CORPORATE FELONY CONVICTION AND FEDERAL TAX LIABILITY ASSURANCES Sample Clauses

CORPORATE FELONY CONVICTION AND FEDERAL TAX LIABILITY ASSURANCES. By entering into this agreement, the Prime Recipient attests that it has not been convicted of a felony criminal violation under Federal law in the 24 months preceding the date of signature. The Prime Recipient further attests that it does not have any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. NON-ASSIGNABILITY This Award may not be transferred, assigned, or assumed, by operation of law or otherwise, without the prior written consent of the ARPA-E Contracting Officer.
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CORPORATE FELONY CONVICTION AND FEDERAL TAX LIABILITY ASSURANCES. ‌ This term applies to Recipients that are organized as corporations. A corporation includes any entity that has filed articles of incorporation in any of the 50 states, the District of Columbia, or the various territories of the United States, but not foreign corporations. It includes both for-profit and non-profit organizations. By entering into this Award, the Recipient attests that its corporation has not been convicted of a felony criminal violation under Federal law in the 24 months preceding the date of signature. By entering into this agreement, the Recipient attests that no agent or officer of [insert corporation name] has been convicted of a felony offense, arising out of actions for or on behalf of the corporation, under Federal law in the 24 months preceding the date the Recipient accepted the Award. The undersigned further attests that [insert corporation name] does not have any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability.
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CORPORATE FELONY CONVICTION AND FEDERAL TAX LIABILITY ASSURANCES. (MARCH 2014) ​ By entering into this agreement, the undersigned attests that the corporation has not been convicted of a felony criminal violation under Federal law in the 24 months preceding the date of signature. ​ The undersigned further attests that the corporation does not have any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. ​ For purposes of these assurances, the following definitions apply: A Corporation includes any entity that has filed articles of incorporation in any of the 50 states, the District of Columbia, or the various territories of the United States [but not foreign corporations]. It includes both for-profit and non-profit organizations. ​ ​ ​ NuScale Power LLC Award Number: DE-NE0008928 ​ Point of Contact Sheet ​ ​ ​ DOE CONTACTS RECIPIENT CONTACTS Contract Specialist Business Officer Xxxx X Xxxxx Xxxxx Xxxxxxx Telephone Number: [**] Telephone Number: [**] Email: [**] Email: [**] DOE Project Manager/Initiator Principal Investigator (PI) Xxxxxxx Xxxxx Xxxxx Xxxxxxx Telephone Number: [**] Telephone Number: [**] Email: [**] Email: [**] HQ Program Manager Co-Principal Investigator Xxxxxxx Xxxxx ​ Telephone Number: [**] Telephone Number: Email: [**] Email: Technical Project Officer Financial Report POC Xxxxxxx Xxxxx Xxxxx Xxxxxxx Telephone Number: [**] Telephone Number: [**] Email: [**] Email: [**] Technical Monitor Additional POC ​ Xxxxxx X. Xxxxxx Telephone Number: Telephone Number: [**] Email: Email: [**] Contracting Officer ​ Xxxxxxx X. Xxxxx ​ Telephone Number: [**] ​ Email: [**] ​ Budget Specialist ​ Xxxxxxx Xxxxxxx ​ Telephone Number: [**] ​ Email: [**] ​ ​ ​ ​ ​ U.S.Department of Energy Federal Assistance Budget Information ​ ​ ​ ​ ​ 1. Award Number: 2. Awardee Name and Address: ​ DE-NE0008928 ​ NuScale Power LLC 3. Mod Number: ​ 0000 XX XXXXXXX XXXX ​ 015 ​ Portland, OR97224-7192
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Related to CORPORATE FELONY CONVICTION AND FEDERAL TAX LIABILITY ASSURANCES

  • Tax Periods Beginning Before and Ending After the Closing Date The Company or the Purchaser shall prepare or cause to be prepared and file or cause to be filed any Returns of the Company for Tax periods that begin before the Closing Date and end after the Closing Date. To the extent such Taxes are not fully reserved for in the Company’s financial statements, the Sellers shall pay to the Company an amount equal to the unreserved portion of such Taxes that relates to the portion of the Tax period ending on the Closing Date. Such payment, if any, shall be paid by the Sellers within fifteen (15) days after receipt of written notice from the Company or the Purchaser that such Taxes were paid by the Company or the Purchaser for a period beginning prior to the Closing Date. For purposes of this Section, in the case of any Taxes that are imposed on a periodic basis and are payable for a Taxable period that includes (but does not end on) the Closing Date, the portion of such Tax that relates to the portion of such Tax period ending on the Closing Date shall (i) in the case of any Taxes other than Taxes based upon or related to income or receipts, be deemed to be the amount of such Tax for the entire Tax period multiplied by a fraction the numerator of which is the number of days in the Tax period ending on the Closing Date and the denominator of which is the number of days in the entire Tax period (the “Pro Rata Amount”), and (ii) in the case of any Tax based upon or related to income or receipts, be deemed equal to the amount that would be payable if the relevant Tax period ended on the Closing Date. The Sellers shall pay to the Company with the payment of any taxes due hereunder, the Sellers’ Pro Rata Amount of the costs and expenses incurred by the Purchaser or the Company in the preparation and filing of the Tax Returns. Any net operating losses or credits relating to a Tax period that begins before and ends after the Closing Date shall be taken into account as though the relevant Tax period ended on the Closing Date. All determinations necessary to give effect to the foregoing allocations shall be made in a reasonable manner as agreed to by the parties.

  • Admission of the Corporate Taxpayer into a Consolidated Group; Transfers of Corporate Assets (a) If the Corporate Taxpayer is or becomes a member of an affiliated or consolidated group of corporations that files a consolidated income tax return pursuant to Sections 1501 et seq. of the Code or any corresponding provisions of state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the group as a whole; and (ii) Tax Benefit Payments, Early Termination Payments and other applicable items hereunder shall be computed with reference to the consolidated taxable income of the group as a whole.

  • Tax and Accounting Consequences (a) It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code. The parties hereto adopt this Agreement as a "plan of reorganization" within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Income Tax Regulations.

  • Business Activities; Change of Legal Status and Organizational Documents The Credit Parties shall not: (i) engage in any line of business other than the businesses engaged in on the date hereof and business reasonably related thereto; (ii) change its name, its type of organization, its jurisdictions of organization or other legal structure; or (iii) permit its articles of incorporation (including any certificates of designation, is applicable), bylaws, operating agreement, partnership agreement, certificate of organization or similar governing or organizational documents to be amended or modified in any way which could reasonably be expected to have a Material Adverse Effect.

  • Statements of Reconciliation after Change in Accounting Principles If, as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Holdings and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to Administrative Agent;

  • Organization and Related Matters Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

  • Allocation of Tax Liabilities The provisions of this Section 2 are intended to determine each Company's liability for Taxes with respect to Pre-Distribution Periods. Once the liability has been determined under this Section 2, Section 5 determines the time when payment of the liability is to be made, and whether the payment is to be made to the Tax Authority directly or to another Company.

  • Liability; Provisions that Survive Termination If this Agreement is terminated pursuant to this Article VII, such termination shall be without liability of any party hereto to any other party hereto except as provided in Section 9.02 and for the Company’s obligations in respect of all prior Issuance Notices, and provided further that in any case the provisions of Article VI, Article VIII and Article IX shall survive termination of this Agreement without limitation.

  • Organizational Expenses; Liabilities of the Holders (a) The Servicer shall pay organizational expenses of the Issuer as they may arise.

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