Common use of Multiple Award Schedules Clause in Contracts

Multiple Award Schedules. (i) With respect to each active multiple award schedule Government Contract as of the Effective Date, to the Knowledge of the Companies, the Companies have (1) provided to the U.S. Government all information required by the applicable solicitation or otherwise requested by the Government; (2) submitted information that was current, accurate, and complete within the meaning of applicable law and regulation; and (3) made all required disclosures of any changes in the Companies’ respective commercial pricelist(s), discounts or discounting policies prior to the completion of negotiations with the U.S. Government. (ii) With respect to each active multiple award schedule Government Contract as of the Effective Date, Schedule 3.18(m) of the Disclosure Schedules identifies the basis of award, customer (or category of customer(s) (“COC”)) and the Government’s price or discount relationship to the identified COC as agreed to by GSA and the Companies, or either of them, at time of award of such multiple award schedule Government Contract. (iii) Neither of the Companies has been notified or has any reason to believe that it has not complied with the notice and pricing requirements of the Price Reduction clause in each active multiple award schedule Government Contract listed on Schedule 3.18(a) of the Disclosure Schedules, and, to the Knowledge of the Companies, there are no facts or circumstances that could reasonably be expected to result in a demand by the U.S. Government for a refund based upon either of the Companies’ failure to comply with the Price Reductions clause. (iv) To the Knowledge of the Companies, each of the Companies has filed all reports related to and paid all industrial funding fees required to be paid by the Companies under any active multiple award schedule Government Contract. (v) Neither of the Companies has received notice or otherwise has reason to believe that any active orders issued to either of the Companies pursuant to each active multiple award schedule Government Contract are within the scope of such Government Contract.

Multiple Award Schedules. (i) With respect to each active multiple award schedule Government Contract as of the Effective Date, to the Knowledge of the CompaniesContract, the Companies have (1) provided Company has correctly tracked all sales to the U.S. Government all information required by the applicable solicitation or otherwise requested by the Government; (2) submitted information that was current, accurate, and complete within the meaning of applicable law and regulation; and (3) made all required disclosures of any changes in the Companies’ respective commercial pricelist(s), discounts or discounting policies prior to the completion of negotiations with the U.S. Government. (ii) With respect to each active multiple award schedule Government Contract as of the Effective Date, Schedule 3.18(m) of the Disclosure Schedules identifies the basis of award, award customer (or category of customer(s) (“COC”)customers) and diligently and accurately ensured that it has maintained the GovernmentGovernmental Entity’s price or discount relationship to the identified COC as basis of award customer (or category of customers) agreed to by GSA General Services Administration (“GSA”) and the Companies, or either of them, Company at time of award or pricing of such Government Contract. (ii) Disclosure Schedule 4.31(m)(ii) sets forth a description of the processes that the Company has implemented to track sales to the basis of award customer (or category of customer) to assure compliance with the Price Reductions Clause in each multiple award schedule Government Contract. (iii) Neither . The Company has not submitted any Commercial Sales Practices, discounting information, or pricing data that was not current, accurate or complete in all material respects as of the Companies certification date in connection with the award or renewal of the Company’s multiple award schedule Government Contracts. The Company has been notified or has any reason to believe that it has not complied with the notice and pricing requirements of the Price Reduction clause Reductions Clause in each active multiple award schedule Government Contract listed on Schedule 3.18(a) of the Disclosure SchedulesContract, and, to the Knowledge of the Companies, and there are no facts or circumstances that could reasonably be expected to result in a demand by the U.S. Government any Governmental Entity for a refund based upon either of the Companies’ Company’s failure to comply with the Price Reductions clauseClause, or an assertion by any Government Entity of defective pricing. (iviii) To Except as set forth on Disclosure Schedule 4.31(m)(iii), the Knowledge of the Companies, each of the Companies Company has filed all reports related to to, and paid all industrial funding fees required to be paid by the Companies under it under, any active multiple award schedule Government Contract. (viv) Neither Disclosure Schedule 4.31(m)(iv) lists each pre-award and post-award audit or review conducted by GSA of the Companies has received notice or otherwise has reason to believe that any active orders issued to either of the Companies pursuant to each active Company’s multiple award schedule Government Contract are within Contracts. A complete and accurate copy of the scope report of each such Government Contractaudit has been made available by the Company to Purchaser.