Common use of Export Control Laws Clause in Contracts

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the Company and each of its Subsidiaries has for the last five (5) years conducted its export and related transactions in compliance with (i) all applicable U.S. export, re-export, and anti-boycott controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Control Act and International Traffic in Arms Regulations, and U.S. economic sanctions laws and regulations administered by the U.S. Treasury Department’s Office of Foreign Assets Control and (ii) all other applicable import and export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: (a) The Company and each of its Subsidiaries has obtained all export licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations and declarations from any Governmental Authority required in connection with (i) the export and re-export of products, services, software and technologies, and (ii) releases of technologies and software to foreign nationals located in the United States and abroad (“Export Approvals”). (b) The Company and each of its Subsidiaries is in material compliance with the terms of all applicable Export Approvals. (c) As of the date hereof, there are no pending or, to the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries with respect to noncompliance with Export Approvals. (d) Section 4.26 of the Disclosure Schedule sets forth the true, complete and accurate export control classifications applicable to the Company’s and each of its Subsidiaries’ products, services, software and technologies.

Appears in 2 contracts

Sources: Merger Agreement (Axway Inc.), Merger Agreement (Tumbleweed Communications Corp)

Export Control Laws. Except as would not be reasonably expected to have a Each Group Company Material Adverse Effect, the Company and each of its Subsidiaries has for the last five (5) years conducted its export and related transactions in compliance accordance in all respects with (i) all applicable U.S. exportprovisions of European Union, United Kingdom and United States export and re-export, and anti-boycott export controls, including the United States European Union Dual-Use Regulation (Council Regulation (EC) No 428/2009), Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office Department of Foreign Assets Control Commerce and/or the U.S. Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to : (i) the Group Companies have a Company Material Adverse Effect: (a) The Company and each of its Subsidiaries has obtained all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (iA) the export export, import and re-export of products, services, software and technologies, technologies and (iiB) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (bii) The each Group Company and each of its Subsidiaries is in material compliance with the terms of all applicable Export Approvals. , (ciii) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the any Group Company or any of its Subsidiaries with respect to noncompliance with such Export Approvals. , (div) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the any Group Company’s export transactions that would reasonably be expected to give rise to any future claims and each (v) no Export Approvals for the transfer of its Subsidiaries’ productsexport licenses to Purchaser are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Grail, Inc.), Stock Purchase Agreement (Grail, Inc.)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries Subsidiary has for the last five (5) years in all material respects conducted its export and related transactions in compliance accordance with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its any Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: : (ai) The the Company and each of its Subsidiaries Subsidiary has obtained all material export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (iA) the export export, import and re-export of products, services, software and technologies, technologies and (iiB) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (bii) The the Company and each of its Subsidiaries Subsidiary is in material compliance with the terms of all applicable Export Approvals. , (ciii) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. , (div) Section 4.26 to the knowledge of the Disclosure Schedule sets forth the trueCompany, complete and accurate export control classifications applicable there are no actions, conditions or presently existing circumstances pertaining to the Company’s or any Subsidiary’s export transactions that would constitute a reasonable basis for any future claims and each (v) no Export Approvals for the transfer of its Subsidiaries’ productsexport licenses to Buyer are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 2 contracts

Sources: Membership Interest Purchase Agreement (Eventbrite, Inc.), Membership Interest Purchase Agreement (Pandora Media, Inc.)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries Subsidiary has for the last five (5) years in all material respects conducted its export and related transactions in compliance accordance with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: : (ai) The the Company and each of its Subsidiaries Subsidiary has obtained all material export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (iA) the export export, import and re-export of products, services, software and technologies, technologies and (iiB) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (bii) The the Company and each of its Subsidiaries Subsidiary is in material compliance with the terms of all applicable Export Approvals. , (ciii) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. , (div) Section 4.26 to the knowledge of the Disclosure Schedule sets forth the trueCompany, complete and accurate export control classifications applicable there are no actions, conditions or presently existing circumstances pertaining to the Company’s or any Subsidiary’s export transactions that would constitute a reasonable basis for any future claims and each (v) no Export Approvals for the transfer of its Subsidiaries’ productsexport licenses to Acquirer or the Final Surviving Entity are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 1 contract

Sources: Merger Agreement (Pandora Media, Inc.)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries has for the last five (5) years have conducted its export and related transactions in compliance accordance in all respects with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected foregoing and solely to have a Company Material Adverse Effect: the extent applicable: (ai) The the Company and each of its Subsidiaries has have obtained all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (iA) the export export, import and re-export of products, services, software and technologies, technologies and (iiB) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (bii) The the Company and each of its Subsidiaries is are in material compliance with the terms of all applicable Export Approvals. , (ciii) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. , (div) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the Company’s or any Subsidiary’s export transactions that would reasonably be expected to give rise to any future claims and each (v) no Export Approvals for the transfer of its Subsidiaries’ productsexport licenses to Acquirer or the First Step Surviving Corporation are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 1 contract

Sources: Merger Agreement (Rocket Fuel Inc.)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, Each of the Company and each of its the Subsidiaries has for the last five (5) years conducted its export and related transactions in compliance accordance in all material respects with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each any of its Subsidiary the Subsidiaries conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: : (a) The each of the Company and each of its the Subsidiaries has obtained all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (i) the export export, import and re-export of products, services, software and technologies, technologies and (ii) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (b) The each of the Company and each of its the Subsidiaries is in material compliance with the terms of all applicable Export Approvals. , (c) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its the Subsidiaries with respect to noncompliance with such Export Approvals. , (d) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the Company’s and each or any of its the Subsidiaries’ productsexport transactions that would reasonably be expected to give rise to any future claims and (e) no Export Approvals for the transfer of export licenses to Acquirer or the Surviving Corporation are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Alteryx, Inc.)

Export Control Laws. Except as would not be reasonably expected to have a Since January 1, 2015, each Acquired Company Material Adverse Effect, the Company and each of its Subsidiaries has for the last five (5) years conducted its export and related transactions in compliance accordance in all material respects with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a : (i) each Acquired Company Material Adverse Effect: (a) The Company and each of its Subsidiaries has obtained all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (iA) the export export, import and re-export of products, services, software and technologies, technologies and (iiB) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (bii) The each Acquired Company and each of its Subsidiaries is in material compliance with the terms of all applicable Export Approvals. , (ciii) As of the date hereof, there are no pending or, to the Company’s knowledge, or threatened material claims against the an Acquired Company or any of its Subsidiaries with respect to noncompliance with such Export Approvals. , (div) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the an Acquired Company’s export transactions that would reasonably be expected to give rise to any future claims and each (v) no Export Approvals for the transfer of its Subsidiaries’ productsexport licenses to Acquirer and/or the Surviving Corporation are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 1 contract

Sources: Merger Agreement (Applovin Corp)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, Each of the Company and each of its Subsidiaries the Subsidiary has for the last five (5) years conducted its export and related transactions in compliance accordance in all respects with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its the Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: : (a) The each of the Company and each of its Subsidiaries the Subsidiary has obtained all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (i) the export export, import and re-export of products, services, software Software and technologies, technologies and (ii) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (b) The each of the Company and each of its Subsidiaries the Subsidiary is in material compliance with the terms of all applicable Export Approvals. , (c) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries the Subsidiary with respect to noncompliance with such Export Approvals. , (d) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the Company’s or the Subsidiary’s export transactions that would reasonably be expected to give rise to any future claims and each (e) no Export Approvals for the transfer of export licenses to Acquirer, any of its Subsidiaries’ productsAffiliates or the Surviving Corporation are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 1 contract

Sources: Merger Agreement (Ouster, Inc.)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries Subsidiary has for the last five (5) years conducted its export and related transactions in compliance accordance in all respects with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: : (ai) The the Company and each of its Subsidiaries Subsidiary has obtained all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (iA) the export export, import and re-export of products, services, software and technologies, technologies and (iiB) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (bii) The the Company and each of its Subsidiaries Subsidiary is in material compliance with the terms of all applicable Export Approvals. , (ciii) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. , (div) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the Company’s or any Subsidiary’s export transactions that would reasonably be expected to give rise to any future claims and each (v) no Export Approvals for the transfer of its Subsidiaries’ productsexport licenses to Acquirer the First Step Surviving Corporation or the Final Surviving Entity are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Facebook Inc)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries has for the last five (5) years Subsidiary have conducted its export and related transactions in compliance accordance in all respects with (i) all applicable U.S. export, provisions of United States export and re-export, and anti-boycott export controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Foreign Assets Control Act and Regulations, the International Traffic in Arms Regulations, Regulations and U.S. economic sanctions laws and regulations other controls administered by the U.S. Treasury Department’s Office United States Department of Foreign Assets Control Commerce and/or the United States Department of State and (ii) all other applicable import and import/export controls in other countries in which the Company and / or each of its any Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: : (ai) The the Company and each of its Subsidiaries has Subsidiary have obtained all export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (iA) the export export, import and re-export of products, services, software and technologies, technologies and (iiB) releases of technologies and software to foreign nationals located in the United States and abroad (collectively, “Export Approvals”). , (bii) The the Company and each of its Subsidiaries is Subsidiary are in material compliance with the terms of all applicable Export Approvals. , (ciii) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. , (div) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the Company’s or any Subsidiary’s export transactions that would reasonably be expected to give rise to any future claims and each (v) no Export Approvals for the transfer of its Subsidiaries’ productsexport licenses to Acquirer or the Surviving Corporation are required, services, software except for such Export Approvals that can be obtained expeditiously and technologieswithout material cost.

Appears in 1 contract

Sources: Merger Agreement (Infoblox Inc)

Export Control Laws. Except as would not be reasonably expected to have a The Company Material Adverse Effect, the Company and each of its Subsidiaries has for the last five (5) years conducted its export and related transactions in compliance accordance in all respects with the applicable provisions of (i1) all applicable U.S. export, re-export, United States export control laws and anti-boycott controlsregulations, including the United States Export Administration Act and implementing Export Administration RegulationsRegulations (“EAR”), anti-boycott requirements administered by the Arms Export Control Act U.S. Department of Commerce and International Traffic in Arms Regulationsthe U.S. Department of the Treasury, and U.S. economic sanctions laws Executive Orders and regulations administered by the U.S. Treasury Department’s Office of Foreign Assets Control OFAC; and (ii2) all comparable laws and regulations of the European Union and other applicable import and export controls in other countries relevant jurisdictions in which the Company conducts business including Israeli export control laws and / or each regulations, including but not limited to, the Declaration Governing the Control of its Subsidiary conducts businessCommodities and Services (Engagement in Encryption Items) 1974, as amended, the Control of Products and Services Order (Export of Warfare Equipment and Defense Information) 1991, as amended, the Defense Export Control Order (Combat Equipment) 2008, the Defense Export Control Law 2007, as amended, the Import and Export Order (Control of Dual-Purpose Goods, Services and Technology Exports) 2006 and the Israeli Ministry of Economy List of Source Items and Dual Use Items, to the extent applicable. Without limiting the foregoing, except as would not reasonably be expected to have a (i) the Company Material Adverse Effect: (a) The Company and each of its Subsidiaries has obtained all export licenses, license exceptions and other consentsregistrations, classifications, notices, waivers, approvals, orders, authorizations, registrations and declarations from any Governmental Authority other approvals required in connection with (i) the export for its exports and re-export reexports of products, software, technology or services, software and technologies, and (ii) for releases of technologies technology and software to foreign nationals located in nationals, (ii) the United States and abroad (“Export Approvals”). (b) The Company and each of its Subsidiaries is in material compliance with the terms of all applicable Export Approvals. export licenses or other approvals, (ciii) As of the date hereof, there are no pending or, to the knowledge of the Company’s knowledge, threatened material claims against the Company or any of its Subsidiaries with respect to noncompliance with Export Approvals. such export licenses or other approvals, or any export or reexport of products, software, technology or services, (div) Section 4.26 of the Disclosure Schedule sets forth the truethere are no actions, complete and accurate export control classifications applicable conditions or circumstances pertaining to the Company’s export transactions that would reasonably be expected to give rise to any future claims and each (v) no consents or approvals for the transfer of its Subsidiaries’ productsexport licenses or other approvals to Purchaser are required, services, software except for such consents and technologiesapprovals that can be obtained expeditiously without material cost.

Appears in 1 contract

Sources: Merger Agreement (Prosper Marketplace, Inc)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries has for the last five (5) years at all times conducted its export and related transactions in compliance accordance with (ia) all applicable U.S. export, re-export, export and anti-boycott reexport controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Control Act Regulations and International Traffic in Arms Regulations, and U.S. economic sanctions laws and regulations administered by the U.S. Treasury Department’s Office of Foreign Assets Control Regulations and (iib) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business, except for any instances of noncompliance that would not have a Company Material Adverse Effect. Without limiting the foregoing, foregoing and except in each case as would not reasonably be expected to have a Company Material Adverse Effect: (ai) The the Company and each of its Subsidiaries has have obtained all export licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations, classifications and declarations from filings with any Governmental Authority Entity required in connection with for (iy) the export and re-export reexport of products, services, software and technologies, technologies and (iiz) releases of technologies and software to foreign nationals located in the United States and abroad ("Export Approvals"). ; (bii) The the Company and each of its Subsidiaries is are in material compliance with the terms of all applicable Export Approvals. ; (ciii) As of the date hereof, there are no pending or, to the Company’s knowledge's Knowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. ; (div) to the Company's Knowledge, there are no actions, conditions or circumstances pertaining to the Company's or any Subsidiary's export transactions that may give rise to any future claims; and (v) no Export Approvals for the transfer of export licenses to Parent or the Surviving Corporation are required, or such Export Approvals can be obtained expeditiously without material cost. Section 4.26 3.23 of the Company Disclosure Schedule Letter sets forth the true, complete and accurate export control classifications applicable to the Company’s 's and each of its Subsidiaries' products, services, software and technologies.

Appears in 1 contract

Sources: Merger Agreement (Onyx Software Corp/Wa)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effectset forth in Section 2.25 of the Disclosure Schedule, the Company and each of its Subsidiaries has for the last five (5) years at all times conducted its export and related transactions in compliance all material respects in accordance with (iy) all applicable U.S. export, re-export, export and anti-boycott reexport controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Control Act Regulations and International Traffic in Arms Regulations, and U.S. economic sanctions laws and regulations administered by the U.S. Treasury Department’s Office of Foreign Assets Control Regulations and (iiz) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as would not reasonably be expected to have a Company Material Adverse Effect: (a) The Company and each of its Subsidiaries has obtained all material export and import licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations and declarations from filings with any Governmental Authority Entity required in connection with for (i) the export export, import and re-export reexport of products, services, software and technologies, technologies and (ii) releases of technologies and software to foreign nationals located in the United States and abroad (“Export Approvals”).; (b) The Company and each of its Subsidiaries is in compliance in all material compliance respects with the terms of all applicable Export Approvals.; (c) As of the date hereof, there There are no pending or, to the Company’s knowledgeKnowledge, threatened material claims against the Company or any of its Subsidiaries with respect to noncompliance with such Export Approvals.; (d) To the Company’s Knowledge, there are no presently existing facts or circumstances pertaining to the Company’s or any of its Subsidiaries’ export transactions that would constitute a reasonable basis for any future claims with respect to such Export Approvals; and (e) Section 4.26 2.25(e) of the Disclosure Schedule sets forth the true, complete and accurate export control classifications applicable to the Company’s and each of its Subsidiaries’ products, services, software and technologies.

Appears in 1 contract

Sources: Merger Agreement (On2 Technologies, Inc.)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries has for the last five (5) years at all times conducted its export and related transactions in compliance accordance with (ia) all applicable U.S. export, re-export, export and anti-boycott reexport controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Control Act Regulations and International Traffic in Arms Regulations, and U.S. economic sanctions laws and regulations administered by the U.S. Treasury Department’s Office of Foreign Assets Control Regulations and (iib) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as for any instances of noncompliance that would not reasonably be expected to have a Company Material Adverse Effect: . Without limiting the foregoing and except in each case as would not have a Company Material Adverse Effect: (ai) The the Company and each of its Subsidiaries has have obtained all export licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations, classifications and declarations from filings with any Governmental Authority Entity required in connection with for (iy) the export and re-export reexport of products, services, software and technologies, technologies and (iiz) releases of technologies and software to foreign nationals located in the United States and abroad ("Export Approvals"). ; (bii) The the Company and each of its Subsidiaries is are in material compliance with the terms of all applicable Export Approvals. ; (ciii) As of the date hereof, there are no pending or, to the Company’s knowledge's Knowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. ; (div) to the Company's Knowledge, there are no actions, conditions or circumstances pertaining to the Company's or any Subsidiary's export transactions that may give rise to any future claims; and (v) no Export Approvals for the transfer of export licenses to Parent or the Surviving Corporation are required, -25 or such Export Approvals can be obtained expeditiously without material cost. Section 4.26 3.23 of the Company Disclosure Schedule Letter sets forth the true, complete and accurate export control classifications applicable to the Company’s 's and each of its Subsidiaries' products, services, software and technologies.

Appears in 1 contract

Sources: Merger Agreement (Manatron Inc)

Export Control Laws. Except as would not be reasonably expected to have a Company Material Adverse Effect, the The Company and each of its Subsidiaries has for the last five (5) years at all times conducted its export and related transactions in compliance accordance with (ia) all applicable U.S. export, re-export, export and anti-boycott reexport controls, including the United States Export Administration Act and Export Administration Regulations, the Arms Export Control Act Regulations and International Traffic in Arms Regulations, and U.S. economic sanctions laws and regulations administered by the U.S. Treasury Department’s Office of Foreign Assets Control Regulations and (iib) all other applicable import and import/export controls in other countries in which the Company and / or each of its Subsidiary conducts business. Without limiting the foregoing, except as for any instances of noncompliance that would not reasonably be expected to have a Company Material Adverse Effect: . Without limiting the foregoing and except in each case as would not have a Company Material Adverse Effect: (ai) The the Company and each of its Subsidiaries has have obtained all export licenses, license exceptions and other consents, notices, waivers, approvals, orders, authorizations, registrations registrations, declarations, classifications and declarations from filings with any Governmental Authority Entity required in connection with for (iy) the export and re-export reexport of products, services, software and technologies, technologies and (iiz) releases of technologies and software to foreign nationals located in the United States and abroad (“Export Approvals”). ; (bii) The the Company and each of its Subsidiaries is are in material compliance with the terms of all applicable Export Approvals. ; (ciii) As of the date hereof, there are no pending or, to the Company’s knowledgeKnowledge, threatened material claims against the Company or any of its Subsidiaries Subsidiary with respect to noncompliance with such Export Approvals. ; (div) to the Company’s Knowledge, there are no actions, conditions or circumstances pertaining to the Company’s or any Subsidiary’s export transactions that may give rise to any future claims; and (v) no Export Approvals for the transfer of export licenses to Parent or the Surviving Corporation are required, or such Export Approvals can be obtained expeditiously without material cost. Section 4.26 3.23 of the Company Disclosure Schedule Letter sets forth the true, complete and accurate export control classifications applicable to the Company’s and each of its Subsidiaries’ products, services, software and technologies.

Appears in 1 contract

Sources: Merger Agreement (Intraware Inc)