Customers and Supplier. Section 3.19 of the Disclosure Schedule sets forth (a) a complete and correct list of the ten (10) largest customers of the Business measured by sales of the Business for (i) the fiscal year ended December 31, 2018 and (ii) the three (3)-month period ended March 31, 2019 (the “Material Customers”) and (b) a complete and correct list of the ten (10) largest suppliers, service providers or other similar business relations of the Business (the “Material Suppliers”) measured by expenses by the Business for (i) the fiscal year ended December 31, 2018 and (ii) the three (3)-month period ended March 31, 2019, and sets forth opposite the name of each such Material Customer and Material Supplier the approximate dollar amount of net sales and/or amounts paid by the Company attributable to such Material Customer or Material Supplier for each such period. Since January 1, 2018, (i) no Material Customer has provided any written or, to the Knowledge of the Company, other notice to the effect that any such Material Customer intends to cease being a customer of the Business or materially decrease the rate of, or materially change the terms with respect to, buying products or services from the Business (whether as a result of the consummation of the transactions contemplated hereby or otherwise) and (ii) no Material Supplier has provided any written or, to the Knowledge of the Company, other notice to the effect that any such Material Supplier intends to cease doing business with the Business or materially decrease the rate of, or materially change the terms with respect to, supplying materials, products or services to the Business (whether as a result of the consummation of the transactions contemplated hereby or otherwise). The Company is not involved (and has not been involved since January 1, 2018) in any material claim, dispute or controversy with any Material Customer or Material Supplier.
Customers and Supplier. (a) Schedule 4.24(a) lists each supplier of goods or services to the Company to whom the Company paid in the aggregate more than $75,000 (on an annualized basis) during the twelve month period ended December 31, 2005 or during the four month period ended April 30, 2006, together with the total amounts paid to each during such periods (the “Company Major Suppliers”).
Customers and Supplier. Sellers have provided Buyer with a list, which to the knowledge of Sellers, sets forth the ten (10) largest customers of the Corporation in terms of dollar volume of sales for the three (3) preceding fiscal years and for the current fiscal 16 year, showing the approximate total dollar amount of sales to each such customer during each such fiscal year. Sellers have provided Buyer with a list, which to the knowledge of Sellers, sets forth the ten (10) largest suppliers to the Corporation in terms of dollar volume of purchases for the three (3) preceding fiscal years and for the current fiscal year showing the approximate total dollar amount of purchases from each supplier during each such fiscal year. To the knowledge of Sellers, since January 1, 1994, the Corporation has not received any notice from and has not otherwise been informed or made aware that any such ten (10) largest suppliers or customers will be terminating or curtailing its business with the Corporation in a manner that would have a material adverse effect on the Corporation, except as may be indicated in the lists, and by virtue of any decrease in business or production from such customers or suppliers over the three (3) year period indicated, to the date of the Closing.
Customers and Supplier. The Disclosure Schedule, under the caption referencing this Section 3.21, lists the 10 largest customers and the 10 largest suppliers of the Company and the Subsidiaries for the fiscal year ended February 28, 2005 and for the three-month period ended May 31, 2005 and sets forth opposite the name of each such customer or supplier the approximate percentage of net sales or purchases by the Company and the Subsidiaries attributable to such customer or supplier for each such period. Since the Balance Sheet Date, no customer or supplier listed on the Disclosure Schedule under the caption referencing this Section 3.21 has indicated to the Company that it will stop or substantially decrease the volume of business done with the Company and the Subsidiaries, taken as a whole, except for decreases in the ordinary course of the Company’s or the Subsidiaries’ business.
Customers and Supplier. (a) Schedule 4.24(a) lists the Company’s customers for calendar years 2005 and 2006 and sets forth opposite the name of each such customer the dollar amount of sales attributable to such customer for such periods. The Company has a fully executed contract or other evidence of agreement to material terms with each such customer. Except as set forth on Schedule 4.24(a), the Company is not engaged in any material dispute with any current customer and no such customer has notified the Company that it intends to terminate or reduce its business relations with the Company and to the knowledge of the Company, without inquiry or investigation, there is no reason why such customer would not continue such business relationship with Parent or the Surviving Entity after the Closing; provided, however, that the Company makes no representation or warranty, express or implied, that any such customer will remain as a customer of Parent or the Surviving Entity after the Closing Date or will not terminate or reduce its business relations with Parent or the Surviving Entity after Closing.
Customers and Supplier. (a) Schedule 3.24(a) lists Company’s customers from whom the Company received in the aggregate more than $100,000 (on an annualized basis) for calendar years 2005 and 2006 and sets forth opposite the name of each such customer the dollar amount of sales attributable to such customer for such periods. Company has a fully executed contract or other evidence of agreement to material terms with each such customer. Except as set forth in Schedule 3.24(a), Company is not engaged in any material dispute with any current customer and no such customer has notified Company that it intends to terminate or reduce its business relations with Company and to the knowledge of Company, there is no reason why such customer would not continue such business relationship with the Surviving Corporation or the Ultimate Surviving Corporation after the Closing; provided, however, that Company makes no representation or warranty, express or implied, that any such customer will remain as a customer of the Surviving Corporation or the Ultimate Surviving Corporation after the Closing Date or will not terminate or reduce its business relations with the Surviving Corporation or the Ultimate Surviving Corporation after Closing.
Customers and Supplier. Section 3.20
Customers and Supplier. Schedule 3.10(a) lists the ten (10) largest customers of the Business for each of the three (3) most recent fiscal years and sets forth opposite the name of each such customer the dollar amount and percentage of net sales of the Business attributable to such customer. Schedule 3.10(b) lists the ten (10) largest suppliers to the Business (based upon dollar amount of purchases by Seller) and sets forth opposite the name of each such supplier the dollar amount of purchases attributable to such supplier. No customer or supplier of the Seller (i) has canceled, or threatened in writing to cancel, or otherwise modify its relationship with Seller or, after Closing, with Buyer, (ii) to Seller’s knowledge, intends to cancel or otherwise modify its relationship with Seller or, after Closing, with Buyer. All sales to customers and purchases from suppliers have been made on an arm’s length basis.
Customers and Supplier. This Section is intentionally omitted.
