Common use of Top Customers and Suppliers Clause in Contracts

Top Customers and Suppliers. Schedule 4.24 lists, by dollar volume received or paid, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, and (b) the period from January 1, 2023 through the Interim Balance Sheet Date, the ten (10) largest customers of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top Suppliers”) along with the amounts of such dollar volumes. As of the date of this Agreement, (i) no Top Supplier or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to the Company’s Knowledge, intends to cancel or otherwise terminate, any material relationships of such Person with a Target Company, (ii) no Top Supplier or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, threatened to stop, decrease or limit materially, or intends to modify materially its material relationships with a Target Company, (iii) to the Company’s Knowledge, no Top Supplier or Top Customer intends to refuse to pay any amount due to any Target Company or seek to exercise any remedy against any Target Company, (iv) no Target Company has within the past two (2) years been engaged in any material dispute with any Top Supplier or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.

Top Customers and Suppliers. Schedule 4.24 6.23 lists, by dollar volume received by or paidpaid to the Target Companies, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, and (b) the period from January 1, 2023 through the Interim Balance Sheet Date2021, the ten (10) largest customers (with names redacted but with customer identification numbers provided in lieu thereof) of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top SuppliersVendors”) ), along with the amounts of such dollar volumes. As The relationships of each Target Company with the date of this Agreement, Top Customers and Top Vendors are good commercial working relationships and (i) no Top Supplier Vendor or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to the Company’s Knowledge, intends has given any Target Company any written notice to cancel or otherwise terminate, any material relationships of such Person with a Target Company, and (ii) no Top Supplier Vendor or Top Customer has during the last twelve (12) months decreased materially or, to the Knowledge of the Company’s Knowledge, threatened in writing to (A) stop, decrease or limit materially, or intends to modify materially its material relationships with a Target Company or (B) stop, decrease or limit materially its products or services to any Target Company or its usage or purchase of the products or services of any Target Company, (iii) to the Knowledge of the Company’s Knowledge, no Top Supplier Vendor or Top Customer intends to refuse to pay any material amount due to any Target Company or seek to exercise any remedy against any Target Company, and (iv) no Target Company has within the past two twelve (212) years months been engaged in any material dispute with any Top Supplier Vendor or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.

Top Customers and Suppliers. Schedule 4.24 6.23 lists, by dollar volume received by or paidpaid to the Target Companies, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, and (b) the period from January 1, 2023 through the Interim Balance Sheet Date2019, the ten (10) largest customers (with names redacted but with customer identification numbers provided in lieu thereof) of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top SuppliersVendors”) ), along with the amounts of such dollar volumes. As The relationships of each Target Company with the date of this Agreement, Top Customers and Top Vendors are good commercial working relationships and (i) no Top Supplier Vendor or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to has given the Company’s Knowledge, intends Company any written notice to cancel or otherwise terminate, any material relationships of such Person with a Target Company, and (ii) no Top Supplier Vendor or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, threatened in writing to (A) stop, decrease or limit materially, or intends to modify materially its material relationships with a Target Company or (B) stop, decrease or limit materially its products or services to any Target Company or its usage or purchase of the products or services of any Target Company, (iii) to the Company’s Knowledge, no Top Supplier Vendor or Top Customer intends to refuse to pay any material amount due to any Target Company or seek to exercise any remedy against any Target Company, and (iv) no Target Company has within the past two twelve (212) years months been engaged in any material dispute with any Top Supplier Vendor or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.

Top Customers and Suppliers. Schedule 4.24 4.23 lists, by dollar volume received or paid, as applicable, paid for each of (a) the twelve (12) months ended on December 31, 2022, and (b) the period from January 1, 2023 the Company Incorporation Date through the Interim Balance Sheet Date, the ten (10) largest key customers of the Target Companies on a consolidated basis Company (the “Top Customers”) and the ten (10) largest key suppliers of goods or services to the Target Companies on a consolidated basis Company (the “Top Suppliers”) along with the amounts of such dollar volumes). As The relationships of the date of this Agreement, Company with such suppliers and customers are good commercial working relationships and (i) no Top Supplier or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to the Company’s Knowledge, intends to cancel or otherwise terminate, any material relationships of such Person with a Target the Company, (ii) no Top Supplier or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, threatened to stop, decrease or limit materially, or intends to modify materially its material relationships with a Target the Company or intends to stop, decrease or limit materially its products or services to the Company or its usage or purchase of the products or services of the Company, (iii) to the Company’s Knowledge, no Top Supplier or Top Customer intends to refuse to pay any amount due to any Target the Company or seek to exercise any remedy against any Target the Company, (iv) no Target the Company has within not since the past two (2) years Company Incorporation Date been engaged in any material dispute with any Top Supplier or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions transactions contemplated in this Agreement will not adversely affect the relationship of any Target the Company with any Top Supplier or Top Customer in any material respectCustomer.

Top Customers and Suppliers. Schedule 4.24 lists, by dollar volume received or paid, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, 2021 and (b) the period from January 1, 2023 2022 through the Interim Balance Sheet Date, the ten (10) largest customers of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top Suppliers”) ), along with the amounts of such dollar volumes. As The relationships of the date of this Agreement, each Target Company with such suppliers and customers are good commercial working relationships and (i) no Top Supplier or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to the Company’s Knowledge, intends to cancel or otherwise terminate, any material relationships of such Person with a Target Company, (ii) no Top Supplier or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, threatened to stop, decrease or limit materially, or intends to modify materially its material relationships with a Target Company or stop, decrease or limit materially its products or services to any Target Company or its usage or purchase of the products or services of any Target Company, (iii) to the Company’s Knowledge, no Top Supplier or Top Customer intends to refuse to pay any amount due to any Target Company or seek to exercise any remedy against any Target Company, and (iv) no Target Company has within the past two (2) years been engaged in any material dispute with any Top Supplier or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.

Top Customers and Suppliers. Schedule 4.24 6.23 lists, by dollar volume received by or paidpaid to the Target Companies, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, and (b) the period from January 1, 2023 through the Interim Balance Sheet Date2019, the ten (10) largest customers (with names redacted but with customer identification numbers provided in lieu thereof) of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top SuppliersVendors”) ), along with the amounts of such dollar volumes. As The relationships of each Target Company with the date of this Agreement, Top Customers and Top Vendors are good commercial working relationships and (i) no Top Supplier Vendor or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to has given the Company’s Knowledge, intends Company any written notice to cancel or otherwise terminate, any material relationships of such Person with a Target Company, and (ii) no Top Supplier Vendor or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, threatened in writing to (A) stop, decrease or limit materially, or intends to modify materially its material relationships with a Target Company or (B) stop, decrease or limit materially its products or services to any Target Company or its usage or purchase of the products or services of any Target Company, (iii) to the Company’s Knowledge, no Top Supplier Vendor or Top Customer intends to refuse to pay any material amount due to any Target Company or seek to exercise any remedy against any Target Company, and (iv) no Target Company has within the past two twelve (212) years months been engaged in any material dispute with any Top Supplier Vendor or Top Customer, and (v) to the Company’s Knowledge, the consummation . Table of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.Contents

Top Customers and Suppliers. Schedule 4.24 5.24 lists, by dollar dollar, volume received or paid, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, 2021 and (b) the period from January 1, 2023 2022 through the Interim Balance Sheet Date, the ten (10) largest customers of the Target Companies on a consolidated basis Company (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis Company (the “Top Suppliers”) ), including but not limited to Company IP Licenses, along with the amounts of such dollar volumes. As The relationships of the date of this Agreement, Company with such suppliers and customers are good commercial working relationships and (i) no Top Supplier or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to the Target Company’s Knowledge, intends to cancel or otherwise terminate, any material relationships of such Person with a the Target Company, (ii) no Top Supplier or Top Customer has during the last twelve (12) months decreased materially or, to the Target Company’s Knowledge, threatened to stop, decrease or limit materially, or intends to modify materially its material relationships with a the Target Company or stop, decrease or limit materially its products or services to Company or its usage or purchase of the products or services of Company, (iii) to the Target Company’s Knowledge, no Top Supplier or Top Customer intends to refuse to pay any amount due to any Target Company or seek to exercise any remedy against any Target Company, and (iv) no Target Company has not within the past two (2) years been engaged in any material dispute with any Top Supplier or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.

Top Customers and Suppliers. Schedule 4.24 6.24 lists, by dollar volume received or paid, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, 2022 and (b) the period from January 1, 2023 through the Interim Balance Sheet Date, the ten (10) largest customers of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top Suppliers”) ), along with the amounts of such dollar volumes. As The relationships of the date of this Agreement, each Target Company with such suppliers and customers are good commercial working relationships and (i) no Top Supplier or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to the Company’s Knowledge, intends to cancel or otherwise terminate, any material relationships of such Person with a Target Company, (ii) no Top Supplier or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, threatened to stop, decrease or limit materially, or intends to modify materially its material relationships with a Target Company or stop, decrease or limit materially its products or services to any Target Company or its usage or purchase of the products or services of any Target Company, (iii) to the Company’s Knowledge, no Top Supplier or Top Customer intends to refuse to pay any amount due to any Target Company or seek to exercise any remedy against any Target Company, and (iv) no Target Company has within the past two (2) years been engaged in any material dispute with any Top Supplier or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.

Top Customers and Suppliers. Schedule 4.24 4.23 lists, by dollar volume received or paid, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, 2016 and (b) the period from January 1, 2023 2017 through the Interim Balance Sheet Date, the ten (10) largest customers of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top Suppliers”) ), along with the amounts of such dollar volumes. As The relationships of the date of this Agreement, each Target Company with such suppliers and customers are good commercial working relationships and (i) no Top Supplier or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to has informed the Company’s Knowledge, intends Company in writing of any intent to cancel or otherwise terminate, any material relationships of such Person with a Target Company, (ii) no Top Supplier or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, threatened in writing to stop, decrease or limit materially, or intends given written notice of any intent to modify materially its material relationships with a Target Company or, to the Company’s Knowledge, given written notice of any intent to stop, decrease or limit materially its products or services to any Target Company or its usage or purchase of the products or services of any Target Company, (iii) to the Company’s Knowledge, no Top Supplier or Top Customer intends to refuse has given written notice of its refusal to pay any amount due to any Target Company or seek to exercise any remedy against any Target Company, Company and (iv) no Target Company has within the past two (2) years been engaged in any material dispute with any Top Supplier or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.

Top Customers and Suppliers. Schedule 4.24 lists, by dollar volume received or paid, as applicable, for each of (a) the twelve (12) months ended on December 31, 2022, 2021 and (b) the period from January 1, 2023 2022 through the Interim Balance Sheet Date, the ten (10) largest customers of the Target Companies on a consolidated basis (the “Top Customers”) and the ten (10) largest suppliers of goods or services to the Target Companies on a consolidated basis (the “Top Suppliers”) ), along with the amounts of such dollar volumes. As The relationships of the date of this Agreement, each Target Company with such suppliers and customers are good commercial working relationships and (i) no Top Supplier or Top Customer within the last twelve (12) months has cancelled or otherwise terminated, or, to the Company’s Knowledge, intends to cancel or otherwise terminate, any material relationships of such Person with a Target Company, (ii) no Top Supplier or Top Customer has during the last twelve (12) months decreased materially or, to the Company’s Knowledge, or threatened in writing to stop, decrease or limit materially, or intends to modify materially its material relationships with a Target Company or stop, decrease or limit materially its products or services to any Target Company or its usage or purchase of the products or services of any Target Company, (iii) to the Company’s Knowledge, no Top Supplier or Top Customer intends has threatened in writing to refuse to pay any amount due to any Target Company or seek to exercise any remedy against any Target Company, and (iv) no Target Company has within the past two (2) years been engaged in any material dispute with any Top Supplier or Top Customer, and (v) to the Company’s Knowledge, the consummation of the Transactions will not adversely affect the relationship of any Target Company with any Top Supplier or Top Customer in any material respect.