Common use of Disputes, Claims and Litigation Clause in Contracts

Disputes, Claims and Litigation. Except as described in Schedule A22.4, to the Knowledge of Arrow, there are neither any outstanding material claims or disputes against any Dagger Company relating to any Dagger Government Contract nor any facts or allegations that could give rise to such a claim or dispute in the future. Except as described in Schedule A22.4, to the Knowledge of Arrow, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract which, if resolved unfavorably to a Dagger Company, would materially increase such Dagger Company’s cost to complete performance of such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow and delivered to Acquisition Sub for each Dagger Government Contract, nor, to the Knowledge of Arrow, any reasonably foreseeable expenditures which would materially increase the cost to complete performance of any Dagger Government Contract above the amounts set forth in the estimates to complete described above. No Dagger Company has been or is now under any administrative, civil or criminal investigation or indictment disclosed to Arrow involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Knowledge of Arrow, there is no basis for any such investigation or indictment. No Dagger Company has been or is now a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Knowledge of Arrow, there is no basis for any such proceeding. Except as described in Schedule A22.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), or set off, material amounts of money otherwise acknowledged to be due to any Dagger Company under Dagger Government Contract. Except as described in Schedule A22.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Government Contract has questioned or disallowed any material costs claimed by any Dagger Company under any Dagger Government Contract, and to the Knowledge of Arrow, there is no fact or occurrence that could be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.43.26.4, to the Company's Knowledge of Arrowand Seller's Knowledge, there are neither any outstanding material claims or disputes against any Dagger the Company relating to any Dagger Government Contract nor any facts or allegations that could would reasonably be expected to give rise to such a claim or dispute in the future. Except as described in Schedule A22.43.26.4, to the Company's Knowledge of Arrowand Seller's Knowledge, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract which, if resolved unfavorably to a Dagger the Company, would materially increase such Dagger by five percent or more the Company’s 's cost to complete performance of any task order under such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and delivered to Acquisition Sub Buyer for each Dagger the Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which would materially increase by five percent or more the cost to complete performance of any Dagger task order under Government Contract above the amounts set forth in the estimates to complete described above. No Dagger The Company has not been or nor is now currently under any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company's Knowledge of Arrowand Seller's Knowledge, there is no basis for any such investigation or indictment. No Dagger The Company has not been or nor is now currently a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company's Knowledge of Arrowand Seller's Knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to any Dagger the Company under Dagger a Government Contract. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Active Government Contract has questioned or disallowed any material costs claimed by any Dagger the Company under any Dagger Government Contract, and to the Company's Knowledge of Arrowand Seller's Knowledge, there is no fact or occurrence that could would reasonably be expected to be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.43.31(d), to the Knowledge of ArrowParent’s and Seller’s knowledge, there are neither any outstanding material claims or nor disputes against the Company nor any Dagger Company of its Subsidiaries relating to any Dagger Government Contract or Grant nor any facts or allegations that could reasonably be expected to give rise to such a claim or dispute in the future. Except as described in Schedule A22.43.31(d), to the Knowledge of ArrowParent’s and Seller’s knowledge, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract whichor Grant that, if resolved unfavorably to a Dagger Companythe Company or any Subsidiary, would materially increase such Dagger Company’s by five percent (5%) or more the cost of the Company and its Subsidiaries to complete performance of any task order under such Government Contract or Grant above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and its Subsidiaries and delivered to Acquisition Sub Purchaser for each Dagger such Government ContractContract or Grant, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which that would materially increase by five percent (5%) or more the cost to complete performance of any Dagger task order under such Government Contract or Grant above the amounts set forth in the estimates to complete described above. No Dagger Neither the Company nor any of its Subsidiaries has been been, or is now under currently under, any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company or any Subsidiary involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or Grant, or quotations, bids bids, proposals and proposals applications for Government ContractsContracts or Grants, and to the Knowledge of ArrowParent’s and Seller’s knowledge, there is no basis for any such investigation or indictment. No Dagger Neither the Company nor any Subsidiary has been been, or is now currently, a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or Grant, or quotations, bids bids, proposals and proposals applications for Government ContractsContracts or Grants, and to the Knowledge of ArrowParent’s and Seller’s knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.43.31(d), neither the United States Government any Governmental Entity nor any prime contractor or higher-tier subcontractor or grantee under a Government Contract or Grant has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to the Company or any Dagger Company Subsidiary under Dagger any such Government ContractContract or Grant. Except as described in Schedule A22.43.31(d), to Parent’s and Seller’s knowledge, neither the United States Government any Governmental Entity nor any prime contractor or higher-tier subcontractor or grantee under an outstanding Government Contract or Grant has questioned disallowed, or disallowed raised any basis for disallowance of, any material costs claimed by the Company or any Dagger Company Subsidiary under any Dagger such Government ContractContract or Grant, and to the Knowledge of ArrowParent’s and Seller’s knowledge, there is no fact or occurrence that could reasonably be expected to be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.43.26.4, to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there are neither any no outstanding material claims or disputes against any Dagger the Company relating to any Dagger Government Contract nor any facts or allegations that could give rise to such a claim or dispute in the future. Except as described in Schedule A22.43.26.4, to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract which, if resolved unfavorably to a Dagger the Company, would materially increase such Dagger by the greater of (a) five percent or more or (b) $25,000 or more of the Company’s cost to complete performance of any task order under such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and delivered to Acquisition Sub Buyer for each Dagger the Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which would materially increase by five percent or more the cost to complete performance of any Dagger task order under Government Contract above the amounts set forth in the estimates to complete described above. No Dagger The Company has not been or nor is now currently under any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there is no basis for any such investigation or indictment. No Dagger The Company has not been or nor is now currently a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to any Dagger the Company under Dagger a Government Contract. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Government Contract has questioned or disallowed any material costs claimed by any Dagger the Company under any Dagger Government Contract, and to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there is no fact or occurrence that could be a basis for disallowing any such costs.

Disputes, Claims and Litigation. (a) Except as described in on Schedule A22.43.26.4(a), to the Company’s Knowledge of Arrow, and Sellers’ Knowledge: (i) there are neither any outstanding material claims or disputes against any Dagger the Company relating to any Dagger Government Contract nor any facts or allegations that could would reasonably be expected to give rise to such a claim or dispute in the future. Except as described in Schedule A22.4, to the Knowledge of Arrow, ; and (ii) there are neither any outstanding material claims or disputes relating to any Dagger Government Contract which, if resolved unfavorably to a Dagger the Company, would materially increase such Dagger by five percent or more the Company’s cost to complete performance of any task order under such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and delivered to Acquisition Sub Buyer for each Dagger the Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which would materially increase by five percent or more the cost to complete performance of any Dagger task order under Government Contract above the amounts set forth in the estimates to complete described above. No Dagger . (b) The Company has not been or nor is now currently under any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and and, to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there is no basis for any such investigation or indictment. No Dagger . (c) The Company has not been or nor is now currently a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government ContractsContracts and, and to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there is no basis for any such proceeding. . (d) Except as described in on Schedule A22.4, 3.26.4(a): (i) neither the United States Government nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to any Dagger the Company under Dagger a Government Contract. Except as described in Schedule A22.4, ; (ii) neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Active Government Contract has questioned or disallowed any material costs claimed by any Dagger the Company under any Dagger Active Government Contract, ; and (iii) to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there is no fact or occurrence that could would reasonably be expected to be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.43.25.4, to the Knowledge of ArrowCompany’s Knowledge, there are neither any outstanding material claims or nor disputes against the Company nor any Dagger Company Subsidiary relating to any Dagger Government Contract nor any facts or allegations that could give rise to such a claim or dispute in the future. Except as described in Schedule A22.43.25.4, to the Knowledge of ArrowCompany’s Knowledge, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract whichthat, if resolved unfavorably to a Dagger Companythe Company or any Company Subsidiary, would materially increase such Dagger Company’s by five percent or more the cost of the Company and Company Subsidiaries to complete performance of any task order under such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and Company Subsidiaries and delivered to Acquisition Sub Buyer for each Dagger the Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which that would materially increase by five percent or more the cost to complete performance of any Dagger task order under Government Contract above the amounts set forth in the estimates to complete described above. No Dagger Neither the Company nor any Company Subsidiary has been been, or is now under currently under, any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company or any Company Subsidiary involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Knowledge of ArrowCompany’s Knowledge, there is no basis for any such investigation or indictment. No Dagger Neither the Company nor any Company Subsidiary has been been, or is now currently, a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Knowledge of ArrowCompany’s Knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.43.25.4, neither the United States Government any Governmental Entity nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to the Company or any Dagger Company Subsidiary under Dagger a Government Contract. Except as described in Schedule A22.43.25.4, neither the United States Government any Governmental Entity nor any prime contractor or higher-tier subcontractor under an outstanding Government Contract has questioned or disallowed any material costs claimed by the Company or any Dagger Company Subsidiary under any Dagger Government Contract, and to the Knowledge of ArrowCompany’s Knowledge, there is no fact or occurrence that could be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.43.26.4, to the Company's Knowledge of Arrowand Sellers' Knowledge, there are neither any outstanding material claims or disputes against any Dagger the Company relating to any Dagger Government Contract nor any facts or allegations that could give rise to such a claim or dispute in the future. Except as described in Schedule A22.43.26.4, to the Company's Knowledge of Arrowand Sellers' Knowledge, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract which, if resolved unfavorably to a Dagger the Company, would materially increase such Dagger by five percent or more the Company’s 's cost to complete performance of any task order under such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and delivered to Acquisition Sub Buyer for each Dagger the Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which would materially increase by five percent or more the cost to complete performance of any Dagger task order under Government Contract above the amounts set forth in the estimates to complete described above. No Dagger The Company has not been or nor is now currently under any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company's Knowledge of Arrowand Sellers' Knowledge, there is no basis for any such investigation or indictment. No Dagger The Company has not been or nor is now currently a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company's Knowledge of Arrowand Sellers' Knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to any Dagger the Company under Dagger a Government Contract. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Government Contract has questioned or disallowed any material costs claimed by any Dagger the Company under any Dagger Government Contract, and to the Company's Knowledge of Arrowand Sellers' Knowledge, there is no fact or occurrence that could be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.43.24.4, to the Company’s Knowledge of Arrowand Stockholders’ Knowledge, there are neither any outstanding material claims or disputes against any Dagger the Company relating to any Dagger Government Contract nor any facts or allegations that could give rise to such a claim or dispute in the future. Except as described in Schedule A22.43.24.4, to the Company’s Knowledge of Arrowand Stockholders’ Knowledge, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract which, if resolved unfavorably to a Dagger the Company, would materially increase such Dagger by five percent or more the Company’s cost to complete performance of any task order under such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and delivered to Acquisition Sub Purchaser for each Dagger the Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which would materially increase by five percent or more the cost to complete performance of any Dagger task order under Government Contract above the amounts set forth in the estimates to complete described above. No Dagger Except as described in Schedule 3.24.4, to the Company’s Knowledge and Stockholders’ Knowledge, the Company has not been or nor is now currently under any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company’s Knowledge of Arrowand Stockholders’ Knowledge, there is no basis for any such investigation or indictment. No Dagger To the Company’s Knowledge and Stockholders’ Knowledge, the Company has not been or nor is now currently a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government ContractsContracts and, and except as described in Schedule 3.24.4, to the Company’s Knowledge of Arrowand Stockholders’ Knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.43.24.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to any Dagger the Company under Dagger a Government Contract. Except as described in Schedule A22.43.24.4, to the Company’s Knowledge and Stockholders’ Knowledge, neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Government Contract has questioned or disallowed any material costs claimed by any Dagger the Company under any Dagger Government Contract, and to the Company’s Knowledge of Arrowand Stockholders’ Knowledge, there is no fact or occurrence that could be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.43.26.4, to the Company’s Knowledge of Arrowor Principal Stockholders’ Knowledge, there are neither any outstanding material claims or disputes against the Company or any Dagger Company Subsidiary relating to any Dagger Government Contract nor any facts or allegations that could give rise to such a claim or dispute in the future. Except as described in Schedule A22.43.26.4, to the Company’s Knowledge of Arrowor Principal Stockholders’ Knowledge, there are neither any outstanding material claims or disputes relating to any Dagger Government Contract whichthat, if resolved unfavorably to a Dagger Companythe Company or any Company Subsidiary, would materially increase such Dagger Company’s by five percent or more the cost of the Company and Company Subsidiaries to complete performance of any task order under such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and Company Subsidiaries and delivered to Acquisition Sub Buyer for each Dagger the Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which that would materially increase by five percent or more the cost to complete performance of any Dagger task order under Government Contract above the amounts set forth in the estimates to complete described above. No Dagger Neither the Company nor any Company Subsidiary has been been, or is now under currently under, any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company or any Company Subsidiary involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company’s Knowledge of Arrowor Principal Stockholders’ Knowledge, there is no basis for any such investigation or indictment. No Dagger Neither the Company nor any Company Subsidiary has been been, or is now currently, a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Government Contract or quotations, bids and proposals for Government Contracts, and to the Company’s Knowledge of Arrowor Principal Stockholders’ Knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under a Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course of business), ) or set set-off, material amounts of money otherwise acknowledged to be due to the Company or any Dagger Company Subsidiary under Dagger a Government Contract. Except as described in Schedule A22.43.26.4, neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Government Contract has questioned or disallowed any material costs claimed by the Company or any Dagger Company Subsidiary under any Dagger Government Contract, and to the Company’s Knowledge of Arrowor Principal Stockholders’ Knowledge, there is no fact or occurrence that could be a basis for disallowing any such costs.

Disputes, Claims and Litigation. Except as described in Schedule A22.4, to the Knowledge of Arrow4.22(d), there are neither any outstanding material claims nor disputes by or disputes against any Dagger the Company relating to any Dagger Government Contract nor or Grant nor, to the Company’s Knowledge, any facts or allegations that could would reasonably be expected to give rise to such a claim or dispute in the future. Except as described in Schedule A22.4The Company has not initiated or received written notice of disputes between the Company and a Governmental Entity under any Legal Requirement or between the Company and any Governmental Entity, to the Knowledge of Arrowprime contractor, there are neither grantee, subcontractor, subawardee, or vendor arising under any outstanding material claims or disputes relating to any Dagger Government Contract which, if resolved unfavorably to a Dagger Company, would materially increase such Dagger Company’s cost to complete performance of such Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow and delivered to Acquisition Sub for each Dagger Government Contract, nor, to the Knowledge of Arrow, any reasonably foreseeable expenditures which would materially increase the cost to complete performance of any Dagger Government Contract above the amounts set forth in the estimates to complete described aboveor Grant. No Dagger The Company has been or not been, and is now under not currently under, any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company involving alleged irregularities, misstatements, omissions, violations of Legal Requirements, false statements, false claims or other misconduct relating to any Dagger Government Contract or Grant, or quotations, bids bids, proposals and proposals applications for Government Contracts, and to the Knowledge of Arrow, there is no basis for any such investigation Contracts or indictmentGrants. No Dagger The Company has been not been, or is now not currently, a party to any administrative or civil litigation involving alleged irregularities, misstatements, omissions, violations of Legal Requirements, false statements, false claims or other misconduct relating to any Dagger Government Contract or Grant, or quotations, bids bids, proposals and proposals applications for Government ContractsContracts or Grants, and to the Knowledge of ArrowCompany’s Knowledge, there is no basis for any such proceeding. Except as described in Schedule A22.44.22(d), neither the United States Government any Governmental Entity nor any prime contractor contractor, grantee, or higher-tier subcontractor or subawardee under a Government Contract or Grant has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts Contracts in the ordinary course of business), business consistent with past practice) or set set-off, material amounts of money otherwise acknowledged to be due to any Dagger the Company under Dagger any such Government ContractContract or Grant. Except as described in Schedule A22.44.22(d), neither the United States Government any Governmental Entity nor any prime contractor contractor, grantee, or higher-tier subcontractor or subawardee under an outstanding Government Contract or Grant has questioned disallowed, or disallowed raised any basis for disallowance of, any material costs claimed by any Dagger the Company under any Dagger such Government ContractContract or Grant, and to the Knowledge of ArrowCompany’s Knowledge, there is no fact or occurrence that could would reasonably be expected to be a basis for disallowing any such costs.

Disputes, Claims and Litigation. (a) Except as described on Schedule 3.26.4(a), (i) there are neither outstanding claims asserted against the Company or disputes with the Company, in Schedule A22.4writing, relating to any Company Government Contract nor, to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there are neither any outstanding material claims or disputes against any Dagger Company relating to any Dagger Government Contract nor any facts or allegations that could would reasonably be expected to give rise to such a claim or dispute in the future. Except as described in Schedule A22.4, to the Knowledge of Arrow, ; and (ii) there are neither any outstanding material claims asserted against the Company or disputes with the Company, in writing, relating to any Dagger Company Government Contract whichthat, if resolved unfavorably to a Dagger the Company, would materially reasonably be expected to increase such Dagger by five percent or more the Company’s cost to complete performance of any task order under such Company Government Contract above the amounts set forth in the estimates to complete previously prepared by Arrow the Company and delivered to Acquisition Sub Buyer for each Dagger the Company Government Contract, nor, to the Knowledge of Arrow, nor any reasonably foreseeable expenditures which that would materially be likely to increase by five percent or more the cost to complete performance of any Dagger task order under any Company Government Contract above the amounts set forth in the estimates to complete described above. No Dagger . (b) The Company has not been or nor is now currently under any administrative, civil or criminal investigation or indictment disclosed to Arrow the Company involving alleged false statements, false claims or other misconduct relating to any Dagger Company Government Contract or quotations, bids and proposals for Government ContractsBids, and to the Knowledge of Arrow, Company and Sellers reasonably believe there is no basis for any such investigation or indictment. No Dagger . (c) The Company has not been or nor is now currently a party to any administrative or civil litigation involving alleged false statements, false claims or other misconduct relating to any Dagger Company Government Contract or quotationsGovernment Bids and, bids the Company and proposals for Government Contracts, and to the Knowledge of Arrow, Sellers reasonably believe there is no basis for any such proceeding. . (d) Except as described in on Schedule A22.4, 3.26.4(a): (i) neither the United States Government nor any prime contractor or higher-tier subcontractor under a Company Government Contract has withheld or set off, or attempted to withhold (other than the hold-backs pursuant to contracts in the ordinary course Ordinary Course of business), Business) or set set-off, material amounts of money otherwise acknowledged to be due to any Dagger the Company under Dagger a Company Government Contract. Except as described in Schedule A22.4, ; (ii) neither the United States Government nor any prime contractor or higher-tier subcontractor under an outstanding Active Government Contract has questioned or disallowed any material costs claimed by any Dagger the Company under any Dagger Active Government Contract, ; and (iii) to the Company’s Knowledge of Arrowand Sellers’ Knowledge, there is no fact or occurrence that could would reasonably be expected to be a basis for disallowing any such costs.