Significant Customers and Significant Suppliers Sample Clauses

Significant Customers and Significant Suppliers. (a) Schedule 3.24(a) of the Company Disclosure Schedule sets forth a complete and correct list of the customers or clients of any Contributed Company (i) for the trailing twelve-month periods ended December 31, 2018 and December 31, 2019 and (ii) as of the date of this Agreement ((i) and (ii), collectively, the “Significant Customers”), including the amount of such revenue for each such Significant Customer as of such date. There are no pending or, to the Company’s Knowledge, threatened, disputes with any Significant Customer concerning any products or services of any Contributed Company, and no Event has occurred or exists that (with or without notice, lapse of time or both) could reasonably be expected to form the basis of any such dispute. No Contributor Party or Contributed Company has received any notice written, or to the Company’s Knowledge, oral, or other communication from any Significant Customer that such customer has or intends to terminate, cancel, modify, cease doing business with, disengage, not renew or let lapse upon the expiration of its term or modify its Contract(s) (whether related to payment, price, services to be provided or otherwise) or relationship with any Contributed Company or reduce the rate or volume of products or services or the amount of business or payable to any Contributed Company for products and services. (b) Schedule 3.24(b) of the Company Disclosure Schedule sets forth a complete and correct list of the ten (10) largest suppliers, vendors, licensors, resellers, distributors, contractors, sub-contactors, sub-managers or other service providers of any Contributed Company (based upon amounts spent during such period) (i) for the trailing twelve-month periods ended December 31, 2018 and December 31, 2019, and (ii) as of the date of this Agreement ((i) and (ii), collectively, the “Significant Suppliers”), including the amount of such purchases, fees or service costs for each such Significant Supplier as of such date. No Contributed Company has any pending or, to the Company’s Knowledge, threatened, disputes with any Significant Supplier concerning any products or services of such Significant Supplier, and no Event has occurred or exists that (with or without notice, lapse of time or both) could reasonably be expected to form the basis of any such dispute. No Contributor Party or Contributed Company has received any notice or other communication, whether written or oral, from any Significant Supplier that such supplier ha...
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Significant Customers and Significant Suppliers. Section 3.20 of the Seller Disclosure Schedule sets forth a true and correct list of the names of the top ten (10) customers and suppliers of the Business (measured by, in the case of customers of the Business, the aggregate amount of revenue derived by the Company and its Subsidiaries from such customers and, in the case of suppliers of the Business, the aggregate dollar volume of purchases made by the Company and its Subsidiaries from such suppliers) during the eight month period ended July 31, 2012 (the “Significant Customers” and “Significant Suppliers,” respectively). None of the Significant Customers or Significant Suppliers have informed the Company or any Subsidiary thereof (or any of their respective Affiliates or Representatives) prior to the date hereof that any such Significant Customer or Significant Supplier intends to terminate or materially reduce its obligations to or business relationship with the Company and/or any of its Subsidiaries.
Sample 1
Significant Customers and Significant Suppliers. The Company has not suffered nor, to the Sellers' knowledge, been threatened with, any material adverse change in, or loss of, any relationship between the Company and any of its "Significant Customers," "Significant Suppliers" or key employees. The Sellers do not have any knowledge of any intention or indication by a Significant Customer that such Significant Customer intends to terminate, limit or materially alter its business relationship with the Company. The Sellers do not have any knowledge of any intention or indication of intention by a Significant Supplier that such Significant Supplier intends to terminate, limit or materially alter its business relationship with the Company. As used herein, (i) "Significant Customer" means any of the customers of the Company set forth on SCHEDULE 2.2(DD) to the Disclosure Schedule hereto, and (ii) "Significant Supplier" means any suppliers of the Company set forth on SCHEDULE 22.2(DD) to the Disclosure Schedule hereto.
Sample 1
Significant Customers and Significant Suppliers. Section 3.20 of the Seller Disclosure Schedule sets forth a true and correct list of the names of the top ten (10) customers and suppliers of the Business (measured by, in the case of customers of the Business, the aggregate amount of revenue derived by the Company from such customers and, in the case of suppliers of the Business, the aggregate dollar volume of purchases made by the Company from such suppliers) during the fiscal year of the Company ended December 31, 2011 (the “Significant Customers” and “Significant Suppliers,” respectively). None of the Significant Customers or Significant Suppliers have informed the Company in writing prior to the date hereof that any such Significant Customer or Significant Supplier intends to terminate or materially reduce its obligations to or business relationship with the Company.
Sample 1
Significant Customers and Significant Suppliers. (a) Schedule 3.21(a) sets forth a true, complete and correct list of the twenty (20) largest customers of the Acquired Companies (measured by annual revenue) for (i) the fiscal year ended September 30, 2021 and (ii) the three month period ended December 31, 2021 (collectively, the “Significant Customers”), including the amount of revenue from each such Significant Customer as of such date. There are no pending or threatened, disputes with any Significant Customer concerning any products or services of the Acquired Companies and, to the Acquired Companies’ Knowledge, no facts or circumstances exist that would reasonably be expected to form the basis of any such dispute. No Significant Customer has, since January 1, 2020, materially reduced, delayed or interrupted its purchases from the Acquired Companies, other than upon completion of outstanding statements of work in accordance with the terms of the Contract to which such customer is a party, and no Acquired Company has received any written notice or other communication from any Significant Customer that such customer has or intends to terminate, cancel, modify, cease doing business with, disengage, not renew or let lapse upon the expiration of its term or modify its Contract(s) (whether related to payment, price, services to be provided or otherwise) or relationship with the Acquired Companies or reduce the rate or volume of products or services or the amount of business conducted with the Acquired Companies. (b) Schedule 3.21(b) sets forth a complete and correct list, on an anonymized basis, of the fifteen (15) largest suppliers, vendors or service providers of the Acquired Companies (based upon amounts spent during such period) for (i) the fiscal year ended September 30, 2021 and (ii) the three month period ended December 31, 2021 (collectively, the “Significant Suppliers”), including the amount of such purchases, fees or service costs for each such Significant Supplier as of such date. There are no pending or threatened, disputes with any Significant Supplier concerning any products or services provided to the Acquired Companies, and no facts or circumstances exist that would reasonably be expected to form the basis of any such dispute. No Significant Supplier has, since January 1, 2020, materially reduced its sales or provision of services to the Acquired Companies or materially delayed or interrupted its sales or provision of services to the Acquired Companies. The Acquired Companies have not receive...
Sample 1
Significant Customers and Significant Suppliers. Seller shall use commercially reasonable efforts to provide to Buyer the contact information of, and arrange for Buyer an introduction (including by way of remote communication) with, each of the Significant Customers and Significant Suppliers, by August 17, 2015.
Sample 1

Related to Significant Customers and Significant Suppliers

  • Significant Customers and Suppliers No customer or supplier which was significant to the Company during the period covered by the Financial Statements or which has been significant to the Company thereafter, has terminated or breached, materially reduced or threatened to terminate, breach or materially reduce its purchases from or provision of products or services to the Company, as the case may be.

  • Material Customers and Suppliers Schedule 4.20 sets forth a list of the names of (a) (i) the ten (10) largest customers of each of the STD Business and MED Business (taken as whole, and as measured by revenue) and (ii) the ten (10) largest suppliers, vendors, and service providers by dollar volume of each of the STD Business and MED Business (taken as whole and as measured by revenue), for the twelve (12) month period ended December 31, 2013 and (b) (i) the ten (10) largest customers of each of the STD Business and the MED Business (taken as whole, and as measured by revenue) for the eleven (11) month period ended November 30, 2014 and (ii) the ten (10) largest suppliers, vendors, and service providers by dollar volume of each of the STD Business and MED Business (taken as whole and as measured by revenue), for the ten (10) month period ended October 31, 2014 (each such customer required to be listed on Schedule 4.20, a "Material Customer," and each such supplier, vendor or service provider required to be listed on Schedule 4.20, a "Material Supplier"). During the twelve (12) months prior to the date of this Agreement (A) no Material Customer or Material Supplier has terminated or Threatened to terminate its relationship with the Company, Newco or a Sold Subsidiary, as applicable, (B) no Material Customer or Material Supplier has materially decreased or limited, or, to the Company's Knowledge, Threatened to materially decrease or limit, the services (including lead times), supplies or materials supplied to or purchased from the Company, Newco or a Sold Subsidiary, as applicable, (C) no Material Customer or Material Supplier has materially changed or Threatened to materially change, its business relationship, pricing or terms and conditions of purchase or sale, as the case may be, with the Company, Newco or any Sold Subsidiary, (D) no Material Customer has materially accelerated its purchasing or otherwise made any purchases materially outside of the ordinary course, due to a discontinuation of any product line of the Company, Newco or any of the Sold Subsidiaries, any announced, communicated or anticipated change in pricing or other material terms, and (E) no Material Customer has notified the Company, Newco or any Sold Subsidiary in writing that the Company, Newco or any Sold Subsidiary is required to re-qualify under any customer program of any Material Customer. To the Company's Knowledge, there is not, and, since January 1, 2012, there has not been, any material dispute by and between the Company, Newco or any Sold Subsidiary, on the one hand, and any Material Customer or Material Supplier, on the other hand.

  • SIGNIFICANT CUSTOMERS; MATERIAL CONTRACTS AND COMMITMENTS The Company has delivered to TCI an accurate list (which is set forth on Schedule 5.15) of all customers (persons or entities) representing 1% or more of the Company's annual revenues for the year ended December 31, 1997; provided, however, that Schedule 5.15 need not set forth more than the Company's 20 largest customers during such period. Except to the extent set forth on Schedule 5.15, none of such customers have canceled or substantially reduced or, to the knowledge of the Stockholders, are currently attempting or threatening to cancel a contract or substantially reduce utilization of the services provided by the Company. The Company has listed on Schedule 5.15 all Material Contracts (as defined below) to which the Company is a party or by which it or any of its properties are bound, other than agreements listed on Schedules 5.10, 5.14 or 5.16, (a) in existence as of the Balance Sheet Date and (b) entered into since the Balance Sheet Date, and in each case has delivered true, complete and correct copies of such agreements to TCI. For purposes of this Agreement, the term "Material Contracts" includes contracts between the Company and significant customers (as described above), joint venture or partnership agreements, contracts with any labor organization, strategic alliances, options to purchase land and other contracts which are not terminable on sixty days or less notice and involve payments by the Company in any twelve-month period in excess of $25,000. The Company has also indicated on Schedule 5.15 a summary description of all plans or projects involving the opening of new operations, expansion of existing operations, the acquisition of any personal property, business or assets requiring, in any event, the payment of more than $25,000 by the Company during any 12- month period. To the knowledge of the Stockholders, all of the Material Contracts are in full force and effect and constitute valid and binding agreements of the parties (and their successors) thereto in accordance with their respective terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to the enforcement of creditors' rights generally and by general principles of equity.

  • Customers and Suppliers (a) Neither the Company nor any Subsidiary has any outstanding material disputes concerning its products and/or services with any customer or distributor who, in the year ended September 30, 2009 or the six (6) months ended March 31, 2010, was one of the ten (10) largest sources of revenues for the Company and its Subsidiaries, based on amounts paid or payable (each, a “Significant Customer”), and the Company has not received any written notice of any material dissatisfaction on the part of any Significant Customer. Each Significant Customer is listed in Schedule 2.22(a) of the Company Disclosure Letter. Neither the Company nor any of its Subsidiaries has received any information from any Significant Customer that such Significant Customer will not continue as a customer of the Company as wholly-owned by the Acquiror or such Subsidiary, after the Closing or that such Significant Customer intends to terminate or materially modify existing Contracts with the Company as wholly-owned by the Acquiror or such Subsidiary. The Company has not had any of its products returned by a purchaser thereof except for normal warranty returns consistent with past history and those returns that would not have a Material Adverse Effect on the Company and its Subsidiaries, taken as a whole. (b) All Company Products sold, licensed, leased or delivered by the Company or any Subsidiary to customers and all services provided by or through the Company or any Subsidiary to customers on or prior to the Closing Date conform in all material respects to applicable contractual commitments, express and implied warranties (to the extent not subject to legally effective express exclusions thereof), and conform in all material respects to packaging, advertising and marketing materials and to applicable product or service specifications or documentation. Neither the Company nor any Subsidiary has any Liability (and, to the knowledge of the Company, there is no legitimate basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim or demand against the Company or any Subsidiary giving rise to any material Liability relating to the foregoing Contracts) for replacement or repair thereof or other damages in connection therewith in excess of any reserves therefor reflected on the Company Balance Sheet. (c) Neither the Company nor any Subsidiary has any outstanding material dispute concerning products and/or services provided by any supplier who, in the year ended September 30, 2009 or the six (6) months ended March 31, 2010, was one of the ten (10) largest suppliers of products and/or services to the Company and its Subsidiaries, based on amounts paid or payable (each, a “Significant Supplier”), and the Company has no knowledge of any material dissatisfaction on the part of any Significant Supplier. Each Significant Supplier is listed in Schedule 2.22(c) of the Company Disclosure Letter. Other than as set forth in Schedule 2.22(c) of the Company Disclosure Letter, neither the Company nor any of its Subsidiaries has received any information that any such Significant Supplier will not continue as a supplier to the Company as wholly-owned by the Acquiror or such Subsidiary after the Closing or that such Significant Supplier intends to terminate or materially modify existing Contracts with the Company as wholly-owned by the Acquiror or such Subsidiary. The Company and its Subsidiaries have access, on commercially reasonable terms, to all products and services reasonably necessary to carry on their respective businesses, and the Company has no knowledge of any reason why they will not continue to have such access on commercially reasonable terms.

  • Major Customers The following table reflects the major customers of the Partnership's oil and gas sales (a major customer is defined as a customer whose sales exceed 10% of total sales) during the years ended December 31: 1998 1997 1996 ---- ---- ---- Genesis Crude Oil, L.P...................................... 58% 61% 63% Western Gas Resources, Inc. ................................ 22% 18% 13% At December 31, 1998, the amounts receivable from Genesis Crude Oil, L.P. and Western Gas Resources, Inc. were $74,502 and $65,025, respectively, which are included in the caption "Accounts receivable -- oil and gas sales" in the accompanying Balance Sheet. The Partnership's share of oil and gas production is sold to various purchasers. Pioneer USA is of the opinion that the loss of any one purchaser would not have an adverse effect on the ability of the Partnership to sell its oil and gas production.

  • Contact with Customers and Suppliers Until the Closing Date, the Buyer shall not, and shall cause its Affiliates and direct its other Representatives not to, contact or communicate with the employees, customers, suppliers, distributors or licensors of the Acquired Entities, or any other Persons having a business relationship with the Acquired Entities, concerning the transactions contemplated hereby or any of the foregoing relationships without the prior written consent of the Seller.

  • No Relationships with Customers and Suppliers No relationship, direct or indirect, exists between or among the Company on the one hand, and the directors, officers, 5% or greater stockholders, customers or suppliers of the Company or any of the Company’s affiliates on the other hand, which is required to be described in the Disclosure Package and the Prospectus or a document incorporated by reference therein and which is not so described.

  • Suppliers and Customers (a) The Company has adequate sources of supply for its business as currently conducted and as proposed to be conducted. The Company has good relationships with all of its material sources of supply of goods and services and does not anticipate any material problem with any such material sources of supply. (b) The Company has no knowledge that the customer base of the Company might materially decrease.

  • Customers; Suppliers Executive does not have, and at any time during the term of this Agreement shall not have, any employment with or any direct or indirect interest in (as owner, partner, shareholder, employee, director, officer, agent, consultant or otherwise) any customer of or supplier to Company.

  • Insignificant Changes No adjustment in the Purchase Price shall be required unless such adjustment would require an increase or decrease of at least 1% in the Purchase Price. Any adjustments which by reason of this Section 11.5 are not required to be made shall be carried forward and taken into account in any subsequent adjustment. All calculations under this Section 11 shall be made to the nearest cent or to the nearest one-hundred thousandth of a Preferred Share or the nearest one-hundredth of a Common Share or other share or security, as the case may be.

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