Common use of Principal Customers and Suppliers Clause in Contracts

Principal Customers and Suppliers. (a) Schedule 4.26(a) contains a true and complete list of the names and addresses of the ten largest customers of Seller, as measured by Seller’s sales of goods or services during the two-year period ended on August 31, 2005. Except as set forth on Schedule 4.26(a), in the last twelve months, no such customer (i) has cancelled, suspended or otherwise terminated its relationship with Seller, (ii) has advised Seller of its intention to cancel, suspend or otherwise terminate its relationship with Seller, or to materially and adversely change the terms upon which it pays for goods or services from Seller, or (iii) could reasonably be expected to cancel, suspend or terminate its relationship with Seller, to suspend or terminate its reimbursement to Seller or to materially and adversely change the terms upon which it pays for goods or services from Seller as a result of the consummation of the transactions contemplated by this Agreement or otherwise. Subject to the receipt of all applicable consents, approvals, and authorizations described in Schedule 4.22, and except as described on Schedule 4.26(a), Seller has maintained and continues to maintain good relationships with its customers and there is no reason to believe that such relationships will deteriorate or suffer any adverse changes in the foreseeable future (other than as a result of conditions affecting the industry generally), including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement or the Collateral Agreements, provided the business of Seller continues to be conducted in substantially the same manner as heretofore.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Masimo Corp), Asset Purchase Agreement (Masimo Corp)

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Principal Customers and Suppliers. (a) Schedule SCHEDULE 4.26(a) contains a true and complete list of the names and addresses of the ten twenty largest customers Payors of Seller, as measured by Seller’s sales 's charges, less discounts during each of goods or services during the twocalendar years 2002 and 2003 and year-year period ended on August 31to-date through June 22, 20052004. Except as set forth on Schedule SCHEDULE 4.26(a), in the last twelve months, no such customer Payor (i) has cancelled, suspended or otherwise terminated its relationship with Seller, (ii) has advised Seller of its intention to cancel, suspend or otherwise terminate its relationship with Seller, or to materially and adversely change the terms upon which it pays for goods or services from Seller, or (iii) could reasonably be expected to cancel, suspend or terminate its relationship with Seller, to suspend or terminate its reimbursement to Seller or to materially and adversely change the terms upon which it pays for goods or services from Seller as a result of the consummation of the transactions contemplated by this Agreement or otherwise. Subject to the receipt of all applicable consents, approvals, and authorizations described in Schedule SCHEDULE 4.22, and except as described on Schedule SCHEDULE 4.26(a), Seller has maintained and continues to maintain good relationships with its customers Payors and there Seller is no not aware of any reason to believe that such relationships will deteriorate or suffer any material adverse changes in the foreseeable future (other than as a result of conditions affecting the industry generally), including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement or the Collateral Agreements, provided the business of Seller continues to be conducted in substantially the same manner as heretofore.

Appears in 1 contract

Samples: Asset Purchase Agreement (Matria Healthcare Inc)

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Principal Customers and Suppliers. (a) Schedule 4.26(a) contains a true and complete list of the names and addresses of the ten fifteen largest customers of Sellerthe Business, as measured by Seller’s the Business’ sales of goods or services during the two-year two (2)-year period ended on August December 31, 20052011. Except as set forth on Schedule 4.26(a), in In the last twelve (12) months, no such customer (i) has cancelled, suspended or otherwise terminated its relationship with Sellerthe Company or the Transferring Subsidiary, (ii) has advised Seller the Company or the Transferring Subsidiary of its intention to cancel, suspend or otherwise terminate its relationship with Sellerthe Company or the Transferring Subsidiary, or to materially and adversely change the terms upon which it pays for goods or services from Sellerthe Company or the Transferring Subsidiary, or (iii) could reasonably be expected to cancel, suspend or terminate its relationship with Sellerthe Company or the Transferring Subsidiary, to suspend or terminate its reimbursement to Seller the Company or the Transferring Subsidiary or to materially and adversely change the terms upon which it pays for goods or services from Seller the Company or the Transferring Subsidiary as a result of the consummation of the transactions contemplated by this Agreement or otherwise. Subject The Transferring Subsidiary and, with respect to the receipt of all applicable consentsBusiness, approvalsthe Company, and authorizations described in Schedule 4.22, and except as described on Schedule 4.26(a), Seller has have maintained and continues continue to maintain good relationships with its their customers and there is no reason to believe that such relationships will deteriorate or suffer any adverse changes in the foreseeable future (other than as a result of conditions affecting the industry generally), including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement or the Collateral Agreements, ; provided that the business of Seller Business continues to be conducted in substantially the same manner as heretoforeheretofore conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (SPIRE Corp)

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