Partner is not solvent. There are no currently pending or, to the Knowledge of the Company, threatened disputes between the Company and any of its Material Partners that (a) could reasonably be expected to materially and adversely affect the relationship between the Company and any Material Partner or (b) could reasonably be expected to materially and adversely affect the Company.
Material Partners. Schedule 3.20 sets forth the ten (10) largest customers of the Company by revenue and the ten (10) largest vendors (including, without limitation, suppliers and manufacturers) of the Company by expense, in each case for the 12-month period ended December 31, 2020 (each a “Material Partner”). No such Material Partner has terminated or adversely changed its relationship with the Company nor has the Company received written notification that any such Material Partner intends to terminate or materially and adversely change such relationship or that such Material Partner is not solvent. There are no currently pending or, to the Knowledge of the Company, threatened disputes between the Company and any of its Material Partners that (a) could reasonably be expected to materially and adversely affect the relationship between the Company and any Material Partner or (b) could reasonably be expected to materially and adversely affect the Company.
Material Partners. (i) Section 3.1(v)(i) of the Disclosure Letter sets forth a true and complete list of the ten (10) largest customers and the ten (10) largest suppliers of the Business, in each case measured by the aggregate amount purchased during the twelve (12) month period ended December 31, 2022 (each such customer and supplier, a - 37 - “Material Partner”). Except as set forth in Section 3.1(v)(i) of the Disclosure Letter, in the past twelve (12) months, the Seller has not received any written indication from any Material Partner to the effect that any such Material Partner will stop, materially decrease the rate of, or materially change the payment or price terms with respect to, or otherwise cancel or terminate its business relationship with the Business. There are no, and in the past three (3) years there have been no, pending disputes or disputes threatened in writing between the Seller and any of its Material Partners in connection with the Business, that would reasonably be expected to materially and adversely affect the relationship between the Business and any Material Partner.
Material Partners. Schedule 3.20 sets forth the ten (10) largest customers of the Company and its Subsidiaries by revenue (each a “Material Customer”) and the ten (10) largest vendors (including, without limitation, suppliers and manufacturers) of the Company and its Subsidiaries by expense (each a “Material Supplier, and together with the Materials Customers, the “Material Partners”), in each case for the 12-month period ended December 31, 2021 and the six month period ended June 30, 2022. No such Material Partner has terminated or adversely changed its relationship with the Company nor has the Company received written notification that any such Material Partner intends to terminate or materially and adversely change such relationship or that such Material Partner is not solvent. There are no currently pending or, to the Knowledge of the Company, threatened disputes between the Company and any of its Material Partners that (a) could reasonably be expected to materially and adversely affect the relationship between the Company and any Material Partner or (b) could reasonably be expected to materially and adversely affect the Company. To the Knowledge of the Company, there is no basis for any Material Partner to assert a claim against the Company or any of its Subsidiaries based upon the Company entering into of this Agreement or the other Transaction Documents to which it is a party or the consummation of the Transactions.
Material Partners. Schedule 4.1(l) lists all (i) customers and clients of the Business that paid to the Business $20,000.00 or more during the 2019 calendar year (“Material Customers”); and (ii) all suppliers, excluding independent contractors, of the Business that received from the Business $10,000.00 or more during the 2019 calendar year (“Material Suppliers” and together with Material Customers, referred to herein as “Material Partners”). Schedule 4.1(l) also presents fairly and accurately Seller’s annual dealings for the 2019 calendar year for all Material Partners. Furthermore, except for any Material Customer intended from the outset to be (and identified as such on Schedule 4.1(l)) as a single matter client relationship (as opposed to an ongoing client relationship), no Material Partner terminated or materially reduced its relationship with the Business or notified Seller that it intends to terminate or materially reduce its relationship with the Business.
