Common use of NOTIFICATION OF STATUS CHANGES Clause in Contracts

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx agrees to provide prompt notification to Xxxxx’s Authorized Representative of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. investigation, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. ‌ A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order included in Corporate Form C- 832, “Supplier Profile – Responsibility and Capability Questionnaire”, available on Buyer’s OASIS website, remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative PCO revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx B. Seller agrees to provide prompt notification to XxxxxBuyer’s Authorized Representative PCO of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. investigationregulations, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of SellerXxxxxx’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. ‌ A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order included in Corporate Form C-833, “Subcontractor Annual Compliance Certification”, and Corporate Form C-832, “Supplier Profile – Responsibility and Capability Questionnaire”, both available on Buyer’s OASIS website, remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative Buyer revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder)regulations, initiation or existence of a U.S.G. investigation, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of SellerXxxxxx’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. ‌ A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative revised representations and certifications prior to taking any action indicating acceptance Acceptance as stated on the face of this the Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign the sanctions laws and regulationsregulations of the United States or any jurisdiction where Seller conducts activities under this Order, expiration acquisition of a majority interest in Seller by a party designated under the sanctions laws of the United States or cancellation any jurisdiction where Seller conducts activities under this Order, acquisition of ITAR registrationa majority interest in Seller by a party in a country subject to U.S. economic sanctions or arms embargo, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. governmental investigation, change in Seller’s name or legal form, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. C. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions". F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable provided by Seller continue to this Order remain validvalid and unchanged. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Purchasing Representative revised representations and certifications prior to taking any action indicating acceptance Acceptance as stated on the face of this the Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign the sanctions laws and regulationsregulations of the United States or any jurisdiction where Seller conducts activities under this Order, expiration acquisition of a majority interest in Seller by a party designated under the sanctions laws of the United States or cancellation any jurisdiction where Seller conducts activities under this Order, acquisition of ITAR registrationa majority interest in Seller by a party in a country subject to U.S. economic sanctions or arms embargo, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. governmental investigation, change in Seller’s name or legal form, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. C. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative PCO revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx agrees to provide prompt notification to Xxxxx’s Authorized Representative PCO of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. investigation, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of SellerXxxxxx’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptanceacceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order included in Corporate Form C- 832, “Supplier Profile – Responsibility and Capability Questionnaire”, available on Buyer’s OASIS website, remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative Buyer revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. investigationregulations, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx D. Seller shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of SellerXxxxxx’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx agrees to provide prompt notification to Xxxxx’s Authorized Representative of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. investigation, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(ssubcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order included in Corporate Form C- 833, “Subcontractor Annual Compliance Certification”, and Corporate Form C-832, “Supplier Profile – Responsibility and Capability Questionnaire”, both available on Buyer’s OASIS website, remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative Buyer revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder)regulations, initiation or existence of a U.S.G. investigation, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of SellerXxxxxx’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, t representations and certifications applicable to this Order a p p l i c a b l e t o t h i s O r d e r remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Purchasing Representative revised representations and certifications prior to taking any action indicating acceptance Acceptance as stated on the face of this the Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign the sanctions laws and regulationsregulations of the United States or any jurisdiction where Seller conducts activities under this Order, expiration acquisition of a majority interest in Seller by a party designated under the sanctions laws of the United States or cancellation any jurisdiction where Seller conducts activities under this Order, acquisition of ITAR registrationa majority interest in Seller by a party in a country subject to U.S. economic sanctions or arms embargo, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. governmental investigation, change in Seller’s name or legal form, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. C. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order."

NOTIFICATION OF STATUS CHANGES. ‌ A. By accepting this Order, Seller certifies that all Seller qualification and business information, t representations and certifications applicable to this Order a p p lic a b le t o th i s O r d e r remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative revised representations and certifications prior to taking any action indicating acceptance Acceptance as stated on the face of this the Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign the sanctions laws and regulationsregulations of the United States or any jurisdiction where Seller conducts activities under this Order, expiration acquisition of a majority interest in Seller by a party designated under the sanctions laws of the United States or cancellation any jurisdiction where Seller conducts activities under this Order, acquisition of ITAR registrationa majority interest in Seller by a party in a country subject to U.S. economic sanctions or arms embargo, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. governmental investigation, change in Seller’s name or legal form, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. C. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order."

NOTIFICATION OF STATUS CHANGES. ‌ A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order included in Corporate Form C- 832, “Supplier Profile – Responsibility and Capability Questionnaire”, available on Buyer’s OASIS website, remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative Buyer revised representations and certifications prior to taking any action indicating acceptance as stated on the face of this Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign sanctions laws and regulations, expiration or cancellation of ITAR registration, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. investigationregulations, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of SellerXxxxxx’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. ‌ A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable provided by Seller continue to this Order remain validvalid and unchanged. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Representative revised representations and certifications prior to taking any action indicating acceptance Acceptance as stated on the face of this the Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign the sanctions laws and regulationsregulations of the United States or any jurisdiction where Seller conducts activities under this Order, expiration acquisition of a majority interest in Seller by a party designated under the sanctions laws of the United States or cancellation any jurisdiction where Seller conducts activities under this Order, acquisition of ITAR registrationa majority interest in Seller by a party in a country subject to U.S. economic sanctions or arms embargo, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. governmental investigation, change in Seller’s name or legal form, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. C. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions. F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.

NOTIFICATION OF STATUS CHANGES. A. By accepting this Order, Seller certifies that all Seller qualification and business information, representations and certifications applicable to this Order remain valid. If Seller’s status under any of the applicable representations and certifications has changed, Seller must complete and submit to Xxxxx’s Authorized Purchasing Representative revised representations and certifications prior to taking any action indicating acceptance Acceptance as stated on the face of this the Order. X. Xxxxxx B. Seller agrees to provide prompt notification to Xxxxx’s Authorized Representative Buyer of any event or change in circumstances that could affect Seller’s performance under this Order such as ineligibility to contract with U.S.G., debarment, assignment of consent agreement, designation under U.S. or foreign the sanctions laws and regulationsregulations of the United States or any jurisdiction where Seller conducts activities under this Order, expiration acquisition of a majority interest in Seller by a party designated under the sanctions laws of the United States or cancellation any jurisdiction where Seller conducts activities under this Order, acquisition of ITAR registrationa majority interest in Seller by a party in a country subject to U.S. economic sanctions or arms embargo, potential violation of Export and Sanctions Laws and Regulations (or authorizations issued thereunder), initiation or existence of a U.S.G. governmental investigation, change in Seller’s name or legal form, change in place of performance, decrease in manufacturing capacity, diminishing manufacturing sources or material shortages, increase in production requirements, labor reductions, financial or organizational conflicts of interest, and significant financial conditions requiring any of the preceding changes. X. Xxxxxxx that have provided anti-corruption compliance due diligence information (e.g., related to Seller’s ownership and personnel, subsidiaries and third parties, including but not limited to Buyer’s due diligence questionnaire, and related certifications) to a Buyer representative or through Buyer’s Global Trust website shall provide Buyer with prompt notification and details of any changes to its owners, officers, directors or other information contained in such due diligence materials, and agrees to promptly cooperate with Buyer and provide additional information reasonably requested related to such changed information. In the event of a material change to the owners, offices, directors or other information contained in the due diligence material supplied to Buyer, Buyer reserves the right to suspend performance under this Order by providing written notice to Seller in order for Buyer to conduct anti-corruption due diligence upon such changed circumstances. X. Xxxxxx shall notify Buyer of any proposed change in Control within thirty (30) days prior to such event. The notice shall describe in reasonable detail the proposed transaction structure and any proposed changes to management, operations, domicile, key locations, the board of directors and/or ownership (along with a commitment to cooperate with Buyer and provide additional information reasonably requested related to such proposed change in Control). Seller shall not effect a change in Control without prior, written consent from Buyer, such consent not to be unreasonably withheld. For purposes of this Order, “Control” means the power, directly or indirectly, to (a) vote more than fifty percent of the securities that have ordinary voting power for the election of Seller’s directors; or (b) direct, or cause the direction of, the management and policies of Seller whether by voting power, contract, or otherwise. If a Person or Entity obtains “Control” by acquiring more than fifty percent of the securities that have ordinary voting power for the election of Xxxxxx’s directors, that acquisition may be accomplished by one or multiple transfers. For purposes of this Order, “Person or Entity” means a natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, or other organization, whether or not a legal entity, and a government or agency or political subdivision of that entity. E. C. Seller shall provide written notification to Buyer prior to making any changes to Seller’s tooling, facilities, materials, or processes, and/or shall provide written notification to Buyer upon becoming aware of any such changes by Seller’s Subcontractors at any tier, that could affect Seller’s performance under this Order. This requirement includes changes to fabrication, assembly, handling, inspection, Acceptance, testing, manufacturing location, parts, materials, or suppliers. Seller shall notify Buyer of any pending or contemplated future action to discontinue Products purchased pursuant to this Order and shall allow Buyer to submit a forecast of expected annual usage prior to Seller finalizing its decision to discontinue the Products. Seller shall provide Buyer with a “Last Time Buy Notice” at least twelve (12) months prior to the actual discontinuance. Seller shall extend opportunities to Buyer to place last time buys of such Products with deliveries not to exceed one hundred eighty (180) days after the last time buy date. Seller shall flow down to Subcontractor(s) the requirements of this Clause and all other applicable flow down provisions". F. Failure to provide the notice under this clause shall be deemed a material breach of this Order.