Federal Government Contracts. If more than 10% of the New Jobs at the Facility are primarily engaged in supporting Federal Government Contracts, that percentage over 10% will be used to adjust downward the Grant Payment for that calendar year that otherwise would be due to the Company. For example, if 12% of the New Jobs at the Facility were so engaged in calendar year 2026, the Grant Payment due related to the Company’s performance in calendar year 2026 shall be reduced by 2%.
Federal Government Contracts. If any Account or Chattel Paper of any Pulitzer Assignor arises out of a contract or contracts with the United States of America or any department, agency, or instrumentally thereof, such Pulitzer Assignor shall, at any time prior to the Pulitzer Debt Satisfaction Date, (i) promptly notify the Collateral Agent thereof in writing, and execute and deliver in connection therewith (A) a collateral assignment of claims in favor of the Collateral Agent, and (B) a notice of collateral assignment of claims directed to the appropriate federal government agencies and agents thereof as required under applicable law, each in form and substance reasonably satisfactory to the Collateral Agent, (ii) promptly take any other steps reasonably required by the Collateral Agent in order to ensure that all moneys due or to become due under such contract or contracts shall be collaterally assigned to the Collateral Agent, for the benefit of the Secured Creditors, and notice thereof given under the Assignment of Claims Act of 1940, as amended (31 U.S.C. 3727; 41 U.S.C. 15), or other applicable law, and (iii) promptly update Annex T hereto and deliver a copy of such revised schedule to the Collateral Agent, together with copies of all related contracts evidencing such Accounts and/or
Federal Government Contracts. (a) With respect to the Federal Government Contracts listed on Schedule 7.13 of the Sellers Disclosure Schedule, promptly following the date hereof Purchaser shall provide in good faith proposed amendments to the Federal Government Contracts that are reasonably required to allow the proper assignment or transfer of such Federal Government Contracts to Purchaser pursuant to Applicable Law. Sellers shall use commercially reasonable efforts to obtain any such amendments or novations to any Federal Government Contracts and Purchaser shall use its commercially reasonable efforts to cooperate with Seller in obtaining any such amendments or novations.
(b) Until such time as amendments and novations with respect to each Federal Government Contract have been executed by all parties and delivered, Sellers shall continue to perform under the terms of each Federal Government Contract for Sellers' account. Sellers shall perform under each Federal Government Contract using labor temporarily hired from the Purchaser. Purchaser shall be compensated for such temporary use of its employees at the applicable direct labor cost, plus the applicable indirect labor rate, plus material costs. Sellers shall pay Purchaser for such costs no later than thirty days following its receipt of Purchaser's invoice.
(c) Following the execution and delivery of satisfactory amendments and novations to each Federal Government Contract, title to such amended and novated Federal Government Contracts shall be deemed to be transferred to Purchaser. Thereafter, Purchaser shall undertake performance of each Federal Government Contract so amended and novated for its own account, and Purchaser shall be entitled to any profit under such Federal Government Contracts.
(d) In the event that any Federal Government Contract is not amended or novated such as to allow the proper assignment or transfer of such Federal Government Contracts to Purchaser pursuant to Applicable Law, Sellers and Purchaser shall cooperate and use their collective efforts to sell any such Federal Government Contract to a third-party elevator modernization and maintenance company. The proceeds from the sale of any such Federal Government Contract shall belong exclusively to the Purchaser.
Federal Government Contracts. The following provisions apply to this Agreement only if the Owner is the Federal Government of the United States or one of its subdivisions.
40.1. Federal Acquisition Regulation - This Agreement is governed by the Federal Acquisition Regulation (“FAR”), including without limitation those clauses set forth at FAR 52.301. Because changes to these regulations may be issued at any time and particular agencies may issue supplemental regulations, current FAR provisions and individual project specifications must be consulted. In the event of a conflict between the FAR and this Agreement, the terms and conditions set forth in the FAR shall control.
40.2. Obligations Flowdown - The Subcontractor binds itself to the Contractor under this Agreement in the same manner as the Contractor is bound to the Owner under the Contract Documents, applicable FAR provisions and supplemental agency regulations; and the Subcontractor will so bind its lower-tier subcontractors. The Subcontractor shall make available to its lower-tier subcontractors the Contract Documents which are binding on their lower-tier subcontractors. The following FAR clauses are incorporated by reference as required by the Prime Contract (these clauses can be reviewed in their entirety at xxxxx://xxx.xxxxxxxxxxx.xxx/).
Federal Government Contracts. (a) With respect to each and every Government Contract or Bid to which the Company is a party and for which final payment has not been made by the Closing Date, and except as set forth in Section 2.21(a) of the Company Disclosure Memorandum: (i) the Company has fully complied with all material terms and conditions of such Government Contract or Bid, including all clauses, provisions and requirements incorporated expressly, by reference or by operation of Law therein; (ii) the Company has fully complied with all requirements of statute, rule, regulation, order or agreement pertaining to such Government Contract or Bid; (iii) all representations and certifications executed, acknowledged or set forth in or pertaining to such Government Contract or Bid were current, accurate and complete as of their effective date, and the Company has fully complied with all such representations and certification; (iv) neither the U.S. Government nor any prime contractor, subcontractor or other person has notified the Company, either orally or in writing, that the Company has breached or violated any statute, rule, regulation, certification, representation, clause, provision or requirement; (v) no termination for convenience, termination for default, cure notice or show cause notice has been issued and remains uncorrected; (vi) no material cost incurred or invoice rendered by the Company has been questioned or disallowed; and (vii) no material money due to the Company has been (or has attempted to be) withheld or set off.
(b) Except as set forth in Section 2.21(b) of the Company Disclosure Memorandum: (i) neither the Company, any of the Company's Affiliates nor any of the Company's directors, officers, employees, agents or consultants is (or to Per-Se's or the Company's Knowledge for the last five years has been) under administrative, civil or criminal investigation, indictment or information, audit or internal investigation with respect to any alleged irregularity, mischarging, misstatement or omission arising under or relating to any Government Contract or Bid; (ii) during the last five years neither Company nor any of the Company's Affiliates has made a voluntary disclosure to the U.S. Government with respect to any alleged irregularity, mischarging, misstatement or omission arising under or relating to any Government Contract or Bid that in any case has led or could reasonably be expected to lead, either before or after the Closing Date, to any of the consequences set fort...
Federal Government Contracts. If the products covered by this Order are to be used by Buyer in whole or in part for the performance of a government contract for the U.S. federal government, all applicable provisions of such contract and of the Federal Acquisition Regulations, 48 C.F.R. Chapter 1 (Parts 1- 99), or if such federal government contract relates to the Department of Defense, of the Defense Federal Regulations, 48
Federal Government Contracts. If the Goods covered by this order are to be used by Buyer in whole or in part for the performance of a federal government contract, all applicable provisions of such contract and of the Federal Acquisition Regulations, 48 C.F.R. Chapter 1 (Parts 1-99) or if such federal government contract relates to the Department of Defense, of the Defense Federal Regulations, 48
C. F.R. Chapter 1 (Parts 201-299), are incorporated herein by reference. Seller shall execute certificates of compliance as requested by Xxxxx. To the extent applicable, The Equal Opportunity and Affirmative Action clause at 41CFR60-1.4, 41CFR60-250.4 and 41CFR60-741 (5A) are hereby incorporated by reference in this purchase.
Federal Government Contracts. This Contract is subordinate to the provisions of any existing or future Contracts between the County and the United States of America relative to the operation and maintenance of the Airport, the execution of which has been or may be required as a condition precedent to the expenditure of federal funds for the development of the Airport.
Federal Government Contracts. Seller is on notice that Buyer may utilize the goods specified in this order in the manufacture of products destined for sale to the U.S. Government. Seller is therefore deemed to have assumed the obligation of compliance with Public Law 95-507, Small Business and Small Disadvantaged Business Subcontract, Executive Order 11246, Public Law 93-508 Vietnam Era Veterans Assistance Act, Public Law 930112 Rehabilitation Act of 1973, Public Law 90-202 amended 93-259 Age Discrimination Employment Act, and unless otherwise exempt under the Armed Services Procedure Regulations (ASPR 12-802), this order is subject to the requirements of the Equal Employment Opportunity clause as set forth in (FPR 1-12.803-2) and (ASPR 12-802 (a)), said clause being herewith incorporated into this order by reference. GOVERNMENT PROVISIONS AND CLAUSES FOR ORDERS UNDER GOVERNMENT CONTRACTS, REVISION A 7/13/18 available via link at xxxxx://xxx.xxxxxxxxxxx.xxx .
Federal Government Contracts. (a) Except as set forth in Schedule 3.26 to the Company Disclosure Schedule, (i) none of the federal government contracts of the Company or its subsidiaries have been terminated for default or convenience; (ii) no show cause or cure notices, as defined by each contract or applicable federal regulation, have been issued; and (iii) neither the Company nor its subsidiaries have received any notices to cure any defaults of the contracts. In addition, to the Company's knowledge, there are no material delivery or performance problems or issues on the part of the Company or its subsidiaries.
(b) Except as set forth in Schedule 3.26 to the Company Disclosure Schedule, none of the Company's federal government contracts, to the Company's knowledge, are anticipated to be terminated for convenience or discontinued for any reason including for lack of funding or federal budget constraints.
(c) All information, data, representations, statements and certificates as submitted or provided to the government (the "Information") relative to federal
