Common use of Facility Security Clearance Clause in Contracts

Facility Security Clearance. Acquiror acknowledges that TFG maintains a facility security clearance (“FCL”) issued by the Defense Security Service (“DSS”) and that DSS must validate TFG’s continued FCL eligibility following the Conveyance of TFG to Acquiror. Acquiror further acknowledges that in the event Acquiror and/or its Affiliates fail to address any foreign ownership, control or influence (FOCI) issues relating to TFG’s continued FCL eligibility following the Conveyance of TFG to Acquiror, such failure could adversely impact TFG’s FCL eligibility and its ability to continue performing classified contracts after the TFG Closing, thereby reducing the immediate and/or long term value of the Transferred Government Contracts held by TFG. Acquiror agrees that neither Seller nor any of its Affiliates will have any Liability under the Transaction Agreement or otherwise which may result from, arise out of or relate to any such failure.