Facility Security Clearances. Except to the extent prohibited by Applicable Laws, Schedule 3.26.12 sets forth all material facility security clearances held by the Company.
Facility Security Clearances. After Execution Date, each of Buyer and Seller shall use reasonable best efforts, and shall cooperate with the other, to notify DCSA of the changes in ownership and control facilities with facility security clearances contemplated by the Transaction. Notwithstanding anything in this Agreement to the contrary, Buyer shall deliver to the DCSA as soon as possible and in any event within three (3) Business Days of the Execution Date, a completed Certificate Pertaining to Foreign Interests, including all supporting documentation.
Facility Security Clearances. Prior to the date hereof, the Seller has provided, or caused to be provided to DCSA a notification of the transactions contemplated by this Agreement pursuant to 32 C.F.R. § 117.8(c)(7)(i). From and after the date hereof, the Seller and the Buyer shall reasonably cooperate in responding to any inquiry or request from DCSA concerning the approval of all U.S. government facility security clearances reasonably necessary to conduct the businesses of the Company and its Subsidiaries in all material respects as currently conducted as of the date hereof.
Facility Security Clearances. (1) Each Party shall recognize the Facility Security Clearances issued by the other Party.
Facility Security Clearances. Section 3.24 of the Company Disclosure Schedule sets forth a correct and complete list of all facility security clearances held by the Company and each of its subsidiaries, as applicable, and all personnel security clearances and clearance level held by any officer, director or employee thereof relating to the business of the Company and its subsidiaries as currently conducted. The Company and its subsidiaries presently possess all facility security clearances and personnel security clearances required to perform under any Contracts with a Governmental Entity and are in compliance in all material respects with the National Industrial Security Program Operating Manual Department of Defense Instruction 5520.22-M (“NISPOM”), and any other applicable national or industrial security regulations. There is no proposed or, to the Knowledge of the Company, threatened termination of any facility security clearance held by the Company or its subsidiaries, or personnel security clearance held by any officer, director or employee of the Company or its subsidiaries. For the past thirty-six (36) months, there have been no self-assessments, nor any audits or investigations by any Governmental Entity, that resulted in negative findings with respect to any such facility clearance or personnel security clearance.
Facility Security Clearances. (a) Each of the Parties (it being understood that the Company shall be responsible for its obligations and its Affiliates’ obligations to take any action under this Section 7.11) shall use their reasonable best efforts to undertake all actions within their respective control to obtain the approval of DSS, and the approval of any other necessary Governmental Body, of the retention by, or transfer to, HITS at Closing of the facility security clearances set forth on Section 4.13(i)(b) of the Company Letter (the “Facility Security Clearance Transfer Approval”).
Facility Security Clearances. Except as has not been and would not be, individually or in the aggregate material to the Company and its Subsidiaries, taken as a whole, (i) each of the Company and its Subsidiaries possesses all facility security clearances required to perform the applicable Company Government Contracts and Company Government Subcontracts (“Facility Security Clearances”); (ii) such clearances are (A) all of the Facility Security Clearances reasonably necessary to conduct the business of the Company and its Subsidiaries as currently conducted and (B) valid and in full force and effect and (iii) no termination, denial of eligibility, notice of rescission, notice of wrongdoing, marginal or unsatisfactory or failed vulnerability assessment, notice of breach, cure notice or show cause notice from the Defense Counterintelligence and Security Agency or any other Governmental Authority has been issued and remains unresolved with respect to any of the Facility Security Clearances, and to the Knowledge of the Company, no event, condition or omission has occurred or exists that would constitute grounds for such action or notice.
Facility Security Clearances. Notwithstanding anything in this Agreement to the contrary, the Buyer shall deliver to DCSA as soon as possible and in any event within three (3) Business Days of the date hereof, a completed Certificate Pertaining to Foreign Interests, including all supporting documentation.
Facility Security Clearances. Section 4.23 of the Disclosure Schedules sets forth a correct and complete list of all facility security clearances held by the Company and each Company Subsidiary and all personnel security clearances by number and clearance level held by any officer, director or employee thereof relating to the business of the Company and Company Subsidiaries as currently conducted; in each case, except as such disclosure may be precluded or limited by applicable Law, rule, regulation or Contract. The Company and each Company Subsidiary presently possess all facility security clearances and personnel security clearances required to perform under any Government Contracts. The Company and each Company Subsidiary are in compliance in all material respects with the National Industrial Security Program Operating Manual Department of Defense Instruction 5520.22 M (“NISPOM”), and any other applicable national or industrial security regulations. There is no proposed or, to the Knowledge of the Company, threatened termination of any facility security clearance held by the Company or any Company Subsidiary or personnel security clearance held by any officer, director or employee of the Company or any Company Subsidiary. For the past five years, there have been no audits or investigations by any Governmental Entity that resulted in negative findings with respect to any such facility clearance or personnel security clearance.
