Facility Clearances Sample Clauses

Facility Clearances. The Lenders and Agents have been advised that certain of the Loan Parties have facility clearances pursuant to the NISPOM, and that, under NISPOM, if DSS determines that such Loan Parties are subject to foreign ownership, control or influence, as a result of the consummation of the transaction contemplated by the Loan Documents, DSS may impose any security method, safeguard, or restriction it believes necessary to ensure that unauthorized access to classified information is effectively precluded and that the performance of classified contracts is not adversely effected. To the extent necessary or reasonably desirable in order to avoid termination of the facility clearances held by the Loan Parties as a result of such a determination by DSS, the Lenders agree that the Administrative Agent will be permitted to transfer Liens on Collateral to one or more Qualified Supplemental Collateral Agents, and to execute documents acceptable to Administrative Agent (in its reasonable discretion) for the purposes of effecting such a transfer of Liens to Qualified Supplemental Collateral Agents. Administrative Agent agrees that it will take such actions as are reasonably requested by Company to effect such transfer of Liens in such circumstances; provided that Administrative Agent is reasonably satisfied that such actions may be taken without subjecting Administrative Agent to liability and without adversely affecting the perfection or priority of such Liens.
AutoNDA by SimpleDocs
Facility Clearances. Collaborator will accomplish NGA CRADA related tasks at NGA classified facilities, Collaborator facilities and other NGA sites as determined during this CRADA effort. During the performance of this CRADA, Collaborator is/is not authorized to receive, generate and store classified information/material. NGA’s CRADA Program Management Office is not resourced to sponsor Sensitive Compartmented Information Facilities (SCIFs) or communication lines for sensitive networks for CRADA activities. NGA will consider entering a co-utilization agreement with the sponsoring agency/organization for an existing SCIF.
Facility Clearances. The Buyer shall prepare and deliver to the DCSA, within five (5) Business Days of the date hereof, a completed Certificate Pertaining to Foreign Interests, together with all supporting and other documentation, for the purpose of obtaining the approval of the DCSA agreement that the Buyer is not under foreign ownership, control and influence, as defined in the NISPOM. If the Buyer has an actual or potential foreign ownership, control or influence situation as defined in NISPOM 2-303, the Buyer shall take such actions that are necessary or requested by the DCSA to mitigate any foreign ownership, control and influence in order for each applicable Sold Company and Sold Subsidiary to maintain their respective facility security clearances.
Facility Clearances. The Company shall use its reasonable best efforts, and Parent shall fully cooperate, to deliver to the United States Defense Security Service (“DSS”) as soon as possible within 30 days of the date hereof, a completed Certificate Pertaining to Foreign Interests, including all supporting documentation, for the purposes of obtaining DSS’s agreement that the acquiring fund is not under foreign ownership, control and influence to such an extent that DSS will require a mitigation action plan as set forth in National Industrial Security Program Operating Manual 2-303, other than a Board Resolution as described in 2-303a, upon the acquisition in order for the Company to maintain its present facility security clearances.
Facility Clearances. As soon as reasonably practicable after the date of this Agreement, Seller Parent, in coordination with and cooperation from Purchaser, shall prepare and submit to the DCSA and, to the extent applicable, any other cognizant security agency (“CSA”), a notification of the Contemplated Transactions pursuant to the NISPOM and any other applicable U.S. national industrial security Laws. Seller Parent and Purchaser shall cooperate with each other in connection with any actions, filings or discussions between any of the parties and DCSA or other applicable CSAs in connection with the parties’ efforts to obtain DCSA approval.

Related to Facility Clearances

  • Requisite Regulatory Approvals All Consents required to be obtained from or made with any Governmental Authority in order to consummate the transactions contemplated by this Agreement shall have been obtained or made.

  • Agency Approvals The Servicer is an approved servicer for FHLMC, FNMA, GNMA, HUD and VA is an FHA-Approved Mortgagee and is qualified to own and hold VA Mortgage Loans, and shall maintain such approvals throughout the term of this Agreement.

  • Reporting Obligations and Regulatory Approvals Applicable laws and regulations may require holders and beneficial owners of Shares, including the Holders and Beneficial Owners of ADSs, to satisfy reporting requirements and obtain regulatory approvals in certain circumstances. Holders and Beneficial Owners of ADSs are solely responsible for determining and complying with such reporting requirements and obtaining such approvals. Each Holder and each Beneficial Owner hereby agrees to make such determination, file such reports, and obtain such approvals to the extent and in the form required by applicable laws and regulations as in effect from time to time. Neither the Depositary, the Custodian, the Company or any of their respective agents or affiliates shall be required to take any actions whatsoever on behalf of Holders or Beneficial Owners to determine or satisfy such reporting requirements or obtain such regulatory approvals under applicable laws and regulations.

  • Administrative Agent Authorization After the occurrence and during the continuance of any Default (including the commencement and continuation of any proceeding under any Bankruptcy Law relating to any other Loan Party), the Administrative Agent is authorized and empowered (but without any obligation to so do), in its discretion, (i) in the name of each Guarantor, to collect and enforce, and to submit claims in respect of, Subordinated Obligations and to apply any amounts received thereon to the Guaranteed Obligations (including any and all Post Petition Interest), and (ii) to require each Guarantor (A) to collect and enforce, and to submit claims in respect of, Subordinated Obligations and (B) to pay any amounts received on such obligations to the Administrative Agent for application to the Guaranteed Obligations (including any and all Post Petition Interest).

  • Required Regulatory Approvals Certain transactions required, permitted or otherwise contemplated by this Agreement may under certain circumstances require prior filings with and approvals, or non-disapprovals, from the Indiana Department of Insurance or the Indiana Insurance Commissioner. Such transactions include: (a) issuance or purchase of any additional capital stock of the Company or other securities convertible into or exchangeable or exercisable for capital stock of the Company pursuant to Sections 1.2 or 3.4; (b) transfer of Shares to a wholly owned subsidiary of a Shareholder, to another Shareholder or to a wholly owned subsidiary of another Shareholder pursuant to Sections 3.1(a) or 3.4; (c) exercise of preemptive rights by a Shareholder pursuant to Section 3.2; and (d) exercise of call rights by the Company or a Shareholder pursuant to Section 3.3 (including pursuant to the two provisos in Section 3.1(b)). Notwithstanding anything to the contrary contained in this Agreement, any such transactions requiring filings with and approvals, or non-disapprovals, from the Indiana Department of Insurance or the Indiana Insurance Commissioner shall not, to the extent within the control of a party hereto, be entered into or consummated unless and until the required filings have been made and the required approvals (or non-disapprovals) have been obtained, and to the extent not within the control of an applicable party hereto, such party shall use best efforts to cause such transactions not to be entered into or consummated unless and until the required filings have been made and the required approvals (or non-disapprovals) have been obtained.

  • Authorization; Approvals The issuance of the Policy and the execution, delivery and performance of this Agreement and the Insurance Agreement have been duly authorized by all necessary corporate proceedings. No further approvals or filings of any kind, including, without limitation, any further approvals of or further filings with any governmental agency or other governmental authority, or any approval of the Insurer’s board of directors or stockholders, are necessary for the Policy, this Agreement and the Insurance Agreement to constitute the legal, valid and binding obligations of the Insurer.

  • Consents, Approvals and Filings, Etc Except as set forth on Schedule 6.10 hereof, no material authorization, consent, approval, license, qualification or formal exemption from, nor any filing, declaration or registration with, any court, governmental agency or regulatory authority or any securities exchange or any other Person (whether or not governmental) is required in connection with (a) the execution, delivery and performance: (i) by any Credit Party of this Agreement and any of the other Loan Documents to which such Credit Party is a party or (ii) by the Credit Parties of the grant of Liens granted, conveyed or otherwise established (or to be granted, conveyed or otherwise established) by or under this Agreement or the other Loan Documents, as applicable, and (b) otherwise necessary to the operation of its business, except in each case for (x) such matters which have been previously obtained, and (y) such filings to be made concurrently herewith or promptly following the Effective Date as are required by the Collateral Documents to perfect Liens in favor of the Agent. All such material authorizations, consents, approvals, licenses, qualifications, exemptions, filings, declarations and registrations which have previously been obtained or made, as the case may be, are in full force and effect and, to the best knowledge of the Borrower, are not the subject of any attack or threatened attack (in each case in any material respect) by appeal or direct proceeding or otherwise.

  • Agency Approval The Servicer has been approved by FNMA or FHLMC and will remain approved as an "eligible seller/servicer" of conventional, residential mortgage loans as provided in FNMA or FHLMC guidelines and in good standing. The Servicer has not received any notification from FNMA or FHLMC that the Servicer is not in compliance with the requirements of the approved seller/servicer status or that such agencies have threatened the servicer with revocation of its approved seller/servicer status.

  • Obtaining of Governmental Approvals The Company will from time to time take all action which may be necessary to obtain and keep effective any and all permits, consents and approvals of governmental agencies and authorities and securities act filings under United States Federal and state laws (including without limitation a registration statement in respect of the Warrants and Warrant Securities under the Securities Act of 1933, as amended), which may be or become requisite in connection with the issuance, sale, transfer, and delivery of the Warrant Securities issued upon exercise of the Warrants, the issuance, sale, transfer and delivery of the Warrants or upon the expiration of the period during which the Warrants are exercisable.

  • Regulatory Approvals All Requisite Regulatory Approvals shall have been obtained and shall remain in full force and effect and all statutory waiting periods in respect thereof shall have expired, and no such Requisite Regulatory Approval shall have resulted in the imposition of any Materially Burdensome Regulatory Condition.

Time is Money Join Law Insider Premium to draft better contracts faster.