Facility Clearances Clause Samples
The Facility Clearances clause establishes requirements for a contractor or subcontractor to obtain and maintain security clearances for their physical facilities when handling classified information or performing sensitive work. This typically involves ensuring that the premises meet government security standards and that access is restricted to authorized personnel. By mandating these clearances, the clause helps protect national security interests and ensures that only secure, vetted locations are used for sensitive operations.
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 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.
(d) For the avoidance of doubt (i) any Qualified Supplemental Collateral Agent shall enjoy the rights and benefits of a Supplemental Collateral Agent under the second paragraph of Section 9.1B, including without limitation, having the provisions of Section 9 and the expense reimbursement and indemnity provisions of subsections 10.2 and 10.3 that refer to the Administrative Agent inure to the benefit of such Qualified Supplemental Collateral Agent and (ii) any appointment of a Qualified Supplemental Collateral Agent pursuant to subsection 10.22 and any transfer of Liens by the Administrative Agent to any Qualified Supplemental Collateral Agent pursuant to subsection 10.22 shall be subject to the expense reimbursement and indemnity provisions of subsections 10.2 and 10.3.
(e) In the event that a Qualified Supplemental Collateral Agent is appointed pursuant to subsection 10.22 or the Administrative Agent transfers any Liens to any Qualified Supplemental Collateral Agent pursuant to subsection 10.22 (or is requested to d...
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.
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. 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.