Governmental Grants. (a) Except as disclosed in Section 3.25(a) of the Company Disclosure Schedules, no material Governmental Grants were received by any Group Company. As of the date hereof, there are no pending applications for Governmental Grants by any Group Company.
Governmental Grants. Neither the Company nor the Subsidiary have applied, obtained or received any grant, loan, incentives, benefits (including tax benefits), subsidies or other assistance from any governmental or regulatory authority or any agency, or any international or bilateral fund, institute or organization or public entities or authorities.
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. Each Acquired Company is in compliance, in all material respects, with the terms, conditions, requirements and criteria of all Governmental Grants. To the knowledge of the Company, no event has occurred, and no circumstance or condition exists, that will adversely affect the ability of any Acquired Company to continue to enjoy and retain the benefits associated with its beneficial enterprise status and/or approved enterprise for the remaining duration thereof under the Israeli Law for the Encouragement of Capital Investment, 1950. Other than Funding Grants as specified in Section 3.14(p)(iii) of the Company Disclosure Schedule and Governmental Grants as specified in Section 3.20 of the Company Disclosure Schedule, there are no other funding or other resources from any Governmental Authority or university, college, or other educational institution or research center, or any other person, other than an Acquired Company, was used to fund the creation or development of, any creations, developments, or the results thereof arising or resulting in, or any activities or the results thereof giving rise to or resulting in any of the Intellectual Property of the Acquired Companies, and no such person has any ownership, license, or other rights in or to (including to use or otherwise exploit) any Material Company IP or any other Intellectual Property owned by, or created or developed by or for or arising or resulting from any creations or developments made by or for any Acquired Company or any results thereof.
Governmental Grants. The Company has not applied, obtained or received any grant, loan, incentives, benefits (including tax benefits), subsidies or other assistance from any governmental or regulatory authority or any agency, or any international or bilateral fund, institute or organization or public entities or authorities, other than from the Israeli Innovation Authority (previously known as the Office of the Chief Scientist of Israel’s Ministry of Economy) as was assigned by Medigus, nor is the Company an “approved enterprise”, “benefited enterprise” or “preferred enterprise” within the meaning of the Israeli Encouragement of Capital Investments Law, 1959.
Governmental Grants. The Company has Made Available accurate and complete copies of (i) all applications and material correspondence submitted or received by the Company and its Subsidiaries to or from the IIA or to or from any other Governmental Authority in connection with a Governmental Grant or application therefore, and (ii) all certificates of approval and letters of approval (and supplements or amendments thereto) and certificates of completion issued to the Company and its Subsidiaries by the IIA or any other such Governmental Authority in connection with a Governmental Grant or application therefore. In each application or report submitted by or on behalf of the Company and its Subsidiaries, all information required by such application or report has been disclosed accurately and completely, in all material respect, and the Company and its Subsidiaries have not made any misstatements of fact or disclosures that are not accurate or complete. 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. Except for undertakings set forth in letters of approvals provided under any applicable Israeli law, there are no undertakings on the part of the Company and its Subsidiaries that were given in connection with any Governmental Grant by the Company and its Subsidiaries. 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. The Company and its Subsidiaries have not, prior to the date of this Agreement, transferred any Owned Intellectual Property that was developed with the support of IIA funding or in consequence thereof outside of Israel. 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.
Governmental Grants. To the extent that governmental grant opportunities become available for the benefit of the School, the Parties shall reasonably cooperate in attempting to obtain such grant funds.
Governmental Grants. 5.15.1. Except as set forth in Schedule 5.15.1, the Company has not accepted, received or applied for any Governmental Grant (including, without limitation, Tax benefits) from any Israeli or foreign Governmental Authority.
Governmental Grants. Except as set forth on Section 2.15 of the Disclosure Schedule, neither the Company nor the Subsidiary have applied, obtained or received any grant, loan, incentives, benefits (including tax benefits), subsidies or other assistance from any governmental or regulatory authority or any agency, or any international or bilateral fund, institute or organization or public entities or authorities, except as disclosed in the SEC Filings.
Governmental Grants. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, neither the Company nor its Subsidiary has received any grant from the Israel Innovation Authority of the Ministry of Economy and Industry of the State of Israel (formerly known as the Office of the Chief Scientist) (the “IIA”) or any other Israeli governmental or regulatory authority, including the Investment Center of the Ministry of Economy and Industry of the State of Israel. Neither the Company nor its Subsidiary has received any notice denying, revoking or modifying any “Approved Enterprise,” “Benefited Enterprise,” “Preferred Enterprise,” “Preferred Technology Enterprise” or “Special Preferred Technology Enterprise” status or benefits with respect to any of the Company’s facilities or operations (collectively and together with the grants approved or received by the IIA, the “Governmental Grant”). No event has occurred, and no circumstance or condition exists, that would reasonably be expected to give rise to or serve as the basis for (i) the annulment, revocation, withdrawal, suspension, cancellation, recapture or modification of the Governmental Grant, (ii) the imposition of any material limitation on the Governmental Grant or (iii) a requirement that the Company return or refund any benefits provided under the Governmental Grant. All information supplied by the Company with respect to the applications or notifications relating to Governmental Grant was true, correct and complete in all material respects when supplied to the appropriate authorities.
Governmental Grants. Schedule 3.19 of the Company Disclosure Schedule provides a complete list of all pending and outstanding grants, incentives, exemptions and subsidies (collectively, "Grants") from the government of the State of Israel or any agency thereof, or from any non-Israeli governmental or administrative agency, received by either of the Seller Parties in respect of the Business, including from (i) the Investment Center, (ii) the OCS, (iii) the BIRD Foundation or any similar bi-national research and development authority, (iv) the Fund for the Encouragement of Marketing, or (v) the Israel Tax Authority. The Seller Parties have made available to Purchaser, prior to the date hereof, correct copies of all material documents relating to such Grants or evidencing applications to receive any such Grants, including letters of approval, and supplements thereto. Without limiting the generality of the above, Schedule 3.19 of the Company Disclosure Schedule includes the aggregate amounts of each Grant, the amounts already received under such Grant, the amount to be received under such Grant, and the aggregate outstanding obligations and liabilities of each Seller Party thereunder, including, with respect to royalties and payment obligations. Each Seller Party is in compliance, in all material respects, with the terms and conditions of their respective Grants and has duly fulfilled, in all material respects, all the undertakings relating thereto. There is no event or other set of circumstances which could reasonably be expected to lead to the revocation or material modification of any of the Grants. Neither the execution, delivery and performance of this Agreement by each Seller Party nor the consummation by such Seller Party of the transactions contemplated hereby, will contravene, conflict with or result in a violation of any of the terms or requirements of, or give any Governmental Entity the right to revoke, withdraw, suspend, cancel, terminate, modify or exercise any right or remedy or require any refund or recapture with respect to, any Grant given by any Governmental Entity (or any benefit provided or available thereunder).
