Governmental Grants definition

Governmental Grants and “Institution”, respectively) was used in the development of any Intellectual Property owned or purported to be owned or, to the Knowledge of the Company, used or licensed by any of the Target Companies. Except as set forth in Schedule 4.14(f)(ii), to the Knowledge of the Company, no founder, employee, consultant or independent contractor of any of the Target Companies who was involved in, or who contributed to, the creation or development of any Company IP, was under restrictions resulting from his/her relations with any third party, including any Institution that resulted or may result in imposing any restrictions or obligations on any of the Target Companies or use of such Company IP or of any Institution having an ownership interest in any Company IP. The Target Companies are in compliance with all laws, regulations, rules, guidelines, contracts and undertakings in connection with all Governmental Grants that the any of Target Companies applied for or received.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Governmental Grants has the meaning specified in Section 3.10(g) hereof.

Governmental Grants means any and all funds received or receivable by or on behalf of the Company, its Subsidiaries or the Green Aluminum Smelter Project or any of their respective Affiliates from any federal, state or local government to support the development of the Green Aluminum Smelter Project. Governmental Grants will be deemed receivable when the Company has determined, in its reasonable discretion, that all conditions to payment of such Governmental Grant have been or will be satisfied.

Examples of Governmental Grants in a sentence

• No event has occurred, and no circumstance or condition exists, that could reasonably be expected to give rise to or serve as the basis for (i) the annulment, revocation, withdrawal, suspension, cancellation, recapture or modification of any Governmental Grants, (ii) the imposition of any material limitation on any Governmental Grant or (iii) a requirement that the Company return or refund any benefits provided under any Governmental Grant.

• There are no pending applications for Governmental Grants by any Group Company.

• Each Acquired Company is in compliance, in all material respects, with the terms, conditions, requirements and criteria of all Governmental Grants.

• Section 3.20 of the Company Disclosure Schedule identifies each Governmental Grant that has been or is provided to any Acquired Company and details of all material undertakings associated with such Governmental Grants.

• The Company has duly fulfilled in all material respects all conditions, undertakings and other obligations relating to the Governmental Grants.

• Section 4.27 of the Disclosure Schedule sets forth: (i) the aggregate amount of each payment or transfer made on account of each Governmental Grant; and (ii) the aggregate outstanding monetary obligations of the Company and its Subsidiaries under each Governmental Grant with respect to royalties or other payments and (iii) the Owned Intellectual Property developed with the support of the Governmental Grants.

• In each application submitted by or on behalf of the Company in connection with any Governmental Grants, the Company has disclosed all information required by such application in a materially accurate and complete manner.

• The Company and its Subsidiaries are in compliance, in all material respects, with the terms, conditions, requirements and criteria of all Governmental Grants (including any reporting requirements) and has duly fulfilled all conditions, undertakings and other material obligations relating thereto.

• No claim or challenge have been made by any Governmental Authority with respect to the entitlement of the Company and its Subsidiaries to any Governmental Grant or the compliance with the terms, conditions, obligations or laws relating to the Governmental Grants.

• As of the date hereof, there are no pending applications for Governmental Grants by any Group Company.

More Definitions of Governmental Grants

Governmental Grants means any grant, incentive, subsidy, award, cost sharing arrangement or reimbursement arrangement provided or made available by or on behalf of or under the authority or funding of any Governmental Authority, including, without limitation, the Israel Innovation Authority (formally known as the Office of the Chief Scientist of the Ministry of Economy).

Governmental Grants means any grant, funding, incentive, subsidy, loan, award, participation, exemption, status, cost sharing arrangement, reimbursement arrangement or other benefit (Tax or otherwise), relief, support or privilege (including approval to participate in a program or framework without receiving financial support), including any application therefor, whether pending, approved, provided or made available by or on behalf of or under the authority of any bi-national, multi-national, regional or similar program, framework or foundation, the European Union, the SEPI, or any other Governmental Authority.

Governmental Grants means the governmental grants from the National Institute of Health and National Institute on Drug Abuse as set forth in Annex 4.