Common use of Top Customers and Top Suppliers Clause in Contracts

Top Customers and Top Suppliers. (a) Section 2.24(a) of the Disclosure Schedule contains a true and correct list of the top twenty (20) currently active customers of Company Products (or group of affiliated customers) in connection with such customers based on revenue for the twelve (12) month period ending on the Balance Sheet Date (each such customer, a “Top Customer”). Neither the Company nor any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Customer (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company or any of its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (b) Section 2.24(b) of the Disclosure Schedule contains a true and correct list of the top twenty (20) currently active suppliers of the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts paid or payable by the Company and its Subsidiaries for the twelve (12) month period ending on the Balance Sheet Date (each such supplier, a “Top Supplier”). Neither the Company nor any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Supplier (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1, 2020, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers to timely manufacture, ship or deliver products, raw materials and goods, (ii) material reductions in customer demand, (iii) claim of force majeure by the Company or any of its Subsidiaries or a counterparty to any Material Contract, or (iv) material default under a Material Contract to which the Company or any of its Subsidiaries is a party, in each case, arising out of, resulting from or related to COVID-I9 or COVID-19 Measures.

Top Customers and Top Suppliers. (a) Section 2.24(a) of the Disclosure Schedule contains a true and correct list of the top twenty five (2025) currently active distributors, licensees or other customers of Company Products (or group of affiliated customers) by revenues generated in connection with such customers based on revenue for the twelve (12) 12 month period ending on the Balance Sheet Date (each such customer, a “Top Customer”). Neither As of the Agreement Date, neither the Company nor any of its Subsidiaries have received written or, to the Knowledge of the Company, oral notice, nor does the Company have KnowledgeKnowledge (without inquiry or investigation), that any Top Customer (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company or any of its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvencyinsolvency or is, or is reasonably likely to become, otherwise unable to purchase goods or services from the Company or any of its Subsidiaries consistent with past custom and practice. (b) Section 2.24(b) of the Disclosure Schedule contains a true and correct list of the top twenty five (2025) currently active suppliers of the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts paid or payable by the Company dollar volume of sales and its Subsidiaries purchases, respectively, for the twelve (12) 12 month period ending on the Balance Sheet Date (each such supplier, a “Top Supplier”). Neither As of the Agreement Date, neither the Company nor any of its Subsidiaries have received written or, to the Knowledge of the Company, oral notice, nor does the Company have KnowledgeKnowledge (without inquiry or investigation), that any Top Supplier (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1insolvency or is, 2020or is reasonably likely to become, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers otherwise unable to timely manufacture, ship supply goods or deliver products, raw materials and goods, (ii) material reductions in customer demand, (iii) claim of force majeure by services to the Company or any of its Subsidiaries or a counterparty to any Material Contract, or (iv) material default under a Material Contract to which the Company or any of its Subsidiaries is a party, in each case, arising out of, resulting from or related to COVID-I9 or COVID-19 Measuresconsistent with past custom and practice.

Top Customers and Top Suppliers. (a) Section 2.24(a) of the Disclosure Schedule contains a true and correct list of the top twenty ten (2010) currently active distributors, licensees or other customers of Company Products (or group of affiliated customers) by revenues generated in connection with such customers based on revenue for the twelve (12) month period ending on the Balance Sheet Date (each such customer, a “Top Customer”). Neither As of the Agreement Date, neither the Company nor any of its Subsidiaries have received written or, to the Knowledge of the Company, oral notice, nor does the Company have KnowledgeKnowledge (without inquiry or investigation), that any Top Customer (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company or any of its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvencyinsolvency or is, or is reasonably likely to become, otherwise unable to purchase goods or services from the Company or any of its Subsidiaries consistent with past custom and practice. (b) Section 2.24(b) of the Disclosure Schedule contains a true and correct list of the top twenty ten (2010) currently active suppliers of the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts paid or payable by the Company dollar volume of sales and its Subsidiaries purchases, respectively, for the twelve (12) month period ending on the Balance Sheet Date (each such supplier, a “Top Supplier”). Neither As of the Agreement Date, neither the Company nor any of its Subsidiaries have received written or, to the Knowledge of the Company, oral notice, nor does the Company have KnowledgeKnowledge (without inquiry or investigation), that any Top Supplier (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1insolvency or is, 2020or is reasonably likely to become, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers otherwise unable to timely manufacture, ship supply goods or deliver products, raw materials and goods, (ii) material reductions in customer demand, (iii) claim of force majeure by services to the Company or any of its Subsidiaries or a counterparty to any Material Contract, or (iv) material default under a Material Contract to which the Company or any of its Subsidiaries is a party, in each case, arising out of, resulting from or related to COVID-I9 or COVID-19 Measuresconsistent with past custom and practice.

Top Customers and Top Suppliers. (a) Section 2.24(aPart 2.18(a) of the Company Disclosure Schedule contains a true sets forth an accurate and correct complete list of each customer (including distributors): (i) who was one of the top twenty (20) currently active customers 10 largest sources of Company Products (revenues for the Acquired Companies during fiscal year 2016 or group of affiliated customers) in connection with such customers the nine-month period ended September 30, 2017, based on revenue for amounts paid or payable; or (ii) that would otherwise reasonably be expected to be material to the twelve Acquired Companies (12) month period ending on the Balance Sheet Date (each such customereach, a “Top Customer”). Neither As of the date of this Agreement, no Acquired Company nor has any pending material dispute with any Top Customer. To the knowledge of its Subsidiaries have the Company, no Acquired Company has received written notice, nor does the Company have Knowledge, that notice from any Top Customer (i) to the effect that such Top Customer will not continue as a customer of any of the Acquired Companies or that such Top Customer intends to cancelterminate or materially modify any existing Contract with any of the Acquired Companies, including by materially changing the terms of, or otherwise materially and adversely modify its relationship with reducing the Company or scale of the business conducted with, any of its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvencyAcquired Companies. (b) Section 2.24(bPart 2.18(b) of the Company Disclosure Schedule contains a true sets forth an accurate and correct complete list of the top twenty each supplier or service provider: (20i) currently active suppliers who was one of the Company and its Subsidiaries10 largest sources of amounts paid or payable to suppliers for the Acquired Companies during fiscal year 2016 or the nine-month period ended September 30, whether of products, services, Intellectual Property Rights or otherwise2017, based on amounts paid or payable by payable; or (ii) that would otherwise reasonably be expected to be material to the Company and its Subsidiaries for the twelve (12) month period ending on the Balance Sheet Date Acquired Companies (each such supplier, a “Top Supplier”). Neither As of the date of this Agreement, no Acquired Company nor has any pending material dispute with any Top Supplier. As of its Subsidiaries have the date of this Agreement, to the knowledge of the Company, no Acquired Company has received written notice, nor does the Company have Knowledge, that notice from any Top Supplier (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1, 2020, the Company and its Subsidiaries have that such Top Supplier will not experienced any (i) material failure continue as a supplier of any of the Acquired Companies or that such Top Suppliers Supplier intends to timely manufacture, ship terminate or deliver products, raw materials and goods, (ii) material reductions in customer demand, (iii) claim of force majeure by the Company or materially modify any existing Contract with any of its Subsidiaries or a counterparty to any Material Contractthe Acquired Companies, including by materially changing the terms of, or (iv) material default under a Material Contract to which reducing the Company or scale of the business conducted with, any of its Subsidiaries is a party, in each case, arising out of, resulting from or related to COVID-I9 or COVID-19 Measuresthe Acquired Companies.

Top Customers and Top Suppliers. (a) Section 2.24(aSchedule 4.24(a) of the Company Disclosure Schedule contains Schedules sets forth a true true, correct and correct complete list of the names of the top twenty ten (2010) currently active customers of Company Products (or group of affiliated customers) in connection with by dollar sales volume paid by such customers based on revenue to the Company and its Subsidiaries for the twelve year ended December 31, 2020 (12) month period ending on the Balance Sheet Date (each such customereach, a “Top Customer”). Neither None of the Top Customers has (i) terminated or given written notice to the Company nor or any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Customer (i) intends expressly stating its intention to cancel, or otherwise materially and adversely modify terminate its relationship with the Company or any of its Subsidiaries (whether related to paymentSubsidiaries, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (b) Section 2.24(b) of the Disclosure Schedule contains a true and correct list of the top twenty (20) currently active suppliers of given written notice to the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts paid or payable by the Company and its Subsidiaries for the twelve (12) month period ending on the Balance Sheet Date (each such supplier, a “Top Supplier”). Neither the Company nor any of its Subsidiaries have received written noticeexpressly stating that, nor does following the Company have Knowledgedate of this Agreement, it plans to reduce substantially the quantity of products or services that any Top Supplier (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1, 2020, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers to timely manufacture, ship or deliver products, raw materials and goods, (ii) material reductions in customer demand, (iii) claim of force majeure by it purchases from the Company or any of its Subsidiaries or a counterparty (iii) given written notice to the Company or any Material Contractof its Subsidiaries expressly stating that, following the date of this Agreement, it desires to renegotiate any material terms of its Contract with the Company or (iv) material default under a Material Contract any of its Subsidiaries pursuant to which the Company or any of its Subsidiaries is provides services to such Top Customer. (b) Schedule 4.24(b) of the Company Disclosure Schedules sets forth, a partytrue, in each casecorrect and complete list of the names of the top ten (10) suppliers and vendors by dollar sales volume paid by the Company and its Subsidiaries to such supplier for the year ended December 31, arising out of2020 (each, resulting a “Top Supplier”). None of the Top Suppliers has (i) terminated or given written notice to the Company or any of its Subsidiaries expressly stating its intention to terminate its relationship with the Company or any of its Subsidiaries, (ii) given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, it plans to reduce substantially the quantity of products or services that it provides to the Company or any of its Subsidiaries or (iii) given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, that it desires to renegotiate any material terms of its Contract with the Company or any of its Subsidiaries pursuant to which the Company or any of its Subsidiaries receives services or products from or related to COVID-I9 or COVID-19 Measuressuch Top Supplier.

Top Customers and Top Suppliers. (a) Section 2.24(a) of the Disclosure Schedule contains a true and correct list of the top twenty ten (2010) currently active distributors, licensees or other customers of Company Products (or group by total invoices to customers net of affiliated customers) credit memos for subscription license and M&S products in connection with such customers based on revenue for the twelve (12) 12 month period ending on the Balance Sheet Date (each such customer, a “Top Customer”). Neither the Company nor any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Customer (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company or any of its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvencyinsolvency or is, or is reasonably likely to become, otherwise unable to purchase goods or services from the Company or any of its Subsidiaries consistent with past custom and practice. (b) Section 2.24(b) of the Disclosure Schedule contains a true and correct list of the top twenty ten (2010) currently active suppliers of the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts paid or payable by total invoices received, excluding the Company and its Subsidiaries employee vendor category, for the twelve (12) 12 month period ending on the Balance Sheet Date (each such supplier, a “Top Supplier”). Neither the Company nor any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Supplier (i) intends to cancel, or otherwise materially and adversely modify its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvencyinsolvency or is, or is reasonably likely to become, otherwise unable to supply goods or services to the Company or any of its Subsidiaries consistent with past custom and practice. (c) Since January 1, 2020, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers to timely manufacture, ship or deliver products, raw materials and goods, (ii) material reductions in customer demand, (iii) claim of force majeure by the Company or any of its Subsidiaries or a counterparty to any Material Contract, or (iv) material default under a Material Contract to which the Company or any of its Subsidiaries is a party, in each case, arising out of, resulting from or related to COVID-I9 COVID-19 or COVID-19 Measures.

Top Customers and Top Suppliers. (a) Section 2.24(aSchedule 3.25(a) of the Disclosure Schedule contains sets forth a true true, correct and correct complete list of the names of the top twenty ten (2010) currently active customers of Company Products (or group of affiliated customers) in connection with by dollar sales volume paid by such customers based on revenue to the Company and its Subsidiaries for the twelve year ended December 31, 2023 (12) month period ending on the Balance Sheet Date (each such customereach, a “Top Customer”). Neither None of the Top Customers has (i) terminated or given written notice to the Company nor or any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Customer (i) intends expressly stating its intention to cancel, or otherwise materially and adversely modify terminate its relationship with the Company or any of its Subsidiaries (whether related to paymentSubsidiaries, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, it plans to reduce substantially the quantity of products or services that it purchases from the Company or any of its Subsidiaries or (iii) given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, it desires to renegotiate its Contract with bankruptcy the Company or insolvencyany of its Subsidiaries or the terms on which the Company or any of its Subsidiaries provides services to such Top Customer. (b) Section 2.24(bSchedule 3.25(b) of the Disclosure Schedule contains sets forth a true true, correct and correct complete list of the top twenty (20) currently active suppliers names of the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts top ten (10) suppliers by dollar sales volume paid or payable by the Company and its Subsidiaries to such supplier for the twelve year ended December 31, 2023 (12) month period ending on the Balance Sheet Date (each such suppliereach, a “Top Supplier”). Neither None of the Top Suppliers has (i) terminated or given written notice to the Company nor or any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Supplier (i) intends expressly stating its intention to cancel, or otherwise materially and adversely modify terminate its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1, 2020, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers to timely manufacture, ship or deliver products, raw materials and goodsits Subsidiaries, (ii) material reductions in customer demandgiven written notice to the Company or any of its Subsidiaries expressly stating that, (iii) claim following the date of force majeure by this Agreement, it plans to reduce substantially the quantity of products or services that it provides to the Company or any of its Subsidiaries or a counterparty (iii) given written notice to the Company or any Material Contractof its Subsidiaries expressly stating that, following the date of this Agreement, that it desires to renegotiate its Contract with the Company or (iv) material default under a Material Contract to any of its Subsidiaries or the terms on which the Company or any of its Subsidiaries is a party, in each case, arising out of, resulting receives services or products from or related to COVID-I9 or COVID-19 Measuressuch Top Supplier.

Top Customers and Top Suppliers. (a) Section 2.24(aSchedule 4.26(a) of the Disclosure Schedule contains sets forth a true true, correct and correct complete list of the names of the top twenty ten (2010) currently active customers of Company Products (or group of affiliated customers) in connection with by dollar sales volume paid by such customers based on revenue to the Company and its Subsidiaries for the twelve year ended December 31, 2020 (12) month period ending on the Balance Sheet Date (each such customereach, a “Top Customer”). Neither None of the Top Customers has (i) terminated or given written notice to the Company nor or any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Customer (i) intends expressly stating its intention to cancel, or otherwise materially and adversely modify terminate its relationship with the Company or any of its Subsidiaries (whether related to paymentSubsidiaries, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, it plans to reduce substantially the quantity of products or services that it purchases from the Company or any of its Subsidiaries or (iii) given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, it desires to renegotiate its Contract with bankruptcy the Company or insolvencyany of its Subsidiaries or the terms on which the Company or any of its Subsidiaries provides services to such Top Customer. (b) Section 2.24(bSchedule 4.26(b) of the Disclosure Schedule contains sets forth, a true true, correct and correct complete list of the top twenty (20) currently active suppliers names of the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts top ten (10) suppliers by dollar sales volume paid or payable by the Company and its Subsidiaries to such supplier for the twelve year ended December 31, 2020 (12) month period ending on the Balance Sheet Date (each such suppliereach, a “Top Supplier”). Neither None of the Top Suppliers has (i) terminated or given written notice to the Company nor or any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Supplier (i) intends expressly stating its intention to cancel, or otherwise materially and adversely modify terminate its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1, 2020, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers to timely manufacture, ship or deliver products, raw materials and goodsits Subsidiaries, (ii) material reductions in customer demandgiven written notice to the Company or any of its Subsidiaries expressly stating that, (iii) claim following the date of force majeure by this Agreement, it plans to reduce substantially the quantity of products or services that it provides to the Company or any of its Subsidiaries or a counterparty (iii) given written notice to the Company or any Material Contractof its Subsidiaries expressly stating that, following the date of this Agreement, that it desires to renegotiate its Contract with the Company or (iv) material default under a Material Contract to any of its Subsidiaries or the terms on which the Company or any of its Subsidiaries is a party, in each case, arising out of, resulting receives services or products from or related to COVID-I9 or COVID-19 Measuressuch Top Supplier.

Top Customers and Top Suppliers. (a) Section 2.24(aSchedule 4.24(a) of the Disclosure Schedule contains sets forth a true true, correct and correct complete list of the names of the top twenty ten (2010) currently active customers of Company Products (or group of affiliated customers) in connection with by dollar sales volume paid by such customers based on revenue to the Company and its Subsidiaries for the twelve year ended December 31, 2022 (12) month period ending on the Balance Sheet Date (each such customereach, a “Top Customer”). Neither None of the Top Customers has (i) terminated or given written notice to the Company nor or any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Customer (i) intends expressly stating its intention to cancel, or otherwise materially and adversely modify terminate its relationship with the Company or any of its Subsidiaries (whether related to paymentSubsidiaries, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, it plans to reduce substantially the quantity of products or services that it purchases from the Company or any of its Subsidiaries or (iii) given written notice to the Company or any of its Subsidiaries expressly stating that, following the date of this Agreement, it desires to renegotiate its Contract with bankruptcy the Company or insolvencyany of its Subsidiaries or the terms on which the Company or any of its Subsidiaries provides services to such Top Customer. (b) Section 2.24(bSchedule 4.24(b) of the Disclosure Schedule contains sets forth a true true, correct and correct complete list of the top twenty (20) currently active suppliers names of the Company and its Subsidiaries, whether of products, services, Intellectual Property Rights or otherwise, based on amounts top ten (10) suppliers by dollar sales volume paid or payable by the Company and its Subsidiaries to such supplier for the twelve year ended December 31, 2022 (12) month period ending on the Balance Sheet Date (each such suppliereach, a “Top Supplier”). Neither None of the Top Suppliers has (i) terminated or given written notice to the Company nor or any of its Subsidiaries have received written notice, nor does the Company have Knowledge, that any Top Supplier (i) intends expressly stating its intention to cancel, or otherwise materially and adversely modify terminate its relationship with the Company and its Subsidiaries (whether related to payment, price or otherwise) on account of the Transactions or otherwise, or (ii) is threatened with bankruptcy or insolvency. (c) Since January 1, 2020, the Company and its Subsidiaries have not experienced any (i) material failure of any of the Top Suppliers to timely manufacture, ship or deliver products, raw materials and goodsits Subsidiaries, (ii) material reductions in customer demandgiven written notice to the Company or any of its Subsidiaries expressly stating that, (iii) claim following the date of force majeure by this Agreement, it plans to reduce substantially the quantity of products or services that it provides to the Company or any of its Subsidiaries or a counterparty (iii) given written notice to the Company or any Material Contractof its Subsidiaries expressly stating that, following the date of this Agreement, that it desires to renegotiate its Contract with the Company or (iv) material default under a Material Contract to any of its Subsidiaries or the terms on which the Company or any of its Subsidiaries is a party, in each case, arising out of, resulting receives services or products from or related to COVID-I9 or COVID-19 Measuressuch Top Supplier.