Common use of Facility Clearances Clause in Contracts

Facility Clearances. The Lenders and Agents have been advised that certain of the Loan Parties have facility clearances pursuant to the NISPOM, and that, under NISPOM, if DSS determines that such Loan Parties are subject to foreign ownership, control or influence, as a result of the consummation of the transaction contemplated by the Loan Documents, DSS may impose any security method, safeguard, or restriction it believes necessary to ensure that unauthorized access to classified information is effectively precluded and that the performance of classified contracts is not adversely effected. To the extent necessary or reasonably desirable in order to avoid termination of the facility clearances held by the Loan Parties as a result of such a determination by DSS, the Lenders agree that the Administrative Agent will be permitted to transfer Liens on Collateral to one or more Qualified Supplemental Collateral Agents, and to execute documents acceptable to Administrative Agent (in its reasonable discretion) for the purposes of effecting such a transfer of Liens to Qualified Supplemental Collateral Agents. Administrative Agent agrees that it will take such actions as are reasonably requested by Company to effect such transfer of Liens in such circumstances; provided that Administrative Agent is reasonably satisfied that such actions may be taken without subjecting Administrative Agent to liability and without adversely affecting the perfection or priority of such Liens. (d) For the avoidance of doubt (i) any Qualified Supplemental Collateral Agent shall enjoy the rights and benefits of a Supplemental Collateral Agent under the second paragraph of Section 9.1B, including without limitation, having the provisions of Section 9 and the expense reimbursement and indemnity provisions of subsections 10.2 and 10.3 that refer to the Administrative Agent inure to the benefit of such Qualified Supplemental Collateral Agent and (ii) any appointment of a Qualified Supplemental Collateral Agent pursuant to subsection 10.22 and any transfer of Liens by the Administrative Agent to any Qualified Supplemental Collateral Agent pursuant to subsection 10.22 shall be subject to the expense reimbursement and indemnity provisions of subsections 10.2 and 10.3. (e) In the event that a Qualified Supplemental Collateral Agent is appointed pursuant to subsection 10.22 or the Administrative Agent transfers any Liens to any Qualified Supplemental Collateral Agent pursuant to subsection 10.22 (or is requested to do so), the Company and the Lenders authorize the Administrative Agent to execute any amendments to the Loan Documents reasonably necessary or desirable in connection with such actions.

Facility Clearances. The Lenders and Agents have been advised that certain of the Loan Parties have facility clearances pursuant to the NISPOM, and that, under NISPOM, if DSS determines that such Loan Parties are subject to foreign ownership, control or influence, as a result of the consummation of the transaction contemplated by the Loan Documents, DSS may impose any security method, safeguard, or restriction it believes necessary to ensure that unauthorized access to classified information is effectively precluded and that the performance of classified contracts is not adversely effected. To the extent necessary or reasonably desirable in order to avoid termination of the facility clearances held by the Loan Parties as a result of such a determination by DSS, the Lenders agree that the Administrative Agent will be permitted to transfer Liens on Collateral to one or more Qualified Supplemental Collateral Agents, and to execute documents acceptable to Administrative Agent (in its reasonable discretion) for the purposes of effecting such a transfer of Liens to Qualified Supplemental Collateral Agents. Administrative Agent agrees that it will take such actions as are reasonably requested by Company to effect such transfer of Liens in such circumstances; provided that Administrative Agent is reasonably satisfied that such actions may be taken without subjecting Administrative Agent to liability and without adversely affecting the perfection or priority of such Liens. (d) For the avoidance of doubt (i) any Qualified Supplemental Collateral Agent shall enjoy the rights and benefits of a Supplemental Collateral Agent under the second paragraph of Section 9.1B, including without limitation, having the provisions of Section 9 and the expense reimbursement and indemnity provisions of subsections 10.2 and 10.3 that refer to the Administrative Agent inure to the benefit of such Qualified Supplemental Collateral Agent and (ii) any appointment of a Qualified Supplemental Collateral Agent pursuant to subsection 10.22 10.23 and any transfer of Liens by the Administrative Agent to any Qualified Supplemental Collateral Agent pursuant to subsection 10.22 10.23 shall be subject to the expense reimbursement and indemnity provisions of subsections 10.2 and 10.3. (e) In the event that a Qualified Supplemental Collateral Agent is appointed pursuant to subsection 10.22 10.23 or the Administrative Agent transfers any Liens to any Qualified Supplemental Collateral Agent pursuant to subsection 10.22 10.23 (or is requested to do so), the Company and the Lenders authorize the Administrative Agent to execute any amendments to the Loan Documents reasonably necessary or desirable in connection with such actions.