Foreign Control Sample Clauses

Foreign Control. Each of Parent, Mxxxxx Sub and each of their respective directors, officers, and other individuals having primary management or supervisory responsibilities of Parent or Merger Sub, as applicable, (a) is a U.S. citizen or company, (b) is not subject to foreign ownership, control or influence as the terms are used in the NISPOM and (c) is not, and is not controlled by, a “foreign person” as that term is used in 31 C.F.R. Part 800 et seq.
Sample 1
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Foreign Control. The Purchaser is wholly-owned and controlled by U.S. citizens and is not a “foreign person” as that term is defined in the DPA. For the avoidance of doubt, the Purchaser is neither a “foreign national,” “foreign government” or “foreign entity,” nor an entity over which “control” is exercised or exercisable, directly or indirectly, by any “foreign national,” “foreign government” or “foreign entity,” as those terms are defined in the DPA. The Purchaser has not entered into any agreement or arrangement, formal or informal, directly or indirectly, with any “foreign person” pursuant to which the “foreign person” could acquire “control” of the Purchaser, as those terms are defined in the DPA.
Sample 1
Foreign Control. The Contemplated Transactions do not constitute a covered transaction as that is used by and in connection with the Committee on Foreign Investment in the United States (“CFIUS”). Each of the Buyer, its directors, officers, and other individuals having primary management or supervisory responsibilities of Buyer, covenants to cooperate in the transition under this Agreement with respect to information, contracts and other assets subject to any DSS review or approval as necessary to comply with all agreements, security measures and applicable Law, and as necessary to maintain all clearances, approvals and other authorizations required for maintaining and performing the Government Contracts.
Sample 1
Foreign Control. Each of Parent, Parent’s directors, Parent’s officers, and other individuals having primary management or supervisory responsibilities of Parent is a U.S. citizen or company.
Sample 1
Foreign Control. Except as set forth in Section 5.11 of the Purchaser Disclosure Letter, each of Purchaser, its directors, officers, and other individuals having primary management or supervisory responsibilities of Purchaser: (a) is a U.S. citizen or company and (b) is not subject to foreign ownership, control or influence as those terms are used by and in connection with CFIUS and DSS in their evaluation of FOCI.
Sample 1
Foreign Control. (a) Purchaser is not a foreign entity, as defined in the Defense Production Act of 1950, as amended, including all implementing regulations thereof (the “DPA”); and (b) Purchaser is not controlled by a foreign person, as defined in the DPA; and (c) Purchaser does not permit any foreign person affiliated with Purchaser, whether affiliated as a limited partner or otherwise, to obtain through Purchaser any of the following with respect to Purchaser: (i) control (as defined in 31 C.F.R. § 800.204) of Purchaser, including the power to determine, direct or decide any important matters for Purchaser; (ii) access to any material nonpublic technical information (as defined in 31 C.F.R. § 801.208) in the possession of Purchaser (which shall not include financial information about Purchaser), including access to any information not already in the public domain that is necessary to design, fabricate, develop, test, produce, or manufacture Purchaser products, including processes, techniques, or methods; (iii) membership or observer rights on the Board of Directors of Purchaser or the right to nominate an individual to a position on the Board of Directors of Purchaser; or (iv) any involvement (other than through voting of shares) in substantive decision making of Purchaser regarding the use, development, acquisition, or release of any of Purchaser’s critical technologies (as defined in 31 C.F.R. § 801.204).
Sample 1

Related to Foreign Control

  • Foreign Contractor If Contractor is not domiciled in or registered to do business in the State of Oregon, Contractor shall promptly provide to the Oregon Department of Revenue and the Secretary of State Corporation Division all information required by those agencies relative to this Contract. Contractor shall demonstrate its legal capacity to perform the Services under this Contract in the State of Oregon prior to entering into this Contract.

  • Foreign Ownership Seller is not a “foreign person” as that term is defined in the U.S. Internal Revenue Code of 1986, as amended, and the regulations promulgated pursuant thereto, and Buyer has no obligation under Section 1445 of the U.S. Internal Revenue Code of 1986, as amended, to withhold and pay over to the U.S. Internal Revenue Service any part of the “amount realized” by Seller in the transaction contemplated hereby (as such term is defined in the regulations issued under said Section 1445).

  • Traffic Control The Surveyor shall control traffic in and near surveying operations adequately to comply with provisions of the latest edition of the Texas Manual on Uniform Traffic Control Devices – Part VI which can be found on the State’s internet site. In the event field crew personnel must divert traffic or close traveled lanes, a Traffic Control Plan based upon principles outlined in the latest edition of the Texas Manual on Uniform Traffic Control Devices – Part VI shall be prepared by the Surveyor and approved by the State prior to commencement of field work. A copy of the approved plan shall be in the possession of field crew personnel on the job site at all times and shall be made available to the State’s personnel for inspection upon request.

  • Foreign Corrupt Practices Neither the Company nor any Subsidiary, nor to the knowledge of the Company or any Subsidiary, any agent or other person acting on behalf of the Company or any Subsidiary, has (i) directly or indirectly, used any funds for unlawful contributions, gifts, entertainment or other unlawful expenses related to foreign or domestic political activity, (ii) made any unlawful payment to foreign or domestic government officials or employees or to any foreign or domestic political parties or campaigns from corporate funds, (iii) failed to disclose fully any contribution made by the Company or any Subsidiary (or made by any person acting on its behalf of which the Company is aware) which is in violation of law, or (iv) violated in any material respect any provision of FCPA.

  • Plan Controlling The Option and the terms and conditions set forth in this Agreement are subject in all respects to the terms and conditions of the Plan, which are controlling. All determinations and interpretations of the Committee shall be binding and conclusive upon the Participant and his or her legal representatives.

  • Job Control Personal Data being processed on commission (i.e., Personal Data processed on a customer’s behalf) is processed solely in accordance with the Agreement and related instructions of the customer.

  • Foreign Corrupt Practices Act None of the Company and its Subsidiaries or, to the Company’s knowledge, any director, officer, agent, employee or affiliate of the Company and its Subsidiaries or any other person acting on behalf of the Company and its Subsidiaries, has, directly or indirectly, given or agreed to give any money, gift or similar benefit (other than legal price concessions to customers in the ordinary course of business) to any customer, supplier, employee or agent of a customer or supplier, or official or employee of any governmental agency or instrumentality of any government (domestic or foreign) or any political party or candidate for office (domestic or foreign) or other person who was, is, or may be in a position to help or hinder the business of the Company (or assist it in connection with any actual or proposed transaction) that (i) might subject the Company to any damage or penalty in any civil, criminal or governmental litigation or proceeding, (ii) if not given in the past, might have had a Material Adverse Change or (iii) if not continued in the future, might adversely affect the assets, business, operations or prospects of the Company. The Company has taken reasonable steps to ensure that its accounting controls and procedures are sufficient to cause the Company to comply in all material respects with the Foreign Corrupt Practices Act of 1977, as amended.

  • Export Control This Agreement is made subject to any restrictions concerning the export of products or technical information from the United States or other countries that may be imposed on the Parties from time to time. Each Party agrees that it will not export, directly or indirectly, any technical information acquired from the other Party under this Agreement or any products using such technical information to a location or in a manner that at the time of export requires an export license or other governmental approval, without first obtaining the written consent to do so from the appropriate agency or other governmental entity in accordance with Applicable Law.

  • Federal Water Pollution Control Act The contractor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq.

  • Control of the Contract F1 Transfer and Sub-Contracting F1.1 Except where F1.4 and F1.5 applies, the Contractor shall not assign, sub-contract or in any other way dispose of the Contract or any part of it without prior Approval. Sub-contracting any part of the Contract shall not relieve the Contractor of any of its obligations or duties under the Contract. F1.2 The Contractor shall be responsible for the acts and omissions of its Sub-contractors as though they are its own. F1.3 Where the Authority has consented to the placing of sub-contracts, copies of each sub-contract shall, at the request of the Authority, be sent by the Contractor to the Authority as soon as reasonably practicable. F1.4 Notwithstanding clause F1.1, the Contractor may assign to a third party (“the Assignee”) the right to receive payment of the Contract Price or any part thereof due to the Contractor under this Contract (including any interest which the Authority incurs under clause C2.

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