Vendors; Customers Sample Clauses

Vendors; Customers. (a) The Company Disclosure Schedule sets forth a true, correct and complete list of the Key Vendors and the Company’s revenues attributable to sales or resales of the products of each such Key Vendor during the Company’s fiscal year ended December 31, 2009 and its fiscal year ended December 31, 2010. The Company has made available to Parent true, correct and complete copies of all written (and written summaries of all oral) contracts, agreements and arrangements pursuant to which the Company serves as a reseller of such Key Vendor’s products and services. The Company has not received any written notice from any Key Vendor which states or threatens that such Key Vendor intends to (i) terminate any contract, agreement or arrangement (each, a “Key Vendor Contract”) establishing the Company’s appointment as a reseller of such Key Vendor’s products and services, (ii) amend the terms of such Key Vendor Contract in a manner adverse to the Company, or (iii) to amend, alter or change in a manner adverse to the Company any of the discounts, rebates or other incentives available to the Company from such Key Vendor (any of the foregoing, a “Vendor Termination”). The relationships of the Company and its Key Vendors are, to the Company’s Knowledge, good commercial working relationships. (b) The Company Disclosure Schedule sets forth a correct and complete list of the top 10 customers of the Company purchasing IT Products and Services as of December 31, 2010 (each a “Material Customer”). The relationships of the Company and its Material Customers are, to the Company’s Knowledge, good commercial working relationships. Except as set forth in the Company Disclosure Schedule, the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby shall not give rise to any right of any Material Customer to terminate any Customer Contract (as defined below). The Company has not received any written notice from any Material Customer which states or threatens that such Material Customer intends to (i) terminate or amend, alter or change any contract, agreement or arrangement (a “Customer Contract”) for the purchase of IT Products and Services or its relationship with the Company in a manner adverse to the Company (any of the foregoing, a “Customer Termination).” (c) The Company Disclosure Schedule identifies each Customer Contract pursuant to which with the Company or the Subsidiary sold IT Products and Services to a Material Custo...
Sample 1
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Vendors; Customers. (a) Section 4.10(a) of the Company Disclosure Schedule sets forth a complete and accurate list of the twenty (20) most significant vendors of the Acquired Companies, as measured by amounts paid by the Acquired Companies for the twelve (12) month period ended at August 31, 2021 (the “Top 20 Vendors”), and the amount of consideration paid to such Top 20 Vendors for such period. Since January 1, 2021, no Top 20 Vendor has cancelled, terminated, materially reduced or materially altered (including any material reduction in the rate or amount of sales or purchases or material increase in the prices charged or paid, as the case may be) its Contract(s) with the applicable Acquired Company, and the Company has not received written or, to the Knowledge of the Company, oral notice from any of the Top 20 Vendors stating the intention of such Person to do so. (b) Section 4.10(b) of the Company Disclosure Schedule sets forth a complete and accurate list of the twenty (20) most significant customers of the Acquired Companies, as measured by amounts paid to the Acquired Companies for the twelve (12) month period ended at Xxxxxx 00, 0000 (xxx “Top 20 Customers”), and the amount of consideration paid to such Top 20 Customers for such period. Since January 1, 2021, no Top 20 Customer has cancelled, terminated, materially reduced or materially altered (including any material reduction in the rate or amount of sales or purchases or material increase in the prices charged or paid, as the case may be) its Contract(s) with the applicable Acquired Company, and the Company has not received written or, to the Knowledge of the Company, oral notice from any of the Top 20 Customers stating the intention of such Person to do so.
Sample 1
Vendors; Customers. (a) Section 2.18(a) of the Disclosure Letter sets forth, as of the date of this Agreement, the top 20 vendors (other than Talents) of the GAME Parties with respect to the Business, based on the aggregate dollar value of the GAME Parties’ transaction volume with such counterparty during the trailing twelve months for the period ending December 31, 2023 (the “Top Vendors”) together with the amount paid to each Top Vendor. Section 2.18(a) of the Disclosure Letter sets forth, as of the date of this Agreement, the top 20 customers of the GAME Parties with respect to the Business, based on the aggregate amounts paid to the GAME Parties during the trailing twelve months for the period ending December 31, 2023 (the “Top Customer”) together with the amount received from each Top Customer. (b) Except as set forth in Section 2.18(b) of the Disclosure Letter, none of the Top Vendors or Top Customer has, as of the date of this Agreement, informed any of the GAME Parties in writing that it will, or threatened to terminate, cancel, or materially limit or materially and adversely modify any of its existing business or terms with the GAME Parties (other than due to the expiration of an existing contractual arrangement), and, to the Knowledge of GAME, none of the Top Vendors or Top Customers is, as of the date of this Agreement, otherwise involved in or threatening any material Action against the GAME Parties or any of their respective businesses. To the Knowledge of GAME, there are no supply or allocation issues with respect to any of the suppliers to any of the GAME Parties.
Sample 1

Related to Vendors; Customers

  • 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.

  • 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.

  • Billing and Collection Customers BellSouth currently has in effect numerous billing and collection agreements with various interexchange carriers and billing clearing houses and as such these billing and collection customers (“B&C Customers”) query BellSouth’s LIDB to determine whether to accept various billing options from End Users. Until such time as BellSouth implements in its LIDB and its supporting systems the means to differentiate Lightyear’s data from BellSouth’s data, the following shall apply: (1) Lightyear will accept responsibility for telecommunications services billed by BellSouth for its B&C Customers for Lightyear’s End User accounts which are resident in LIDB pursuant to this Agreement. Lightyear authorizes BellSouth to place such charges on Lightyear’s xxxx from BellSouth and shall pay all such charges, including, but are not limited to, collect and third number calls. (2) Charges for such services shall appear on a separate BellSouth xxxx xxxx identified with the name of the B&C Customers for which BellSouth is billing the charge. (3) Lightyear shall have the responsibility to render a billing statement to its End Users for these charges, but Lightyear shall pay BellSouth for the charges billed regardless of whether Lightyear collects from Lightyear’s End Users. (4) BellSouth shall have no obligation to become involved in any disputes between Lightyear and B&C Customers. BellSouth will not issue adjustments for charges billed on behalf of any B&C Customer to Lightyear. It shall be the responsibility of Lightyear and the B&C Customers to negotiate and arrange for any appropriate adjustments.

  • Customers (a) Not later than sixty (60) calendar days following the date hereof (except as otherwise required by applicable law): (i) Seller will notify the holders of Deposits to be transferred on the Closing Date that, subject to the terms and conditions of this Agreement, Purchaser will be assuming liability for such Deposits; and (ii) each of Seller and Purchaser shall provide, or join in providing where appropriate, all notices to customers of the Branches and other Persons that either Seller or Purchaser, as the case may be, is required to give under applicable law or the terms of any agreement between Seller and any customer in connection with the transactions contemplated hereby, or, to the extent permitted by applicable law and the terms of any agreement between Seller and any customer, will further an efficient transition of the Deposit and Loan relationships to Purchaser; provided that Seller and Purchaser agree that any joint notices shall not include any dual-branded letters but instead shall include individual bank inserts for each of Seller and Purchaser. A party proposing to send or publish any notice or communication pursuant to this Section 4.2 shall furnish to the other party a copy of the proposed form of such notice or communication at least five (5) Business Days in advance of the proposed date of the first mailing, posting, or other dissemination thereof to customers, and shall not unreasonably refuse to amend such notice to incorporate any changes that the other such party proposes as necessary to comply with applicable law. Seller shall have the right to add customer transition information to any customer notifications to be sent by Purchaser pursuant to this Section 4.2 and such information may, at Seller’s option, be included either directly in Purchaser’s notification or in an additional insert that shall accompany the applicable Purchaser notification. Any customer notifications sent by Purchaser pursuant to this Section 4.2 shall only include the last four digits of any account number of Seller. All costs and expenses of any notice or communication sent or published by Purchaser or Seller shall be the responsibility of the party sending such notice or communication and all costs and expenses of any joint notice or communication shall be shared equally by Seller and Purchaser. As soon as reasonably practicable and in any event within forty five (45) calendar days after the date hereof, Seller shall provide to Purchaser a report of the names and addresses of the owners of the Deposits, the borrowers on the Loans and the lessees of the safe deposit boxes as of a recent date hereof in connection with the mailing of such materials and Seller shall provide updates to such report at reasonable intervals thereafter upon the reasonable request of Purchaser from time to time. No communications by Purchaser, and no communications by Seller outside the ordinary course of business, to any such owners, borrowers, customers or lessees as such shall be made prior to the Closing Date except as provided in this Agreement or otherwise agreed to by the parties in writing, not to be unreasonably withheld in the case of communications compliant with applicable law and agreements between Seller and such owners, borrowers, customers or lessees that are appropriate to further an efficient transition of Deposit and Loan relationships to Purchaser. (b) Following the giving of any notice described in Section 4.2(a), Purchaser and Seller shall deliver to each new customer at any of the Branches such notice or notices as may be reasonably necessary to notify such new customers of Purchaser’s pending assumption of liability for the Deposits and to comply with applicable law. (c) Neither Purchaser nor Seller shall object to the use, by depositors of the Deposits, of payment orders or cashier’s checks issued to or ordered by such depositors on or prior to the Closing Date, which payment orders bear the name, or any logo, trademark, service xxxx or the proprietary xxxx of Seller or any of its respective Affiliates. (d) Purchaser shall notify Deposit account customers and Loan account customers that, upon the expiration of a post-Closing processing period, which shall be sixty (60) calendar days after the Closing Date, any Items that are drawn on Seller shall not thereafter be honored by Seller. Such notice shall be given by delivering written instructions to such effect to such Deposit account customers and Loan account customers in accordance with this Section 4.2.

  • 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.

  • 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.

  • Vendors Any vendors engaged by Tenant to perform services in or to the Premises including, without limitation, janitorial contractors and moving contractors shall be coordinated with any work being performed by or for Landlord and in such manner as to maintain harmonious labor relations and not to damage the Building or the Property or interfere with Building construction or operation and shall be performed by vendors first approved by Landlord.

  • 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.

  • Customer The agency or eligible user that purchases commodities or contractual services pursuant to the Contract.

  • 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.

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