Common use of Import and Export Compliance Clause in Contracts

Import and Export Compliance. a. Seller shall comply with all Laws, ordnances, rules and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation or as otherwise requested by the Buyer. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Laws, ordnances, rules and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation or as otherwise requested by the Buyer. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Lawslaws, ordnances, rules and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, Seller certifies that it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; , or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation or as otherwise requested by the Buyer. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Laws, ordnances, rules and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation or as otherwise requested by the Buyer. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx Selle r agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Laws, ordnances, rules rules, and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, . Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting promoting, or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate rebate, or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation regulation, or as otherwise requested by Xxxxx. Seller shall not export, directly or indirectly, any hardware, software, technology, information, or technical data disclosed under this AGREEMENT to any individual or country for which the BuyerU.S. Government requires an export license or other government approval, without first obtaining such license or approval. Seller further understands that Buyer is a defense contractor providing Products to the United States Government, and as such, is under certain mandatory security obligations regarding access to its facilities and technology. Due to the fact that disclosure of certain information to any individual may be deemed an export, Seller agrees that it will not assign any worker to perform Services under this AGREEMENT (including Seller) unless that person qualifies as a “U.S. person,” defined as: (i) a U.S. citizen (whether born or naturalized); (ii) U.S. nationals, including an alien lawfully admitted for permanent resident (e.g., those possessing a “green card”); or (iii) a protected individual as defined by 8 U.S.C. § 1324b(a)(3) (e.g., foreign persons such as refugees and asylees who are protected persons and considered U.S. persons for export control purposes). Seller further agrees that, should Buyer determine that the work performed under this Order will enable persons working for Seller (including Seller) to have access to unclassified information that relates to a U.S. Government classified program, or other information regulated by the National Industrial Security Program Operating Manual (‘NISPOM”), Seller will not assign any worker to perform Services under this Order (including Seller) unless such persons are citizens of the United States. In addition to the foregoing requirements, Seller will comply with the Immigration Reform and Control Act of 1986 ("IRCA") and in particular, have all of its workers fill out an I-9 form, verifying their authorization to work in the United States. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary subsidiary, or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify indemnify, and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Laws, ordnancesordinances, rules rules, and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, . Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting promoting, or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. If Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation regulation, or as otherwise requested by Buyer. Seller shall not export, directly or indirectly, any hardware, software, technology, information, or technical data disclosed under this AGREEMENT to any individual or country for which the BuyerU.S. Government requires an export license or other government approval, without first obtaining such license or approval. Due to the fact that disclosure of certain information to any individual may be deemed an export, Seller agrees that it will not assign any worker to perform Services under this AGREEMENT (including Seller) unless that person qualifies as a “U.S. person,” defined as: (i) a U.S. citizen (whether born or naturalized); (ii) U.S. nationals, including an alien lawfully admitted for permanent resident (e.g., those possessing a “green card”); or (iii) a protected individual as defined by 8 U.S.C. § 1324b(a)(3) (e.g., foreign persons such as refugees and asylees who are protected persons and considered U.S. persons for export control purposes). In addition to the foregoing requirements, Seller will comply with the Immigration Reform and Control Act of 1986 ("IRCA") and in particular, have all of its workers fill out an I-9 form, verifying their authorization to work in the United States. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, of all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify indemnify, and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary subsidiary, or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify indemnify, and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Lawslaws, ordnancesordinances, rules and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but is not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with . With respect to the Products furnished hereunder, Seller certifies that it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; , or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. If Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation or as otherwise requested by the Buyer. Seller shall flow down the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Laws, ordnances, rules and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, . Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation or as otherwise requested by the Buyer. Seller shall not export, directly or indirectly, any hardware, software, technology, information, or technical data disclosed under this AGREEMENT to any individual or country for which the U.S. Government requires an export license or other government approval, without first obtaining such license or approval. Seller further understands that Buyer is a defense contractor providing Products to the United States Government, and as such, is under certain mandatory security obligations regarding access to its facilities and technology. Due to the fact that disclosure of certain information to any individual may be deemed an export, Seller agrees that it will not assign any worker to perform services under this AGREEMENT (including the Seller) unless that person qualifies as a “U.S. person,” defined as: (i) a U.S. citizen (whether born or naturalized); (ii) U.S. nationals, including an alien lawfully admitted for permanent resident (e.g. those possessing a “green card”); or (iii) a protected individual as defined by 8 U.S.C. § 1324b(a)(3) (e.g., foreign persons such as refugees and asylees who are protected persons and considered U.S. persons for export control purposes). Seller further agrees that, should Buyer determine that the work performed under this Order will enable persons working for the Seller (including the Seller) to have access to unclassified information that relates to a U.S. Government classified program, or other information regulated by the National Industrial Security Program Operating Manual (‘NISPOM”), Seller will not assign any worker to perform services under this Order (including the Seller) unless such persons are citizens of the United States. In addition to the foregoing requirements, Seller will comply with the Immigration Reform and Control Act of 1986 ("IRCA") and in particular, have all of its workers fill out an I-9 form, verifying their authorization to work in the United States. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Laws, ordnances, rules rules, and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, . Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting promoting, or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate rebate, or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation regulation, or as otherwise requested by Buyer. Seller shall not export, directly or indirectly, any hardware, software, technology, information, or technical data disclosed under this AGREEMENT to any individual or country for which the BuyerU.S. Government requires an export license or other government approval, without first obtaining such license or approval. Seller further understands that Buyer is a defense contractor providing Products to the United States Government, and as such, is under certain mandatory security obligations regarding access to its facilities and technology. Due to the fact that disclosure of certain information to any individual may be deemed an export, Seller agrees that it will not assign any worker to perform Services under this AGREEMENT (including Seller) unless that person qualifies as a “U.S. person,” defined as: (i) a U.S. citizen (whether born or naturalized); (ii) U.S. nationals, including an alien lawfully admitted for permanent resident (e.g., those possessing a “green card”); or (iii) a protected individual as defined by 8 U.S.C. § 1324b(a)(3) (e.g., foreign persons such as refugees and asylees who are protected persons and considered U.S. persons for export control purposes). Seller further agrees that, should Buyer determine that the work performed under this Order will enable persons working for Seller (including Seller) to have access to unclassified information that relates to a U.S. Government classified program, or other information regulated by the National Industrial Security Program Operating Manual (‘NISPOM”), Seller will not assign any worker to perform Services under this Order (including Seller) unless such persons are citizens of the United States. In addition to the foregoing requirements, Seller will comply with the Immigration Reform and Control Act of 1986 ("IRCA") and in particular, have all of its workers fill out an I-9 form, verifying their authorization to work in the United States. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary subsidiary, or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify indemnify, and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.

Import and Export Compliance. a. Seller shall comply with all Laws, ordnances, rules and regulations governing the import and export of the Seller’s Product provided under this AGREEMENT and any components and raw materials used in the manufacture of the Products. This includes, but not limited to, the International Traffic-in-Arms Regulations (“ITAR”), 27 CFR 55, and the Foreign Corrupt Practices Act, with respect to the Products furnished hereunder, . Seller certifies it has not and will not pay, offer or agree to pay, for the purpose of soliciting, promoting or otherwise securing the sale of defense Products and services to or for the use of the armed forces of an international organization or non-U.S. country, any: (i) fees or commissions in excess of $1,000; or (ii) political contribution (including any gift, rebate or payment of expenses) to a non-U.S. person or entity. Seller intends to conduct work for Buyer in a foreign country, including but not limited to the use of Seller’s own facility outside of the U.S., or the use of a foreign affiliate or unrelated subcontractor, Seller shall provide advance written notification to Buyer. Seller is responsible for obtaining all import and export control licenses required by law, regulation or as otherwise requested by the Buyer. Seller shall not export, directly or indirectly, any hardware, software, technology, information, or technical data disclosed under this AGREEMENT to any individual or country for which the U.S. Government requires an export license or other government approval, without first obtaining such license or approval. Seller further understands that Buyer is a defense contractor providing Products to the United States Government, and as such, is under certain mandatory security obligations regarding access to its facilities and technology. Due to the fact that disclosure of certain information to any individual may be deemed an export, Seller agrees that it will not assign any worker to perform Services under this AGREEMENT (including the Seller) unless that person qualifies as a “U.S. person,” defined as: (i) a U.S. citizen (whether born or naturalized); (ii) U.S. nationals, including an alien lawfully admitted for permanent resident (e.g. those possessing a “green card”); or (iii) a protected individual as defined by 8 U.S.C. § 1324b(a)(3) (e.g., foreign persons such as refugees and asylees who are protected persons and considered U.S. persons for export control purposes). Seller further agrees that, should Buyer determine that the work performed under this Order will enable persons working for the Seller (including the Seller) to have access to unclassified information that relates to a U.S. Government classified program, or other information regulated by the National Industrial Security Program Operating Manual (‘NISPOM”), Seller will not assign any worker to perform Services under this Order (including the Seller) unless such persons are citizens of the United States. In addition to the foregoing requirements, Seller will comply with the Immigration Reform and Control Act of 1986 ("IRCA") and in particular, have all of its workers fill out an I-9 form, verifying their authorization to work in the United States. Seller shall flow the substance of this clause in any subcontracts. In recognition of Seller’s obligations under the U.S. export control laws, Xxxxxx agrees that if Seller at any time becomes aware of any potential violations of the U.S. export laws relating to this AGREEMENT, Seller shall immediately notify Buyer in writing. It shall be the responsibility of Seller to notify and properly mark, including jurisdiction and classification of, all Export Controlled Items provided under this AGREEMENT to Buyer. If any Export Controlled Item is received by the Buyer from the Seller and is not properly marked, the Buyer shall request from the Seller, and the Seller shall provide the Buyer with the proper jurisdiction and classification markings. Seller will defend, indemnify and hold harmless Buyer and Buyer’s affiliates, agents, and customers from any loss, damages, or costs arising from or caused in any way from the Seller’s failure to comply with any law, ordinance, rule, or regulations governing the import or export of the Products provided under this AGREEMENT and any components or raw materials used in the manufacture of the Products. b. Seller shall immediately notify Buyer in writing if it or any parent, subsidiary or affiliate: (i) is or becomes listed on any excluded or denied party list of an agency of the U.S. Government or on the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom; or (ii) if it has had its export privileges denied, suspended, or revoked in whole or in part by any U.S. Government agency. c. The Buyer may be required to obtain information concerning nationality or export status of Seller Engaged Personnel. Xxxxxx agrees to provide such information as necessary and certifies the information to be true and correct. Seller shall defend, indemnify and hold harmless Buyer for all Damages that may be imposed on or incurred by the Buyer in connection with Seller’s violations of export and import laws and regulations. For the purposes of this Article, “Damages” shall be interpreted broadly to include lawsuits, claims, fines, penalties, offsets, liabilities, judgments, losses,, costs, and profit disallowed, or expenses (including reasonable attorneys’ fees). d. In carrying out its responsibilities under this AGREEMENT, Seller will not directly or indirectly authorize, promise, offer or make any political contributions as defined in 22 CFR 130.6 or any fees or commissions as defined in 22 CFR 130.5. This Section applies only if this PO involves Defense Articles or Defense Services.