Government Contract Compliance. Except as set forth in Schedule 3.11.1, with respect to each and every contract, agreement or subcontract with or on behalf of the United States Government or any agency, department or division thereof to which Seller is a party or to which Elecsys is or was a party in connection with the Business (a "Government Contract") or bid or proposal which, if accepted, would result in a Government Contract (a "Government Bid"): (i) Seller or Elecsys, as the case may be, has complied with all material terms and conditions of such Government Contract or Government Bid; (ii) Seller or Elecsys, as the case may be, has complied with all requirements of all material laws, regulations, standards or agreements pertaining to such Government Contract or Government Bid, including without limitation, to the extent applicable, the Cost Accounting Standards and the Truth in Negotiations Act; (iii) all representations and certifications executed, acknowledged or set forth in or pertaining to such Government Contract or Government Bid were complete and correct as of their effective date and Seller or Elecsys, as the case may be, has complied in all material respects with all such representations and certifications; (iv) neither the United States Government nor any prime contractor, subcontractor or other person has notified Seller or Elecsys, as the case may be, either in writing or, to Seller's Knowledge, orally, that Seller or Elecsys, as the case may be, has breached or violated any statute, regulation, certification, representation, clause, provision or requirement pertaining to such Government Contract or Government Bid; (v) no termination for convenience, termination for default, cure notice or show cause notice is currently in effect pertaining to such Government Contract or Government Bid; (vi) no material cost incurred by Seller or Elecsys, as the case may be, pertaining to a Government Contract or Government Bid has been formally questioned or challenged, is the subject of any investigation or has been disallowed by the United States Government; (vii) no money due to Seller or Elecsys, as the case may be, pertaining to such Government Contract or Government Bid has been withheld or set off nor has any claim been made to withhold or set off money and Seller or Elecsys, as the case may be, is entitled to all progress payments received with respect thereto; and (viii) each Government Contract to which Seller or Elecsys in connection with the Business is a party is valid an...
Government Contract Compliance. 20 3.11.2 Government Investigations....................21 3.11.3 Absence of Claims............................21 3.11.4
Government Contract Compliance. The Borrower shall, and shall cause each of its Subsidiaries to (a) maintain all Permits pertaining to Government Contracts required to operate the Borrower's business as it is currently conducted, including, without limitation, (i) all Facility Security Clearance(s) and Personnel Security Clearance(s), (ii) all certifications of products manufactured by the Borrower which are on the "Qualified Products List" of any United States Governmental Authority, and (iii) all Export Licenses and other similar Permits; and (b) comply in all material respects with all Requirements of Law and Contractual Obligations pertaining to each Government Contract.
Government Contract Compliance. Each Credit Party shall (a) maintain all Permits pertaining to Government Contracts required to operate such Credit Party's business as it is currently conducted, including, without limitation, (i) all Facility Security Clearance(s) and Personnel Security Clearance(s), (ii) all certifications of products manufactured by such Credit Party which are on the "Qualified Products List" of any United States Governmental Authority, and (iii) all Export Licenses and other similar Permits; and (b) comply in all material respects with all applicable Requirements of Law and Contractual Obligations pertaining to each Government Contract.
Government Contract Compliance. 18.1. If Licensee sells Authorized Systems directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, NXP makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.
Government Contract Compliance. If Customer sells Products to the U.S. ------------------------------ Government, UltraRF makes no representations, certifications, or warranties whatsoever about compliance with acquisition statutes or regulations, except UltraRF will comply with the following clauses applicable to subcontracts for commercial items: FAR 52.222-26, Equal Opportunity; FAR 52.222-35, Affirmative Action for Special Disabled Vietnam Era Veterans; and FAR 52.222-36, Affirmative Action for Handicapped Workers. Notwithstanding, if Customer sells Products to any other public entity, state, or local or international, or to a prime contractor or subcontractor of such entities, Customer remains solely and liable for compliance with all acquisition statutes and regulations. Except as expressly provided in this paragraph, UltraR.F makes no representations, certifications, or warranties whatsoever about compliance with acquisition statutes and regulations, including, without limitation, those that may relate to pricing, quality, origin or content.
Government Contract Compliance. (a) If Buyer distributes Products directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, Codespot makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.
Government Contract Compliance. With respect to each Government Contract identified on Schedule 2.29(a) of the Seller Disclosure Schedules and except as set forth on Section 2.29(a) of the Seller Disclosure Schedules, (i) the Seller has complied in all material respects with all terms and conditions of all such Government Contracts, including all clauses, provisions and requirements incorporated expressly by reference therein, (ii) the Seller has complied in all material respects with all requirements of all Laws and agreements pertaining to any such Government Contract, (iii) as of the date of this Agreement, neither the United States government nor any prime contractor, subcontractor or other Person has notified the Seller in writing that the Seller has breached or violated any Law, certification, representation, clause, provision or requirement pertaining to any such Government Contract in any material respect, (iv) the Seller has not received any written notice of termination for convenience, notice of termination for default, cure notice or show cause notice pertaining to any such Government Contract, (v) as of the date of this Agreement, other than in the ordinary course of business, no cost incurred by the Seller pertaining to any such Government Contract has been questioned or challenged, is the subject of any audit or investigation or has been disallowed by any Governmental Entity and (vi) as of the date of this Agreement, no payments due to the Seller pertaining to any such Government Contracts have been withheld or set off, nor has any written claim been made to withhold or set off money, and the Seller is entitled to all payments received to date with respect thereto.
Government Contract Compliance. The Company’s Policy on “Business Ethics and Conduct in Contracting with the United States Government” calls for compliance with the letter and spirit of government contracting laws and regulations. In the event of a material violation of government contracting laws or regulations directly attributable to the Participant’s actions or omissions, the Committee reserves the right to revoke any outstanding Award.
Government Contract Compliance. 77 7.11. Maintenance of Property. . . . . . . . . . . . . . . . . . . . . 77 7.12. Condemnation . . . . . . . . . . . . . . . . . . . . . . . . . . 77 7.13. Future Liens on Real Property. . . . . . . . . . . . . . . . . . 78 ARTICLE VIII NEGATIVE COVENANTS
