Government Contracts Compliance Sample Clauses

Government Contracts Compliance. With respect to each material Government Contract or Bid to which any Business Entity or any of its Affiliates is a party, and except as set forth on Schedule 4.22(a): (i) such Business Entity has fully complied with all material terms and conditions of such Government Contract or Bid, including all clauses, provisions and requirements incorporated expressly, by reference or by operation of law therein; (ii) such Business Entity has complied, in all material respects, with all requirements of statute, rule, regulation, order or agreement pertaining to such Government Contract or Bid; (iii) all representations and certifications executed, acknowledged or set forth in or pertaining to such Government Contract or Bid were current, accurate and complete as of their effective date in all material respects, and such Business Entity has fully complied with all such representations and certifications; (iv) neither the U.S. Government nor any prime contractor, subcontractor or other person has provided written notice to such Business Entity that such Business Entity has breached or violated any statute, rule, regulation, certification, representation, clause, provision or requirement in any material respect; (v) to Seller's Knowledge, no termination for convenience, termination for default, cure notice or show cause notice has been issued; (vi) to Seller's Knowledge, no cost incurred or invoice rendered by any Business Entity has been questioned or disallowed; and (vii) to Seller's Knowledge, no money due to any Seller has been (or has attempted to be) withheld or set off.
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Government Contracts Compliance. The Company is not in, nor will the consummation of this Agreement, the Transaction Documents or the transactions contemplated hereby and thereby result in, any violation, breach or default of any term or provision of (i) any contract, subcontract or agreement between the United States Government and the Company and (ii) any bid, proposal or quote submitted to the United States Government by the Company. The Company is not, nor will the consummation of this Agreement, the Transaction Documents or the transactions contemplated hereby and thereby result in, any violation, breach or default of any provision of any federal order, statute, rule or regulation governing any contract, subcontract, bid, proposal, quote, arrangement or transaction of any kind between the United States Government and the Company. The representations in the two immediately preceding sentences are made after consideration of, but are not limited to, the following laws, regulations, standards, and agreements, to the extent, if any, they are applicable to or incorporated into contracts, subcontracts, agreements:
Sample 1
Government Contracts Compliance. Company is not in, and consummation of this Agreement and the transactions contemplated hereby will not result in, any violation, breach or default of any term or provision of: (a) any contract, subcontract or agreement between any United States, foreign, state or local governmental or regulatory authority and Seller, or (b) any bid, proposal or quote submitted to any United States, foreign, state or local governmental or regulatory authority by Company.
Sample 1
Government Contracts Compliance. Buyer is not in, and consummation of this Agreement and the transactions contemplated hereby will not result in any, violation, breach or default of any term or provision of: (a) any contract, subcontract or agreement between any United States, foreign, state or local governmental or regulatory authority and Buyer or (b) any bid, proposal or quote submitted to any United States, foreign, state or local governmental or regulatory authority by Buyer.
Sample 1
Government Contracts Compliance. With respect to each Government Contract or Bid to which TDC is a party, to the best knowledge of TDC, (i) TDC has complied with all material terms and conditions of such Government Contract or Bid, including all clauses, provisions and requirements incorporated expressly, by reference or by operation of law therein; (ii) TDC has complied with all requirements of any statute, rule, regulation, order or agreement pertaining to such Government Contract or Bid; (iii) all representations and certifications executed, acknowledged or set forth in or pertaining to such Government Contract or Bid were current, accurate and complete as of their effective date, and TDC has fully complied with all such representations and certifications; (iv) neither the U.S. Government nor any prime contractor, subcontractor or other person has notified TDC, either orally or in writing, that TDC has breached or violated any statute, rule, regulation, certification, representation, clause1 provision or requirement; (v) no termination for convenience, termination for default, cure notice or show cause notice has been issued; (vi) no cost incurred by TDC has been questioned or disallowed; and (vii) no money due to TDC has been (or has been attempted to be) withheld or set off.
Sample 1
Government Contracts Compliance. With respect to each Government Contract, Bid or Subcontract (as such terms are defined below) to which the Company is a party: (A) the Company has fully complied with all material terms and conditions of such Government Contract, Subcontract or Bid, including all clauses, provisions and requirements incorporated expressly, by reference or by operation of law therein; (B) the Company has fully complied with all material requirements of statute, rule, regulation, order or agreement pertaining thereto; (C) all representations and certifications executed, acknowledged or set forth in or pertaining thereto were current, accurate and complete as of their effective date, and the Company has fully complied with all such representations and certifications, including, without limitation, all representations and certifications required by or relating to the Truth-In-Negotiations Act, the Procurement Integrity Act, the Foreign Corrupt Practices Act, the Cost Accounting Standards, the regulations and rules relating to Foreign Military Sales and the regulations and rules relating to the submission of progress payment requests; (D) no governmental entity nor any prime contractor, subcontractor or other person has notified the Company, either orally or in writing, that the Company have breached or violated any statute, rule, regulation, certification, representation, clause, provision or requirement; (E) no termination for convenience, termination for default, cure notice or show cause notice has been issued which has had a Material Adverse Effect and (F) no material cost incurred by the Company is the subject of any pending audit, claim or disallowance.
Sample 1
Government Contracts Compliance. With respect to each Government Contract or Bid to which GSI is a party, to the best knowledge of GSI, (i) GSI has complied with all material terms and conditions of such Government Contract or Bid, including all clauses, provisions and requirements incorporated expressly, by reference or by operation of law therein; (ii) GSI has complied with all requirements of any statute, rule, regulation, order or agreement pertaining to such Government Contract or Bid; (iii) all representations and certifications executed, acknowledged or set forth in or pertaining to such Government Contract or Bid were current, accurate and complete as of their effective date, and GSI has fully complied with all such representations and certifications;
Sample 1
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Related to Government Contracts Compliance

  • Government Contracts Except as set forth in Disclosure Schedule (3.20), as of the Closing Date, no Credit Party is a party to any contract or agreement with any Governmental Authority and no Credit Party’s Accounts are subject to the Federal Assignment of Claims Act (31 U.S.C. Section 3727) or any similar state or local law.

  • Government Contract Government Contract" shall mean any prime contract, subcontract, letter contract, purchase order or delivery order executed or submitted to or on behalf of any Governmental Body or any prime contractor or higher-tier subcontractor, or under which any Governmental Body or any such prime contractor or subcontractor otherwise has or may acquire any right or interest.

  • Permits; Compliance The Company and each of its Subsidiaries is in possession of all franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. Since September 30, 2016, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

  • Government Compliance (a) Maintain its and all its Subsidiaries’ legal existence and good standing in their respective jurisdictions of organization and maintain qualification in each jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Change. Comply with all laws, ordinances and regulations to which Borrower or any of its Subsidiaries is subject, the noncompliance with which could reasonably be expected to have a Material Adverse Change.

  • Government Authorization No consent, approval, order or authorization of, or registration, declaration or filing with, or notice to, any Governmental Entity, is required by or with respect to Pubco in connection with the execution and delivery of this Agreement by Pubco, or the consummation by Pubco of the transactions contemplated hereby, except, with respect to this Agreement, any filings under the Nevada Statutes, the Securities Act or the Exchange Act.

  • Governmental Authorizations and Regulations Schedule 2.15 lists all licenses, franchises, permits and other governmental authorizations held by Seller material to the use of the Purchased Assets. Such licenses, franchises, permits and other governmental authorizations are valid, and Seller has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. Except as set forth on Schedule 2.15, Seller holds all licenses, franchises, permits and other governmental authorizations, the absence of any of which could have a material adverse effect on the use of the Purchased Assets.

  • Government Authorizations No Consent of, with or to any Governmental Authority is required to be obtained or made by or with respect to Buyer or any of its Affiliates in connection with the execution and delivery of this Agreement and the other Transaction Documents by Buyer or the consummation by Buyer of the transactions contemplated hereby and thereby, except for (a) required filings under the HSR Act, (b) as set forth on Section 5.4 of the Buyer Disclosure Schedule, and (c) Consents not required to be made or given until after Closing.

  • Permits and Compliance 16 Section 3.9

  • Anti-Corruption Compliance (a) For the past three (3) years, neither the Company nor any of its Subsidiaries, nor, to the knowledge of the Company, any director, officer, employee or agent acting on behalf of the Company or any of the Company’s Subsidiaries, has offered or given anything of value to: (i) any official or employee of a Governmental Authority, any political party or official thereof, or any candidate for political office or (ii) any other Person, in any such case while knowing that all or a portion of such money or thing of value will be offered, given or promised, directly or indirectly, to any official or employee of a Governmental Authority or candidate for political office, in each case in violation of the Anti-Bribery Laws.

  • GOVERNMENT PERMITS The Company and its subsidiaries possess such certificates, authorities or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct the business now operated by them, other than those which the failure to possess or own would not have, individually or in the aggregate, a Company MAE. Neither the Company nor any of its subsidiaries has received any notice of proceedings relating to the revocation or modification of any such certificate, authority or permit which, individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would result in a Company MAE.

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