Compliance with Export Laws and Regulations Sample Clauses

Compliance with Export Laws and Regulations. The Products are subject to the laws and regulations of the United States, including the U.S. Export Administration Regulations (collectively, “U.S. Laws”), and accordingly: (a) In conducting its activities under this Agreement, including directly or indirectly selling, reselling, diverting, leasing, disclosing, transferring, exporting or reexporting (collectively, “Transferring”) any Products or SpinCo Products, as applicable, SpinCo agrees to comply fully with all applicable U.S. Laws as well as all applicable export control laws and regulations of any other foreign government (collectively, “Export Control Laws”). (b) SpinCo expressly agrees that it shall not directly or indirectly Transfer Products or SpinCo Products to any destination, entity or individual in violation of any Export Control Laws. (c) SpinCo is responsible for obtaining any necessary export authorizations under the Export Control Laws with respect to the Transfer of Products or SpinCo Products. (d) SpinCo attests that the Products and SpinCo Products will not be used directly or indirectly in the development, production or proliferation of weapons of mass destruction (nuclear, chemical, or biological) or missile delivery systems, and/or in terrorist activities. Further, SpinCo will comply with all applicable U.S. Laws, including Part 744 of the U.S. Export Administration Regulations, and other government laws and regulations restricting exports to Persons or countries engaging in any of the above activities. It is SpinCo’s responsibility to ensure that any party to which it Transfers Products or SpinCo Products is not involved in any such activities. (e) SpinCo agrees that it will comply with all conditions and destination control statements set forth on the invoice, xxxx of lading or other documents accompanying the shipment of Products and will notify its Representatives, agents and distributors, customers, and any other person to which it transfers Products or SpinCo Products of the restrictions set forth in this Section 10.6.
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Compliance with Export Laws and Regulations. Any and all obligations of VIDIATION to provide the Products, as well as any technical assistance, will be subject in all respects to such United States laws and regulations as will from time to time govern the license and deliver of technology and products abroad by persons subject to the jurisdiction of the United States, including the Export Administration Act of 1979, as amended, any successor legislation, and the Export Administration Regulations issued by the Department of Commerce, Bureau of Export Administration. RESELLER warrants that it will not export or re-export the Product, Software Copies or any Confidential Information or a Solution, or technical data related thereto, except in conformity with such laws and regulations. RESELLER agrees that unless prior written authorization is obtained from the Bureau of Export Administration or the Export Administration Regulations explicitly permit the re-export without such written authorization, it will not export, re-export, or transship, directly or indirectly, the Product, Software Copies or any Confidential Information or a Solution to country groups S or Z (as defined in the export Administration Regulations), or to any other country as to which the U.S. Government has placed an embargo against the shipment of products which is in effect during the term of this Agreement. If at any time VIDIATION determines in its sole discretion that the laws of any country are or become insufficient to protect VIDIATION’s intellectual or proprietary rights in the Products, VIDIATION reserves the right to restrict or terminate RESELLER’s rights to use Products, Software Copies or distribute Software Copies or Confidential Information in that country. RESELLER shall take all actions reasonable necessary to enforce this restriction to protect VIDIATION’s rights.
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Compliance with Export Laws and Regulations. The Agreement and Customer's performance thereof are specifically made subject to all laws, regulations, orders or other restrictions on the export from the United States of America of computer software, hardware, communications equipment and technical knowledge or know-how relating thereto, which may be imposed from time to time by the federal government of the United States of America. Customer shall not export, re-export or transfer, directly or indirectly, any such software, hardware, communications equipment or information to any country for which the United States Government or any agency thereof requires, with respect to United States exporters, an export license or other governmental approval at the time of export, re-export, or transfer, without first obtaining such license or approval. Home Interiors & Gifts, Inc. Master Software License Agreement Page: C-2 EXE Technologies, Inc. Contract No. LTOD-4BQJPW 23 EXHIBIT E SOURCE CODE LICENSE ADDENDUM This Exhibit sets forth the terms and conditions of EXE's provision of source code to the Licensed Product, as may be modified by EXE from time to time, and related documentation (collectively, the "Source Code") in accordance with the Master Software Agreement, dated December 1, 1999, between EXE and Customer (the "Agreement") and is subject to all of the terms and conditions of the Agreement and of this Exhibit. In the event that any of the terms of this Exhibit conflict with the Agreement, this Exhibit shall control.
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Compliance with Export Laws and Regulations. Each Party represents that it will comply with all applicable export and import laws and regulations of any country exercising jurisdiction over the activities contemplated under this Agreement during performance hereof including, but not limited to, the U.S. Arms Export Control Act, as amended (22 U.S.C. §§ 2751-2799), the International Traffic in Arms Regulations, as amended (22 C.F.R. Part 120 et seq.), the Export Administration Act, as amended, (50 U.S.C. §§ 2401-2420), and the U.S. Export Administration Regulations, as amended (15 C.F.R. § 730 et seq.). Each Party shall not export, disclose, transfer, furnish or otherwise provide any article, technical data, technology, defense service, or technical assistance of the other party to any foreign person, including those working for a Party, or foreign entity, whether within the U.S. or abroad, without obtaining in advance (a) appropriate U.S. government export authorization, and (b) written approval from the other Party.
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Compliance with Export Laws and Regulations. 19.1. The User agrees to comply with the relevant laws and regulations of Japan and other relevant countries in the export or domestic transfer of the Software, and to obtain any necessary consents, approvals or permits from the government agencies for the export or re-export, or domestic transfer, or to take any necessary procedures such as applying for an export license as required. 19.2. The User shall not, directly or indirectly, export, re-export, transship or provide the Software or any derivatives thereof to: (i) any countries, districts, their nationals or residents subject to sanctions or other trade controls of the United States (“US”); (ii) any organization or person on the list of prohibition or restriction of trade issued by the US Departments of Commerce, State and the Treasury; and (iii) any country or region as separately designated by the Company or any national or resident thereof. 19.3. The User pledges not to use the Software or to provide the Software to any third party for weapons of mass destruction or other military purposes. 19.4. The User recognizes and agrees that the optional functionality of the Software, the “Femtet CAD Translator,” is a “commercial item” as that term is defined at 48 C. F. R 2.101, and more specifically “commercial computer software” and “commercial computer software documentation”, as such terms are used in 48 C. F. R 12.212, are subject to restriction as set forth in the Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable.
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Compliance with Export Laws and Regulations. The Receiving Party shall comply with all applicable laws and regulations with respect to its receipt, possession and use of Confidential Information, including without limitation the export laws and regulations of the United States, including but not limited to, applicable requirements of the Federal Food, Drug, and Cosmetic Act (as amended) and the FDA, and other applicable jurisdictions. Without limiting the foregoing, the Receiving Party shall not (a) export, directly or indirectly, any technical data acquired pursuant to this Agreement or any product utilizing any such technical data to any proscribed country in violation of applicable export laws and regulations; and (b) permit any Person or entity to access or use the Confidential Information in violation of any applicable export embargoes, prohibitions or restrictions.
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Compliance with Export Laws and Regulations. In undertaking its obligations hereunder and under the RESEARCH AND DEVELOPMENT AGREEMENT, each party represents and warrants that it will comply with all export laws and regulations of the THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Department of Commerce or other United States or foreign agency or authority, and not export, or allow the export or reexport of any proprietary material or information or any direct product thereof in violation of any such restrictions, laws or regulations, or, without obtaining all necessary approvals and authorizations, to Afghanistan, the People's Republic of China or any Group Q, S, W, Y or Z country specified in the then current Supplement No. 1 to Section 770 of the U.S. Export Administration Regulations (or any successor supplement or regulations, and as they may be amended from time to time).
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Related to Compliance with Export Laws and Regulations

  • Compliance with Applicable Laws and Regulations (a) To the best of Borrower’s knowledge after due inquiry and investigation, each of the following is true: (i) All Improvements and the use of the Mortgaged Property comply with all applicable statutes, rules and regulations, including all applicable statutes, rules and regulations pertaining to requirements for equal opportunity, anti-discrimination, fair housing, environmental protection, zoning and land use (“legal, non-conforming” status with respect to uses or structures will be considered to comply with zoning and land use requirements for the purposes of this representation). (ii) The Improvements comply with applicable health, fire, and building codes. (iii) There is no evidence of any illegal activities relating to controlled substances on the Mortgaged Property. (b) Reserved.

  • Compliance with Laws and Regulations A. The Parties shall comply with all applicable laws and regulations including, but not limited to, safety; security; export control; environmental; and suspension and debarment laws and regulations. Access by a Partner to NASA facilities or property, or to a NASA Information Technology (IT) system or application, is contingent upon compliance with NASA security and safety policies and guidelines including, but not limited to, standards on badging, credentials, and facility and IT system/application access. B. With respect to any export control requirements: 1. The Parties will comply with all U.S. export control laws and regulations, including the International Traffic in Arms Regulations (ITAR), 22 C.F.R. Parts 120 through 130, and the Export Administration Regulations (EAR), 15 C.F.R. Parts 730 through 799, in performing work under this Agreement or any Annex to this Agreement. In the absence of available license exemptions or exceptions, the Partner shall be responsible for obtaining the appropriate licenses or other approvals, if required, for exports of hardware, technical data and software, or for the provision of technical assistance. 2. The Partner shall be responsible for obtaining export licenses, if required, before utilizing foreign persons in the performance of work under this Agreement or any Annex under this Agreement, including instances where the work is to be performed on-site at NASA and where the foreign person will have access to export-controlled technical data or software. 3. The Partner will be responsible for all regulatory record-keeping requirements associated with the use of licenses and license exemptions or exceptions. 4. The Partner will be responsible for ensuring that the provisions of this Article apply to its Related Entities. C. With respect to suspension and debarment requirements: 1. The Partner hereby certifies, to the best of its knowledge and belief, that it has complied, and shall comply, with 2 C.F.R. Part 180, Subpart C, as supplemented by 2 C.F.R. Part 1880, Subpart C. 2. The Partner shall include language and requirements equivalent to those set forth in subparagraph C.1., above, in any lower-tier covered transaction entered into under this Agreement.

  • Compliance with all Applicable Laws and Regulations Grantee must comply with all applicable federal, state and local laws, rules, regulations, and ordinances in administering CRF under this Agreement. Grantee acknowledges that this requirement includes, but is not limited to, compliance with all applicable federal, state, and local health and safety rules and regulations. Grantee’s failure to comply with any part of this provision is material and must be grounds for termination of this Agreement for cause by Florida Housing.

  • Compliance with Applicable Laws, Rules and Regulations The Dealer Manager represents to the Company that (a) it is a member of FINRA in good standing, and (b) it and its employees and representatives who will perform services hereunder have all required licenses and registrations to act under this Agreement. With respect to its participation and the participation by each Participating Dealer in the offer and sale of the Offered Shares (including, without limitation, any resales and transfers of Offered Shares), the Dealer Manager agrees, and, by virtue of entering into the Participating Dealer Agreement, each Participating Dealer shall have agreed, to comply with any applicable requirements of the Securities Act and the Exchange Act, applicable state securities or blue sky laws, and, specifically including, but not in any way limited to, NASD Conduct Rules 2340 and 2420, and FINRA Conduct Rules 2310, 5130 and 5141.

  • Compliance with OFAC Rules and Regulations None of the Credit Parties or their Subsidiaries or their respective Affiliates (a) is a Sanctioned Person, (b) has more than 15% of its assets in Sanctioned Countries, or (c) derives more than 15% of its operating income from investments in, or transactions with Sanctioned Persons or Sanctioned Countries. No part of the proceeds of any Extension of Credit hereunder will be used directly or indirectly to fund any operations in, finance any investments or activities in or make any payments to, a Sanctioned Person or a Sanctioned Country.

  • Compliance with Texas Privacy Laws and Regulations In performing their respective obligations under the Agreement, the LEA and the Provider shall comply with all Texas laws and regulations pertaining to LEA data privacy and confidentiality, including but not limited to the Texas Education Code Chapter 32, and Texas Government Code Chapter 560.

  • Compliance with Governmental Regulations Landlord and Tenant shall comply with all rules, regulations and requirements promulgated by national, state or local governmental agencies or utility suppliers concerning the use of utility services, including any rationing, limitation or other control. Tenant shall not be entitled to terminate this Lease nor to any abatement in rent by reason of such compliance.

  • Compliance with Governmental Rules and Regulations Except as otherwise provided in the Agreement and except for the accuracy of information furnished to the Fund by Price Services, each Fund assumes full responsibility for the preparation, contents and distribution of its prospectuses and compliance with all applicable requirements of the ’40 Act, the ‘34 Act, the ‘33 Act, and any other laws, rules and regulations of governmental authorities having jurisdiction over the Fund. Price Services shall be responsible for complying with all laws, rules and regulations of governmental authorities having jurisdiction over transfer agents and their activities and cooperating with respect to examinations and requests from such governmental authorities.

  • Compliance with Regulations The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Federal Highway Administration, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract.

  • Compliance with Rules and Regulations PFPC undertakes to comply with all applicable requirements of the Securities Laws and any laws, rules and regulations of governmental authorities having jurisdiction with respect to the duties to be performed by PFPC hereunder. Except as specifically set forth herein, PFPC assumes no responsibility for such compliance by the Fund or any other entity.

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