Largest Customer definition
Examples of Largest Customer in a sentence
The remaining portion of the Purchase Price (other than the Largest Customer Earnout) shall be paid to the Seller at the Closing by: (a) the assumption of the Assumed Liabilities; (b) delivery of the Indemnity Escrow Amount to the Indemnity Escrow Agent as provided in Section 2.8; and (c) delivery to the Seller of the Cash Purchase Price Component less the Deposit Amount and the Indemnity Escrow Amount.
If Net Sales equal or exceed $20 million, no Largest Customer Incentive is payable to Seller.
Seller will promptly notify Buyer if any Largest Supplier or Largest Customer of the Business advises Seller in writing of any intention to not sell a material amount of raw materials or other supplies of the Business to or not to purchase a material amount of Products from Buyer or any of its Affiliates after the Effective Date.
The purchase price to be paid by the Buyer to the Seller for the Transferred Assets shall be (i) Nine Million Dollars ($9,000,000), as adjusted pursuant to Section 2.9 below (the “Cash Purchase Price Component”), plus (ii) the assumption of the Assumed Liabilities and (iii) any Largest Customer Earnout Payment (in the aggregate, the “Purchase Price”).
Largest Customers Incentive |Normal|ZZMPTAG| If Net Sales are between $15 million to $19 million, Seller shall be entitled to an additional payment based on Net Sales to the “Largest Customers” listed in List A below (the "Largest Customer Incentive").
The Largest Customer Incentive shall be paid as part of the Second Installment.
With respect to each Largest Customer Contract, Section 2.2.8(d) of the Seller Disclosure Schedule sets forth opposite the name of each such customer, the approximate percentage and dollar amount of net sales by the Target Group attributable to such customer during the nine months ended September 30, 2007.
In the event of any assignment of the rights of the Buyer under this Agreement, Buyer shall continue to be liable for any obligations, including, without limitation, the obligations of the Buyer with respect to the Largest Customer Earnout Payment.
Since December 31, 2006 and prior to September 30, 2007, no party to any of the Largest Customer Contracts has indicated in writing that it will stop or materially decrease the rate of business done with the Target Group, except for changes in the Ordinary Course of Business.
The amount of the Largest Customer Incentive is as set forth in Table 2 below and is non-cumulative.