Facility Security Clearances Sample Clauses

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.
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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. 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.
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”). (i) In furtherance of, and without limitation to, paragraph (a) of this subsection, the Buyer shall (1) coordinate with the Company to prepare and provide summary notice to DSS of the transactions contemplated by this Agreement no later than five (5) Business Days after the date hereof (the “DSS Notification”); (2) coordinate with the Company, the Sold Companies and the Sold Subsidiaries to prepare and deliver true, complete and accurate copies of their respective information required by a Certificate Pertaining to Foreign Interests applicable to the post-closing ownership structure of the Sold Companies and the Sold Subsidiaries (“Form SF-328”) to DSS no later than twenty (20) Business Days after the date hereof, including reasonable supporting documentation applicable to the Buyer, and promptly deliver any additional information that DSS subsequently requests from the Buyer in connection with its review; (3) coordinate with the Company to conduct a joint introductory call with DSS no later than ten (10) Business Days after the date hereof; (4) promptly take any reasonable and customary actions proposed by and acceptable to DSS to mitigate foreign ownership, control, or influence (as defined in the NISPOM) applicable to the Buyer, if any; and (5) notwithstanding anything to the contrary in this Agreement, promptly provide to DSS any other information necessary under the applicable provision of the NISPOM or requested by DSS or any other Governmental Body or otherwise required in connection with the Facility Security Clearance Transfer Approval. (ii) In furtherance of, and without limitation to, paragraph (a) of this subsection, each of the Company, the Sold Companies and the Sold Subsidiaries shall (1) coordinate with the Buyer to prepare and provide the DSS Notice no later than five (5) Business Days after the date hereof; (2) coordinate with the Buyer to prepare and deliver true, complete and accurat...
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. 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. (1) Each Party shall recognize the Facility Security Clearances issued by the other Party. (2) Upon request of the National Security Authority of the Originating Party, the National Security Authority of the Receiving Party shall on the level KONFIDENTSIAALNE / KONFIDENSIELT / CONFIDENTIAL or above issue a written confirmation that a valid Facility Security Clearance has been issued or the relevant proceedings have been initiated. (3) Within the scope of this Agreement, the National Security Authorities shall inform each other without delay about any alteration with regard to Facility Security Clearances.
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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. 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.

Related to Facility Security Clearances

  • Security Clearances A. The General Contractor is to supply the Court with names, dates of birth, and social security numbers of all employees who will be on site. This information must be submitted one (1) week prior to access to the site. The Court has final word on who will or who will not be allowed on the project premises.

  • Security Clearance 6.7.1 Where specified by the Authority or the Contract user, the Supplier shall be responsible for ensuring that all Staff are security cleared to the level required by the Security Requirements not less than 5 Working Days before such person begins to perform the Services. If the Authority is responsible for applying for security clearance for Staff pursuant to this Clause 6.7.1, the Supplier shall provide a completed security clearance application form for such members of Staff to the Authority not less than 30 days before such members of Staff begin to perform the Services. 6.7.2 The Authority shall issue a pass for all Staff who are security cleared to an appropriate level for the Premises in accordance with Clause 6.7.1 on or before the date when such member of Staff is required to enter onto the Premises in Order to perform the Services. Passes shall remain the property of the Authority and shall be surrendered on demand or on termination or expiry of this Contract. 6.7.3 A member of Staff not in possession of a pass who is required by the Supplier or any Sub-contractor to provide the services urgently shall be allowed temporary access to the Premises on condition that the Supplier ensures, or procures that any Sub- contractor shall ensure, that such individual is accompanied at all times while on the Premises by a member of Staff who has been issued with a pass in accordance with Clause 6.7.1. 6.7.4 Without prejudice to the provisions of Clauses 6.7.1 to 6.7.3 inclusive, the Authority may refuse any member of Staff Admission to the Premises or require the removal of any member of Staff from the Premises in accordance with Clause 3.3 if such member of Staff is not in possession of a pass pursuant to Clause 6.7.2 or accompanied in accordance with Clause 6.7.3.

  • Facility Security Contractor shall keep all doors locked while working in any buildings on the site. Keys shall not be left in the doors. Contractor shall not admit any person into the building that is not a direct employee of the Contractor and not actively engaged in performance of the Work. Contractor shall restrict access to the areas of the facility not specifically included in this Contract for construction services. The Contractor shall check all windows and doors for proper closure and locking, extinguish all lights except master security lighting, and then reactivate the security system (if applicable) prior to leaving the facility.

  • Contractor Security Clearance Customers may designate certain duties and/or positions as positions of “special trust” because they involve special trust responsibilities, are located in sensitive locations, or have key capabilities with access to sensitive or confidential information. The designation of a special trust position or duties is at the sole discretion of the Customer. Contractor or Contractor’s employees and Staff who, in the performance of this Contract, will be assigned to work in positions determined by the Customer to be positions of special trust, may be required to submit to background screening and be approved by the Customer to work on this Contract.

  • SECURITY CLEARANCE REQUIREMENTS ‌ The OCO must tailor security requirements (both facility and employee), clauses, provisions, and other applicable terms and conditions specific to each task order’s solicitation and award. Only those Contractors that meet the required security clearance levels on individual task order solicitations are eligible to compete for such task orders. In general, all necessary facility and employee security clearances shall be at the expense of the Contractor. In some cases, Government offices that conduct background investigations do not have a means for accepting direct compensation from Contractors and instead charge customer agencies for the background investigations. In these cases, the Contractor shall be flexible in establishing ways of reimbursing the Government for these expenses. The individual task order should specify the terms and conditions for reimbursement, if any, for obtaining security clearances. The Contractor shall comply with all security requirements in task orders awarded under OASIS SB.

  • Security Cameras Security cameras have been installed throughout the Facility; however, they will not routinely be used in areas where there is an expectation of privacy, such as restrooms or patient care areas.

  • Customs Clearance 1. The Parties shall apply their respective customsprocedures in a predictable, consistent, and transparentmanner. 2. For prompt customs clearance of goods traded between theParties, each Party shall: (a) endeavor to make use of information and communications technology; (b) simplify its customs procedures; (c) harmonize its customs procedures, as far as possible,with relevant international standards and recommended practices such as those made under the auspices of theCustoms Co-operation Council; and (d) promote cooperation, wherever appropriate, betweenits customs authority and: (i) other national authorities of the Party; (ii) the trading communities of the Party; and (iii) the customs authorities of non- Parties. 3. Each Party shall provide affected parties with easilyaccessible processes of administrative and judicial review ofits administrative actions relating to customs matters.

  • Clearances Advertiser will be responsible, at its own cost and expense, for obtaining all clearances, authorizations, permissions, licenses, and releases (collectively, “Clearances”) from third parties necessary to enable Station to distribute the Advertiser Content under this Section 4, including, without limitation, (i) Clearances for any of the following creative elements appearing in or otherwise displayed via the Advertiser Content: photos, video footage, music (including, without limitation, any synchronization and mechanical licenses), audio tracks, trademarks, service marks, and rights of publicity and other indicia of identity, and (ii) Clearances from any individuals or entities whose trademarks, service marks, other corporate indicia, names, voices, likenesses, and other indicia of identity may appear in any of the Advertiser Content.

  • Safety; Security Contractor’s failure to comply with any of the requirements in this Section shall be cause for termination.

  • Federal Medicaid System Security Requirements Compliance Party shall provide a security plan, risk assessment, and security controls review document within three months of the start date of this Agreement (and update it annually thereafter) in order to support audit compliance with 45 CFR 95.621 subpart F, ADP System Security Requirements and Review Process.

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