Common use of Suppliers and Customers Clause in Contracts

Suppliers and Customers. (a) Schedule 3.26(a) lists (i) all suppliers of the Company to which the Company made payments during the year ended December 31, 1996, or expects to make payments during the year ending December 31, 1997, in excess of five percent of the combined cost of sales of the Company for such year and (ii) all customers that paid the Company during the year ended December 31, 1996 or that the Company expects will pay to the Company during the year ending December 31, 1997, more than five percent of the combined revenues of the Company. (b) The Company has no information which might reasonably indicate that any of the customers or suppliers listed on the Schedule 3.26(a) intend to cease purchasing from, selling to or dealing with the Company, nor has any information been brought to its attention which might reasonably lead it to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisition. The Company has no information which might reasonably indicate, or information which has been brought to its attention which might reasonably lead it to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000.

Suppliers and Customers. (a) Schedule 3.26(aSCHEDULE 3.26(A) hereto lists (i) all suppliers of the Company to which the Company made payments during the year years ended December 31, 19961995, 1996 and 1997, or expects to make payments during the year ending December 31, 19971998, in excess of five ten percent of the combined cost of sales of the Company for such year and (ii) all customers that paid the Company during the year years ended December 31, 1995, 1996 and 1997 or that the Company expects will pay to the Company during the year ending December 31, 19971998, more than five in excess of one percent of the combined revenues of the CompanyCompany for such year. (b) The Company has no information which might reasonably indicate that any of the customers or suppliers listed on the Schedule 3.26(aSCHEDULE 3.26(A) intend to cease purchasing from, selling to or dealing with the Company, nor has any information been brought to its the attention of the Company or the Principal which might reasonably lead it them to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisition. The Neither the Company nor the Principal has no any information which might reasonably indicate, or information which has been brought to its or his attention which might reasonably lead it or him to believe thatbelieve, that (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000Company, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000Company.

Suppliers and Customers. (a) Schedule 3.26(a) 6.23 lists (i) all suppliers of the Company to which the Company made payments during the year ended December 31September 30, 19961998, or expects expect to make payments during the year ending December 31, 19971999, in excess of five percent (5%) of the combined cost of sales as reflected on the Company's statement of operations for the Company for such year ended September 30, 1998 and (ii) all customers that paid the Company during the year ended December 31September 30, 1996 1998 or that the Company Seller expects will pay to the Company during the year ending December 31, 19971999, more than five percent of the combined revenues (5%) of the Company's sales revenues as reflected on its statement of operations for the year ended September 30, 1998. (b) The Seller and the Company has have no information which might reasonably indicate that any of the customers or suppliers listed on the Schedule 3.26(a) 6.23 intend to cease purchasing from, selling to to, or dealing with with, the Company, nor has any information been brought to its their attention which might reasonably lead it them to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisitiontransactions contemplated by this Agreement. The Seller and the Company has have no information which might reasonably indicate, or nor has any information which has been brought to its their attention which might reasonably lead it them to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000Company, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000Company.

Suppliers and Customers. (a) Schedule 3.26(a) 5.30 lists (i) all suppliers of the Company to which the Company made payments during the year ended December 31, 1996, or expects to make payments during the year ending December 31, 19971999, in excess of five percent (5%) of the combined cost of sales as reflected on the Company's statement of operations for the Company for such year ended December 31, 1999 and (ii) all customers that paid the Company during the year ended December 31, 1996 or that the Company expects will pay to the Company during the year ending December 31, 19971999, more than five percent of the combined revenues (5%) of the Company's sales revenues as reflected on its statement of operations for the year ended December 31, 1999 ("Customers"). (b) The None of the Customers or suppliers listed in Schedule 5.30 has terminated or discontinued their business with the Company and the Company has no information knowledge which might reasonably indicate that any of the customers Customers or suppliers listed on the in Schedule 3.26(a) 5.30 intend to cease purchasing from, selling to to, or dealing with with, the Company, nor has any information been brought to its the Shareholder' attention which might reasonably lead it them to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisitiontransactions contemplated by this Agreement. The Company has no information knowledge which might reasonably indicate, or nor has any information which has been brought to its the Shareholders' attention which might reasonably lead it them to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000Company, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000Company.

Suppliers and Customers. (a) SECTION 5.21(a) of the Disclosure Schedule 3.26(a) lists (i) all suppliers of the Company Business to which the Company made payments during the year ended December 31, 19961999, or made or expects to make payments during the year ending December 31, 19972000 in each case, in excess of five percent of the combined cost of sales of the Company for such year and periods, (ii) all customers of the Business that paid the Company during the year ended December 31, 1996 1999, or that has paid or the Company expects will pay to the Company during the year ending December 31, 19972000, more than five percent of the combined sales revenues of the Company for such periods and (iii) all other suppliers and customers of the Business the loss of any of which, individually or in the aggregate with all other suppliers or customers which are Affiliates of such supplier or customer, would reasonably be expected to have a Material Adverse Effect on the Company. (b) The Company has no information which might reasonably indicate that any To the Knowledge of the Company, none of the customers or suppliers of the Company listed on the Disclosure Schedule 3.26(a) intend in SECTION 5.21 have expressed an intention to cease purchasing from, selling to or dealing with the Company, Company nor has any information been brought to its attention by such customer or supplier which might would reasonably lead it to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company or would alter in any material respect such purchases, sales or dealings (including in the event of the consummation of the AcquisitionMerger). To the Knowledge of the Company, all suppliers to the Business will be able to fulfill outstanding or currently anticipated purchase orders placed by the Company. The Company has no information which might reasonably indicate, or nor has any information which has been brought to its attention which might reasonably lead it to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000, or (ii) any customer of the Business will cancel any outstanding or currently anticipated purchase orders placed with the Company. (c) Neither the Company whichnor, individually to the Knowledge of the Company, any of its officers, directors, shareholders or Affiliates, nor any relative or spouse (or relative of such spouse) of any such officer, director, shareholder or Affiliate, nor any entity controlled by one of more of the foregoing: (i) owns, directly or indirectly, any interest in (excepting less than 2% stock holdings for passive investment purposes in securities of publicly held and traded companies), or is an officer, director, employee or consultant of, any Person which is, or is engaged in business as, a competitor, lessor, lessee, material supplier, distributor, sales agent, material customer or client of the Business; (ii) owns, directly or indirectly, in whole or in part, any material tangible or intangible property that the aggregateBusiness uses in the conduct of its business; or (iii) has any cause of action or other claim whatsoever against, exceed $100,000or owes any amount to, the Company, except for claims in the ordinary course of business such as for accrued vacation pay, accrued benefits under employee benefit plans, and similar matters and agreements existing on the date hereof.

Suppliers and Customers. (a) Schedule 3.26(a) SCHEDULE 3.25 lists (i) all suppliers of the Company to which the Company Seller made payments during the year ended December 31, 19961998, or to which Seller expects to make payments during the year ending December 31, 199731,1999, in excess of five percent (5%) of the combined cost of sales as reflected on Seller's statement of operations for the Company for such year ended December 31, 1998 and (ii) all customers that paid the Company Seller during the year ended December 31, 1996 1998 or that the Company expects Stockholders expect will pay to the Company Seller during the year ending December 31, 19971999, more than five percent (5%) of Seller's sales revenues as reflected on its statement of operations for the combined revenues of the Companyyear ended December 31, 1998 ("Customers"). (b) The Company None of the customers or suppliers listed on SCHEDULE 3.25 has terminated or discontinued their business with Seller and Seller has no information Knowledge which might reasonably indicate that any of the customers or suppliers listed on the Schedule 3.26(a) SCHEDULE 3.25 intend to cease purchasing from, selling to to, or dealing with the Companywith, Seller, nor has any information been brought to its the Stockholders' attention which might reasonably lead it them to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company Seller or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisitiontransactions contemplated by this Agreement. The Company Seller has no information Knowledge which might reasonably indicate, or nor has any information which has been brought to its the Stockholders' attention which might reasonably lead it them to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000Seller, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000Seller.

Suppliers and Customers. (a) Schedule 3.26(a) 3.30 lists (i) all suppliers of the Company to which the either Company made payments during the year ended December 31, 1996, or expects to make payments during the year ending December 31, 19971999, in excess of five percent (5%) of the combined cost of sales as reflected on either Company's statement of operations for the Company for such year ended December 31, 1999 and (ii) all customers that paid the either Company during the year ended December 31, 1996 or that the Company expects will pay to the Company during the year ending December 31, 19971999, more than five percent (5%) of such Company's sales revenues as reflected on its statement of operations for the combined revenues of the Companyyear ended December 31, 1999 ("Customers"). (b) The None of the customers or suppliers listed on Schedule 3.30 has terminated or discontinued their business with either Company and neither Company has no information knowledge which might reasonably indicate that any of the customers or suppliers listed on the Schedule 3.26(a) 3.30 intend to cease purchasing from, selling to to, or dealing with the with, either Company, nor has any information been brought to its the Shareholders' attention which might reasonably lead it them to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the either Company or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisitiontransactions contemplated by this Agreement. The Neither Company has no information knowledge which might reasonably indicate, or nor has any information which has been brought to its the Shareholders' attention which might reasonably lead it them to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000either Company, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000either Company.

Suppliers and Customers. (a) Schedule 3.26(aSCHEDULE 3.26(A) lists (i) all suppliers of the Company to which the Company made payments during the year ended December 31, 19961997, or expects to make payments during the year ending December 31, 19971998, in excess of five percent of the combined cost of sales of the Company for such year and (ii) all customers that paid the Company during the year ended December 31, 1996 1997 or that the Company expects will pay to the Company during the year ending December 31, 19971998, more than five percent of the combined revenues of the Company. (b) The Company has no information which might reasonably indicate that any of the customers or suppliers listed on the Schedule 3.26(aSCHEDULE 3.26(A) intend to cease purchasing from, selling to or dealing with the Company, nor has any information been brought to its attention which might reasonably lead it to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisition. The Company has no information which might reasonably indicate, or information which has been brought to its attention which might reasonably lead it to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000.

Suppliers and Customers. (a) Schedule 3.26(a) 3.30 lists (i) all suppliers of the Company to which the Company made payments during the year ended December 31, 1996, or expects to make payments during the year ending December 31, 19971999, in excess of five percent (5%) of the combined cost of sales as reflected on the Company's statement of operations for the Company for such year ended December 31, 1999 and (ii) all customers that paid the Company during the year ended December 31, 1996 or that the Company expects will pay to the Company during the year ending December 31, 19971999, more than five percent of the combined revenues (5%) of the Company's sales revenues as reflected on its statement of operations for the year ended December 31, 1999 ("Customers"). (b) The None of the customers or suppliers listed on Schedule 3.30 has terminated or discontinued their business with the Company and the Company has no information knowledge which might reasonably indicate that any of the customers or suppliers listed on the Schedule 3.26(a) 3.30 intend to cease purchasing from, selling to to, or dealing with with, the Company, nor has any information been brought to its the Shareholders' attention which might reasonably lead it them to believe any such customer or supplier intends to alter in any material respect the amount of such purchases, sales or the extent of dealings with the Company or would alter in any material respect such purchases, sales or dealings in the event of the consummation of the Acquisitiontransactions contemplated by this Agreement. The Company has no information knowledge which might reasonably indicate, or nor has any information which has been brought to its the Shareholders' attention which might reasonably lead it them to believe that, (i) any supplier will not be able to fulfill outstanding or currently anticipated purchase orders placed by the Company which, individually or in the aggregate, exceed $100,000Company, or (ii) any customer will cancel outstanding or currently anticipated purchase orders placed with the Company which, individually or in the aggregate, exceed $100,000Company.