Material Vendors. (a) Section 2.20(a) of the Disclosure Schedule sets forth a true and complete list of the top twenty-five (25) vendors of the Company (by volume in dollars of purchases from or spending with such vendors) (the “Material Vendors”) for the year ended December 31, 2011 and the five (5) months ended May 31, 2012 and setting forth the amount of purchases from or spending with each Material Vendor during such periods.
Material Vendors. No Non-MCC Entity (with respect to the MCC Business) nor any Transferred Entity is engaged in any material dispute with any Material Vendor that, to the Knowledge of the Seller, would be reasonably likely to lead such Material Vendor to terminate or materially decrease its relationship with any Non-MCC Entity (with respect to the MCC Business) or any Transferred Entity. No Non-MCC Entity (with respect to the MCC Business) nor any Transferred Entity has received any written notice or, to the Knowledge of the Seller, any oral notice from any Material Vendor expressly stating any intention or threat to terminate or materially reduce its provision of goods or services to, or to change any material commercial terms under any Contract with, any Non-MCC Entity (with respect to the MCC Business) or any Transferred Entity.
Material Vendors. All material vendors and suppliers of the Business are set forth on Schedule 4.15. Except as set forth on Schedule 4.15, Sellers have not received any notice, and have no reasonable basis to believe, that any of the vendors or suppliers set forth on Schedule 4.15 has ceased, will cease, or intends to cease to supply goods or services to the Sellers or to otherwise terminate or materially reduce its relationship with the Sellers.
Material Vendors. Section 3.25 of the Disclosure Schedule lists the ten (10) largest suppliers and vendors (based on total amount purchased from such supplier or vendor) for each of the most recently completed fiscal year and the current fiscal year-to-date (each, a “Material Vendor”). Except for completions or expirations of Contracts in accordance with their terms or as otherwise set forth on Section 3.25 of the Disclosure Schedule, since January 1, 2022, no Material Vendor has notified the Company that it shall decrease or limit materially its business with the Company or, to the Knowledge of the Company, intends to modify materially its relationship with the Company or increase in any material amount the prices, fees or royalties charged by such Material Vendor to the Company. The Company is not currently involved in any material dispute with any Material Vendor and, to the Knowledge of the Company, no basis for any such dispute exists.
Material Vendors. Prior to or at the Closing, Sellers shall satisfy all amounts due and owing as of the Closing Date to the vendors identified on Schedule 6.17 (the “Material Vendors”). The aggregate amount required to satisfy all amounts due and owing to the Material Vendors as of the Closing Date (including, but not limited to, any prepayment premium or penalty, accrued interest and costs and expenses) shall constitute the “Vendor Payment Amount” and shall be deducted from the Purchase Price at Closing and paid to the Material Vendors on behalf of the applicable Seller. At least two business days prior to Closing, Sellers shall deliver to Buyer an updated schedule setting forth the Vendor Payment Amount.
Material Vendors. Schedule 8.16.2 sets forth the name of all vendors that are material for the operation of the Business and with which a Group Company has concluded written agreements (“Material Vendor”). Copies of all agreements in place with Material Vendors have been provided in the Data Room prior to the Signing Date. Except as set forth in Schedule 8.16.2, no Material Vendor has given the Company written (including email or Text Form) notice of any plan or intention to terminate, cancel or otherwise materially and adversely modify its relationship with the Company or to decrease materially or limit its provision of services or products to a Group Company. There are no outstanding material disputes with any Material Vendor. EXECUTION VERSION SHARE PURCHASE AND TRANSFER AGREEMENT - 360KOMPANY AG PAGE 56 OF 93
Material Vendors. All material vendors and suppliers of the Business are set forth on Section 3.16 of the Disclosure Schedule. Except as set forth on Section 3.16 of the Disclosure Schedule, Seller has not received any notice, and has no reasonable basis to believe, that any of the vendors or suppliers set forth on Section 3.16 of the Disclosure Schedule has ceased, will cease, or intends to cease to supply goods or services to the Seller or to otherwise terminate or materially reduce its relationship with the Seller.
Material Vendors. Schedule 3.20(b) sets for (i) each supplier or vendor to whom Seller has paid consideration for goods or services rendered in an amount greater than or equal to $20,000 per year for each of the two (2) most recent fiscal years (each, a “Material Vendor”); and (ii) the amount of purchases from each Material Vendor during such periods. The Seller Parties have not received any written notice (or to Seller’s Knowledge, any oral communication to the Company) that any of the Material Vendors has ceased, or intends to cease, to supply goods or services to the Company or to otherwise terminate or materially reduce its relationship with the Company.
Material Vendors. Schedule 2.9 sets forth a complete and correct list of the names of the top ten (based on amounts paid) suppliers and vendors to whom Seller has paid consideration for goods received or services rendered in the 12-month period immediately preceding the Effective Date (collectively, the "Material Vendors"). Seller has not received any written notice and Seller Parties have no knowledge (a) that a dispute of any kind exists or could reasonably be expected to arise as a result of events or occurrences that took place prior to Closing that involve or affect any of the Material Vendors, or (b) that any of the Material Vendors have ceased or intend to cease to supply goods or services to Seller or to otherwise terminate or materially modify the terms in which such goods or services are provided to Seller.
Material Vendors. (a) Section 3.24(a) of the Company Disclosure Schedule sets forth each vendor, supplier, reseller, service provider and other similar business relation of the Acquired Companies (each, a “Material Vendor”) from whom any of the Acquired Companies purchased greater than One Million Dollars ($1,000,000) in goods or services during 2019 or greater than Seven Hundred Eighty Thousand Dollars ($780,000) in goods or services during 2020.
