Common use of Import and Export Control Laws Clause in Contracts

Import and Export Control Laws. (a) A2iA and its Subsidiaries have for the past three (3) years conducted their import and export transactions in accordance in all material respects with all applicable provisions of French export and re-export controls and all other applicable import/export controls in other countries with which A2iA and its Subsidiaries do business. Without limiting the foregoing: (i) A2iA and its Subsidiaries have obtained (if applicable) all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations and filings with any Government Authority necessary to conduct their businesses and required for (A) the export, import and re-export of products, services, Software and technologies and (B) releases of technologies and Software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”); (ii) A2iA and its Subsidiaries are in compliance in all material respects with the terms of all applicable Export Approvals; (iii) there are no pending or, to the Sellers’ Knowledge, threatened, claims against A2iA or any of its Subsidiaries with respect to such Export Approvals; (iv) there are no actions, conditions or circumstances pertaining to A2iA or any of its Subsidiaries’ export transactions that would reasonably be expected to give rise to any future claims; (v) neither A2iA nor any of its Subsidiaries, nor any of their respective Affiliates, has made any voluntary disclosures to, or has been subject to any fines, penalties or sanctions from, any Government Authority regarding any past import or export control violations; and (vi) no Export Approvals with respect to the transactions contemplated hereby are required. (b) Neither A2iA nor any of its Subsidiaries, nor, to the Sellers’ Knowledge, any of their Affiliates, is a party to any Contract or bid with, or has conducted business with (directly or, to the Sellers’ Knowledge, indirectly), any Person located in, or to the Sellers’ Knowledge, otherwise has any operations in, or sales to, Cuba, Iran, Iraq, North Korea, Libya, Belarus, Democratic Republic of Congo, the Republic of Crimea, Somalia, Zimbabwe, Syria or Sudan. During the past five (5) years, neither A2iA nor any of its Subsidiaries has received written notice to the effect that a Government Authority claimed or alleged that A2iA or any of its Subsidiaries was not in compliance in all material respects with any Applicable Laws relating to the export of goods and services to any foreign jurisdiction against which the United States or the United Nations maintains sanctions or export controls, including applicable regulations of the United States Department of Commerce and the United States Department of State.

Import and Export Control Laws. (a) A2iA NextNet and each of its Subsidiaries have for has at all times since the past three (3) years Seller Acquisition Date, and to Seller's Knowledge with respect to the period prior to the Seller Acquisition Date, as to which the applicable statute of limitations has not yet expired, conducted their its import and export transactions materially in accordance in all material respects with (x) all applicable provisions of French U.S. import, export and re-export controls controls, including the United States Export Administration Act and Regulations and Foreign Assets Control Regulations and (y) all other applicable import/export controls in other countries with in which A2iA NextNet and its Subsidiaries do conducts business. Without limiting the foregoing: : (ia) A2iA NextNet and each of its Subsidiaries have obtained (if applicable) has obtained, and is in material compliance with, all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations declarations, classifications and filings with any Government Governmental Authority necessary to conduct their businesses and required for (Ai) the export, import export and re-export of products, services, Software software and technologies and (Bii) releases of technologies and Software software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”"EXPORT APPROVALS"); ; (ii) A2iA and its Subsidiaries are in compliance in all material respects with the terms of all applicable Export Approvals; (iiib) there are no pending or, to the Sellers’ KnowledgeKnowledge of Seller, threatened, threatened claims against A2iA NextNet or any of its Subsidiaries with respect to such Export Approvals; ; (ivc) there no Export Approvals for the transfer of export licenses to Purchaser are no actionsrequired, conditions or circumstances pertaining to A2iA such Export Approvals can be obtained in a reasonably timely manner without material cost; (d) except as set forth in Schedule 3.27(d), none of NextNet, its Subsidiaries or any of its Subsidiaries’ export transactions that would reasonably be expected to give rise to any future claims; (v) neither A2iA nor any of its Subsidiaries, nor any of their respective Affiliates, has made any voluntary disclosures to, or has been subject to any fines, penalties or sanctions from, any Government Authority regarding any past import or export control violations; and (vi) no Export Approvals with respect to the transactions contemplated hereby are required. (b) Neither A2iA nor any of its Subsidiaries, nor, to the Sellers’ Knowledge, any of their Affiliates, Affiliates is a party to any Contract contract or bid with, or has conducted business with (directly or, to the Sellers’ KnowledgeKnowledge of Seller, indirectly), any Person a Third Party located in, or to the Sellers’ Knowledge, otherwise has any operations in, or sales to, Cuba, Iran, Iraq, North Korea, Libya, Belarus, Democratic Republic of Congo, the Republic of Crimea, Somalia, Zimbabwe, Syria or Sudan. During ; (e) since the past five (5) yearsSeller Acquisition Date, and to Seller's Knowledge with respect to the period prior to the Seller Acquisition Date, neither A2iA NextNet nor any of its Subsidiaries has received written notice to the effect that a Government Governmental Authority claimed or alleged that A2iA NextNet or any of its Subsidiaries was not in compliance in all a material respects respect with any Applicable applicable Laws relating to the export of goods and services to any foreign jurisdiction against which the United States or the United Nations maintains sanctions or export controls, including applicable regulations of the United States Department of Commerce and the United States Department of State; and (f) since the Seller Acquisition Date, and to Seller's Knowledge with respect to the period prior to the Seller Acquisition Date, none of NextNet, its Subsidiaries or any of their respective Affiliates has made any voluntary disclosures to, or has been subject to any fines, penalties or sanctions from, any Governmental Authority regarding any past import or export control violations.

Import and Export Control Laws. (a) A2iA and its Subsidiaries have for The Acquired Companies have, at all times as to which the past three (3) years applicable statute of limitations has not yet expired, conducted their import and export transactions in accordance in all material respects with all applicable provisions of French export Customs and re-export controls International Trade Laws, and all other applicable import/export controls in of other countries with which A2iA and its Subsidiaries the Acquired Companies do business. Without limiting the foregoing: (ia) A2iA the Acquired Companies have obtained, and its Subsidiaries have obtained (if applicable) are in compliance with, all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations declarations, classifications and filings with any Government Authority necessary to conduct their businesses and Governmental Body required for (Ai) the export, import export and re-export of products, services, Software and technologies and (Bii) releases of technologies and Software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”); (ii) A2iA and its Subsidiaries are in compliance in all material respects with the terms of all applicable Export Approvals; (iiib) there are no pending or, to the Sellers’ KnowledgeKnowledge of the Acquired Companies, threatened, investigations or threatened claims against A2iA or any of its Subsidiaries Acquired Company with respect to such Export Approvals; (ivc) there are no actionsto the Knowledge of the Acquired Companies, conditions or circumstances pertaining to A2iA or any of its Subsidiaries’ export transactions that would reasonably be expected to give rise to any future claims; (v) neither A2iA nor any of its Subsidiaries, nor any of their respective Affiliates, has made any voluntary disclosures to, or has been subject to any fines, penalties or sanctions from, any Government Authority regarding any past import or export control violations; and (vi) no Export Approvals with respect to the transactions contemplated hereby Contemplated Transactions are required. ; (bd) Neither A2iA nor any none of its Subsidiariesthe Acquired Companies, and no manager, director or officer thereof, nor, to the Sellers’ KnowledgeKnowledge of the Acquired Companies, any employee, agent, or Affiliate of the Acquired Companies is a Sanctioned Person; (e) neither the Acquired Companies nor to the Knowledge of the Acquired Companies any of their Affiliates, Affiliates is a party to any Contract or bid with, or has conducted business with (directly or, to the Sellers’ KnowledgeKnowledge of the Acquired Companies, indirectly), any Sanctioned Person located inin violation of Law; or has pending or, or to the Sellers’ KnowledgeKnowledge of the Acquired Companies, otherwise has any operations inthreatened claims against it with respect to alleged violations of Sanctions; (f) since January 1, or sales to2014, Cuba, Iran, Iraq, North Korea, Libya, Belarus, Democratic Republic of Congo, the Republic of Crimea, Somalia, Zimbabwe, Syria or Sudan. During the past five (5) years, neither A2iA nor any of its Subsidiaries no Acquired Company has received written notice to the effect that a Government Authority Governmental Body claimed or alleged that A2iA or any of its Subsidiaries Acquired Company was not in compliance in all material respects with any Applicable Laws relating to the export of goods and services to any foreign jurisdiction against which the United States or the United Nations maintains sanctions Sanctions or export controls, including applicable regulations of the United States Department of Commerce and the United States Department of State; and (g) since January 1, 2014, neither the Acquired Companies nor any of their Affiliates has made any voluntary disclosures to, or has been subject to any fines, penalties, or Sanctions from, any Governmental Body regarding any past import or export control violations.

Import and Export Control Laws. (a) A2iA Since December 31, 2012, Parent and each of its Subsidiaries have for the past three (3) years has conducted their its import and export transactions in accordance in all material respects with (i) all applicable provisions of French U.S. import, export and re-export controls and all applicable sanction and trade restrictions, including the United States Export Administration Act and Regulations and Foreign Assets Control Regulations, (ii) all other applicable import/export controls in other countries with in which A2iA Parent and its Subsidiaries do regularly conduct business, and (iii) the foreign exchange regulations of any jurisdiction in which Parent and its Subsidiaries regularly conduct business or to which Parent or any of its Subsidiaries is subject (“Parent Import and Export Control Laws”). Without limiting the foregoing: : (ia) A2iA since December 31, 2012, Parent and each of its Subsidiaries have obtained (if applicable) all export has obtained, and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations and filings with any Government Authority necessary to conduct their businesses and required for (A) the export, import and re-export of products, services, Software and technologies and (B) releases of technologies and Software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”); (ii) A2iA and its Subsidiaries are is in compliance in all material respects with the terms of with, all applicable Export Approvals; ; (iiib) there are no pending or, to the Sellers’ KnowledgeKnowledge of Parent, threatened, threatened claims against A2iA Parent or any of its Subsidiaries with respect to such Export Approvals; Approvals and Parent Import and Export Control Laws; (ivc) there no Export Approvals for the transfer of export licenses to Parent or the First Step Surviving Corporation are no actionsrequired; (d) none of Parent, conditions its Subsidiaries or circumstances pertaining to A2iA or any of its Subsidiaries’ export transactions that would reasonably be expected to give rise to any future claims; (v) neither A2iA nor any of its Subsidiaries, nor any of their respective Affiliates, has made any voluntary disclosures to, or has been subject to any fines, penalties or sanctions from, any Government Authority regarding any past import or export control violations; and (vi) no Export Approvals with respect to the transactions contemplated hereby are required. (b) Neither A2iA nor any of its Subsidiaries, nor, to the Sellers’ Knowledge, any of their Affiliates, Affiliates is a party to any Contract contract or bid with, or or, since June 30, 2012, has conducted business in violation of applicable Law with (directly or, to the Sellers’ KnowledgeKnowledge of Parent, indirectly), any a Person located in, or to the Sellers’ Knowledge, that otherwise has any operations in, or sales to, Cuba, Iran, Iraq, North Korea, Libya, Belarus, Democratic Republic of Congo, the Republic of Crimea, Somalia, ZimbabweSudan, Syria or Sudan. During the past five North Korea; (5e) yearssince December 31, 2012, neither A2iA Parent nor any of its Subsidiaries has received written notice to the effect that a Government Governmental Authority claimed or alleged that A2iA Parent or any of its Subsidiaries was not in compliance in all any material respects respect with any Applicable applicable Laws relating to the export of goods and services to any foreign jurisdiction against which the United States or the United Nations maintains sanctions or export controls, including applicable regulations of the United States Department of Commerce and the United States Department of State; (f) since December 31, 2012, none of Parent, its Subsidiaries or any of their respective Affiliates has made any voluntary disclosures to, or has been subject to any fines, penalties or sanctions from, any Governmental Authority regarding any past import or export control violations; and (g) Parent has established reasonable internal controls and procedures intended to ensure compliance with the Parent Import and Export Control Laws, and has made available to Parent copies of any such written controls and procedures.