Common use of Work in Process Clause in Contracts

Work in Process. Except as set forth on Schedule 2.19.5, (i) all work-in-process and Contractual Obligations of the Companies currently underway (“Work-In-Process”) constitute work performed pursuant to fully executed written Contractual Obligations, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Business; (ii) none of the Companies or any customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation thereunder, and no valid grounds exist for any setoff of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written Contractual Obligations, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Business; and (v) all Work-In-Process could be completed in compliance with the Contractual Obligations to which each such Work-In-Process relates if managed in the Ordinary Course of Business (and in compliance with industry standards) without being performed at or resulting in a loss to the Companies. None of the Companies have any oral agreements for Work-In-Process or Contractual Obligations underway except as set forth on Section 2.19.5.

Work in Process. Except as set forth on disclosed in Schedule 2.19.53.7, (i) all work-in-process and Contractual Obligations of the Companies currently contracts underway (“"Work-In-Process”") constitute work performed pursuant to fully executed written Contractual Obligations, contracts or sales or purchase orders taken in the Ordinary Course ordinary course of Business or orders and change orders issued within the terms business, from customers of the relationship pursuant Company with no recent history of credit problems with respect to which such Work-In-Process is being conducted or in the Ordinary Course of BusinessCompany; (ii) none of the Companies or neither Company nor any such customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation thereunderto the other, and no valid grounds exist for any setoff set- off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-In- Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of BusinessClosing; (iv) all Work-In-Process is being conducted pursuant to fully executed written Contractual Obligationscontracts, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Businessconducted; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent Financials, shall be updated to include the schedules supporting the Disclosure Schedule) could be completed in compliance with the Contractual Obligations contracts to which each such Work-In-Process relates if managed in consistently with the Ordinary Course past practices of Business the Company (and in compliance with industry standardsstandards and good practices) without being performed at or resulting having a material adverse affect, in a loss to the Companies. None aggregate when complete, the profitability of the Companies have any oral agreements for Work-In-Process or Contractual Obligations underway except as set forth on Section 2.19.5Company.

Work in Process. Except as set forth on Section 4.18(c) of the Disclosure Schedule 2.19.5or as set forth in this Section 4.18(c), (i) all work-in-process and Contractual Obligations of the Companies currently contracts underway (“Work-In-Process”) constitute work performed pursuant to fully executed written Contractual Obligations, contracts or sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Business; , (ii) none of neither the Acquired Companies or nor any such customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation thereunderto the other, and no valid grounds exist for any setoff set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written Contractual Obligationscontracts, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in except for the Ordinary Course of BusinessOral Agreements; and (v) all Work-In-Process (which as of the date hereof reflects Work-In-Process as of the date of the Interim Financial Statements) could be completed in compliance with the Contractual Obligations contracts to which each such Work-In-Process relates if managed consistently with the past practices (during the past 12 months) of the Acquired Companies (and in compliance with construction industry standards and good construction practices) without, to Sellers’ Knowledge, resulting in a Material Adverse Effect. With respect to any oral agreements set forth on Section 4.18(c) of the Disclosure Schedule (“Oral Agreements”): (A) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the Ordinary Course of Business Business, from regular customers of the Acquired Companies; (B) neither the Acquired Companies nor any such customer has been declared to be in default or is in breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (C) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; (D) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (E) all Work-In-Process pursuant to Oral Agreements set forth in the Disclosure Schedule (which as of the date hereof reflects Work-In-Process as of the date of the Interim Financial Statements) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Acquired Companies (and in compliance with industry standardsstandards and good practices) without being performed at or without, to Sellers’ Knowledge, resulting in a loss to the Companies. None of the Companies have any oral agreements for Work-In-Process or Contractual Obligations underway except as set forth on Section 2.19.5Material Adverse Effect.

Work in Process. Except as set forth on Section 4.18(c) of the Disclosure Schedule 2.19.5or as set forth in this Section 4.18(c), (i) all work-in-process and Contractual Obligations of the Companies currently Contracts underway (“Work-In-Process”) constitute work performed pursuant to fully executed written Contractual Obligations, Contracts or sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Business; , (ii) none of neither the Companies or Company nor any such customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation thereunderto the other, and no valid grounds exist for any setoff set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written Contractual ObligationsContracts, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in except for the Ordinary Course of BusinessOral Agreements; and (v) all Work-In-Process (which as of the date hereof reflects Work-In-Process as of the date of the Interim Financial Statements) could be completed in compliance with the Contractual Obligations Contracts to which each such Work-In-Process relates if managed consistently with the past practices (during the past 12 months) of the Company (and in compliance with construction industry standards and good construction practices) without, to the Knowledge of the Company, resulting in a Material Adverse Effect. With respect to any oral agreements set forth on Section 4.18(c) of the Disclosure Schedule (“Oral Agreements”): (A) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the Ordinary Course of Business Business, from regular customers of the Company; (B) neither the Company nor any such customer has been declared to be in default or is in breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (C) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; (D) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (E) all Work-In-Process pursuant to Oral Agreements set forth in the Disclosure Schedule (which as of the date hereof reflects Work-In-Process as of the date of the Interim Financial Statements) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standardsstandards and good practices) without being performed at or without, to the Knowledge of the Company, resulting in a loss to the Companies. None of the Companies have any oral agreements for Work-In-Process or Contractual Obligations underway except as set forth on Section 2.19.5Material Adverse Effect.

Work in Process. Except as disclosed in Schedule 3.7 or as set forth on Schedule 2.19.5in this Section 3.7, (i) all work-in-process and Contractual Obligations of the Companies currently contracts underway (“"Work-In-Process”") constitute work performed pursuant to fully executed written Contractual Obligations, contracts or sales or purchase orders taken in the Ordinary Course ordinary course of Business or orders and change orders issued within the terms business, from regular customers of the relationship pursuant Company with no recent history of credit problems with respect to which such Work-In-Process is being conducted or in the Ordinary Course of BusinessCompany; (ii) none of the Companies or neither Company nor any such customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation thereunderto the other, and no valid grounds exist for any setoff set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of BusinessClosing; (iv) all Work-In-Process is being conducted pursuant to fully executed written Contractual Obligationscontracts, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Businessconducted; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the Contractual Obligations contracts to which each such Work-In-Process relates if managed in consistently with the Ordinary Course past practices of Business the Company (and in compliance with industry standardsstandards and good practices) without being performed at or resulting adversely effecting, in a loss to the Companies. None aggregate when complete, the profitability of the Companies have Company. With respect to any oral agreements for identified on Schedule 3.7 ("Oral Agreements"): (i) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or Contractual Obligations underway except as oral sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements set forth on Section 2.19.5Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability of the Company.

Work in Process. Except as set forth on Schedule 2.19.5disclosed in SCHEDULE 3.7, (i) all work-in-process and Contractual Obligations of the Companies currently contracts underway (“Work"WORK-InIN-Process”PROCESS") constitute work performed pursuant to fully executed written Contractual Obligations, contracts or sales or purchase orders taken in the Ordinary Course ordinary course of Business or orders and change orders issued within the terms business, from customers of the relationship pursuant Company with no recent history of credit problems with respect to which such Work-In-Process is being conducted or in the Ordinary Course of BusinessCompany; (ii) none of the Companies or neither Company nor any such customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation thereunderto the other, and no valid grounds exist for any setoff set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of BusinessClosing; (iv) all Work-In-Process is being conducted pursuant to fully executed written Contractual Obligationscontracts, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Businessconducted; and (v) all Work-In-Process set forth on SCHEDULE 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent Financials, shall be updated to include the schedules supporting the Disclosure Schedule) could be completed in compliance with the Contractual Obligations contracts to which each such Work-In-Process relates if managed in consistently with the Ordinary Course past practices of Business the Company (and in compliance with industry standardsstandards and good practices) without being performed at or resulting having a material adverse affect, in a loss to the Companies. None aggregate when complete, the profitability of the Companies have any oral agreements for Work-In-Process or Contractual Obligations underway except as set forth on Section 2.19.5Company.

Work in Process. Except as set forth on Schedule 2.19.52.19 (including for each disclosure, reference to the applicable subsection of this Section 2.19), (ia) all work-in-process and Contractual Obligations of the Companies Company currently underway (“Work-In-Process”) constitute constitutes work performed pursuant to fully executed written Contractual Obligations, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued and approved by the applicable customer within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in (collectively, the Ordinary Course of Business; “WIP Authorizations”), (iib) to Seller and Seller Owner’s Knowledge, none of the Companies or Company, any customer or of the Company nor any other party thereto to Contractual Obligations or the WIP Authorizations has been declared to be in material default or is in material breach of the terms of any obligation thereunder, and no valid grounds exist for any setoff of any material amounts billable to such customers on the completion of orders to which Work-In-Process relates; , (iiic) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; , (ivd) all Work-In-Process is being conducted pursuant to fully executed written Contractual Obligations, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Business; and (ve) all Work-In-Process could be completed in compliance with the Contractual Obligations or WIP Authorizations to which each such Work-In-Process relates if managed in the Ordinary Course of Business (and in compliance with industry standards) without being performed at or resulting in a loss to the CompaniesBusiness. None of the Companies The Company does not have any oral agreements for Work-In-Process or Contractual Obligations underway except as set forth on Section 2.19.5underway.

Work in Process. Except as set forth on Section 4.18(c) of the Disclosure Schedule 2.19.5or as set forth in this Section 4.18(c), (i) all work-in-process and Contractual Obligations of the Companies currently contracts underway (“Work-In-Process”) constitute work performed pursuant to fully executed written Contractual Obligations, contracts or sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of Business; , (ii) none of neither the Acquired Companies or nor any such customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation thereunderto the other, and no valid grounds exist for any setoff set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written Contractual Obligationscontracts, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted or in except for the Ordinary Course of BusinessOral Agreements; and (v) all Work-In-Process (which as of the date hereof reflects Work-In-Process as of the date of the Interim Financial Statements) could be completed in compliance with the Contractual Obligations contracts to which each such Work-In-Process relates if managed consistently with the past practices (during the past 12 months) of the Acquired Companies (and in compliance with construction industry standards and good construction practices) without, to the best of Sellers’ Knowledge, resulting in a Material Adverse Effect. With respect to any oral agreements set forth on Section 4.18(c) of the Disclosure Schedule (“Oral Agreements”): (i) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the Ordinary Course of Business Business, from regular customers of the Acquired Companies; (ii) neither the Acquired Companies nor any such customer has been declared to be in default or is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements set forth in the Disclosure Schedule (which as of the date hereof reflects Work-In-Process as of the date of the Interim Financial Statements) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Acquired Companies (and in compliance with industry standardsstandards and good practices) without being performed at or without, to the best of Sellers’ Knowledge, resulting in a loss to the Companies. None of the Companies have any oral agreements for Work-In-Process or Contractual Obligations underway except as set forth on Section 2.19.5Material Adverse Effect.