Significant Vendors definition
Examples of Significant Vendors in a sentence
From December 31, 2018 through the date hereof, none of the Significant Vendors or Significant Customers has cancelled or otherwise terminated, or, to the Company’s Knowledge, threatened in writing, to cancel or otherwise to terminate, its relationship with the Company or any of its Subsidiaries.
Seller has no Knowledge of any facts, conditions or events that might give rise to a claim by Seller against any of the Significant Customers or Significant Vendors or any claim by such a Significant Customer or Significant Vendor, in each case, relating to the Aerospace Business.
The Significant Vendors shall cause the Companies to prepare and file all Tax Returns of the Companies that are required to be filed after the date hereof and prior to the Closing Date.
The Significant Vendors will cause the Companies to keep all insurance policies that provide coverage for the Companies in full force and effect through at least the close of business on the Closing Date, and shall provide for the renewal of all such policies that by their terms will expire prior to the Closing Date.
The Vendors shall, and the Significant Vendors shall cause the Companies to (and shall cause the directors, officers, employees, agents, representatives and Affiliates acting on their behalf and on behalf of the Companies to) immediately cease and cause to be terminated all existing discussions, negotiations or other communications with any Persons conducted heretofore with respect to any of the foregoing.
Neither the Company that is party to a Material Contract nor, to the Knowledge of the Significant Vendors, any other party thereto has received any written notice of, or is in, any breach of or default under any Material Contract.
All covenants and obligations of the Vendors contained in this Agreement or Ancillary Agreement are provided on a several and not joint and several basis, as to itself, himself or herself only and as to the Shares owned by such Vendor and, where the context so requires, is in proportion to such Vendor’s Percentage Interest; provided that the foregoing shall not apply where the covenants and obligations are stated to be those of the Significant Vendors only.
The Vendors and the Significant Vendors, as applicable, shall have performed or complied in all material respects with all covenants, agreements and obligations required by this Agreement to be performed or complied with by them on or prior to the Closing Date.
None of the Companies or the Significant Vendors has received any notice of any material violation of and, to the Knowledge of the Significant Vendors, none of the Companies is under investigation or review by any Governmental Authority with respect to or has been threatened to be charged with any material violation of, any Applicable Law.
The Significant Vendors shall not and shall cause the Companies not to: (i) make any promises or commitments to any Business Employee with regard to such Business Employee’s employment status with any Company after the Closing or the terms or conditions upon which such employment might be continued; or (ii) take any action that would impede, hinder or otherwise interfere with the Purchaser’s efforts to continue the employment of any Business Employee.