Related to By Customers
By Customer To the extent permitted by applicable law, Customer will defend Microsoft and its Affiliates against any third-party claim to the extent it alleges that: (1) any Customer Data or Non-Microsoft Product hosted in an Online Service by Microsoft on Customer's behalf misappropriates a trade secret or directly infringes a patent, copyright, trademark, or other proprietary right of a third party; or (2) Customer’s use of any Product, alone or in combination with anything else, violates the law or harms a third party. Limitation of liability. For each Product, each party’s maximum, aggregate liability to the other under this Agreement is limited to direct damages finally awarded in an amount not to exceed the amounts Customer was required to pay for the Products during the term of the applicable licenses, subject to the following: a. Subscriptions. For Products ordered on a subscription basis, Microsoft’s maximum liability to Customer for any incident giving rise to a claim will not exceed the amount Customer paid for the Product during the 12 months before the incident. b. Free Products and distributable c ode. For Products provided free of charge and code that Customer is authorized to redistribute to third parties without separate payment to Microsoft, Microsoft’s liability is limited to direct damages finally awarded up to US$5,000.
Suppliers and Customers Except as would not, individually and in the aggregate, have a Material Adverse Effect on the Company, since March 31, 1999, no licensor, vendor, supplier, licensee or customer of the Company or any of the Subsidiaries has canceled or otherwise modified its relationship with the Company or any of the Subsidiaries other than consistent with past practice and, to the Company's knowledge, (i) no such person has notified the Company or any Subsidiary of its intention to do so, and (ii) the consummation of the transactions contemplated hereby will not adversely affect any of such relationships.
Customers Neither the Company nor its Subsidiary has any outstanding material disputes concerning its products and/or services with any customer or distributor who, in the year ended December 31, 2007 or the eleven (11) months ended November 30, 2008, was one of the twenty-five (25) largest sources of revenues for the Company and its Subsidiary, based on amounts paid or payable (each, a “Significant Customer”), and the Company has no knowledge of any material dissatisfaction on the part of any Significant Customer. Each Significant Customer, as well as the total sales to each such Significant Customer by the Company and its Subsidiary since January 1, 2007, is listed on Section 3.22(a) of the Company Disclosure Letter. Neither the Company nor its Subsidiary has received any written, or to the knowledge of the Company, oral notice from any Significant Customer that such customer shall not continue as a customer of the Company (or the Surviving Company or Parent) after the Closing or that such customer intends to terminate or materially modify existing Contracts with the Company (or the Surviving Company or Parent). 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 result in a reversal of any revenue by the Company.
Customers; Suppliers Executive does not have, and at any time during the Term 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 the Company. Nothing in this Section 8.1 shall prohibit the Executive from acquiring or holding not more than two percent of any class of publicly traded securities of any business.
Suppliers While employed by the Company, and for one (1) year thereafter, Employee shall not cause or induce, or attempt to cause or induce, any person or firm supplying goods, services or credit to the Company or any of its affiliates to diminish or cease furnishing such goods, services or credit.
Substantial Customers and Suppliers Section 2.23(a) of the Disclosure Schedule lists the ten (10) largest customers of the Company, on the basis of revenues for goods sold or services provided for calendar year 2006 and the seven months ended July 31, 2007. Except as disclosed in Section 2.23(b) of the Disclosure Schedule, to Sellers’ Knowledge, no such customer has ceased or materially reduced its purchases from or use of the services of the Company or to the Knowledge of Sellers, has threatened to cease or materially reduce such purchases or use, sales or provision of services after the date hereof.
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.
Major Customers Schedule 3.18 hereto sets forth a complete and correct list of the ten (10) largest customers of the Company in terms of revenue recognized in respect of such customer during the one (1) month ended July 31, 2007, showing the amount of revenue recognized for each such customer during such period. To the knowledge of the Company, except as set forth on Schedule 3.18 hereto, the Company has not received any notice or other communication (written or oral) from any of the customers listed in Schedule 3.18 hereto terminating, amending or reducing in any material respect, or setting forth an intention to terminate, amend or reduce in the future, or otherwise reflecting a material adverse change in, the business relationship between such customer and the Company.
Major Customers and Suppliers 3.18(a) Major Customers. Schedule 3.18(a) contains a list of the twenty (20) largest customers, including distributors, of Company for each of the two (2) most recent fiscal years (determined on the basis of the total dollar amount of net sales) showing the total dollar amount of net sales to each such customer during each such year. Neither Company nor any Shareholder has any knowledge or information of any facts indicating, nor any other reason to believe, that any of the customers listed on Schedule 3.18(a) will not continue to be customers of the business of Company after the Closing at substantially the same level of purchases as heretofore. 3.18(b) Major Suppliers. Schedule 3.18(b) contains a list of the five (5) largest suppliers to Company for each of the two (2) most recent fiscal years (determined on the basis of the total dollar amount of purchases) showing the total dollar amount of purchases from each such supplier during each such year. Neither Company nor any Shareholder has any knowledge or information of any facts indicating, nor any other reason to believe, that any of the suppliers listed on Schedule 3.18(b) will not continue to be suppliers to the business of Company after the Closing and will not continue to supply the business with substantially the same quantity and quality of goods and services at competitive prices. 3.18(c) Dealers and Distributors. Schedule 3.18(c) contains a list by product or service line of all sales representatives, brokers, dealers, distributors and franchisees of Company, together with representative copies of all sales 26 representative, dealer, distributor and franchise contracts and policy statements, and a description of all substantial modifications or exceptions.
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.