Common use of Required Certifications Clause in Contracts

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “ASUME”). (b) The Consultant has provided the Authority with a certificate of incorporation, if required by the Authority, and a Good Standing Certificate issued from the Department of State of Puerto Rico as proof that it has complied with the applicable annual corporation report filing obligations. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ compensation payments, Social Security for chauffeurs and ASUME. (e) The Consultant shall also be responsible for providing the Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the Authority with a certificate of incorporation, if required the corresponding certifications issued by the Authority, and a Good Standing Certificate issued from the Department of State Treasury, the Department of Puerto Rico Labor and Human Resources, the Municipal Tax Collection Center (known by its Spanish acronym as proof that it has complied with the applicable annual corporation report filing obligations"▇▇▇▇") and ASUME. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for chauffeurs and ASUME. (d) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (e) The Consultant shall also be responsible for providing the Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his ofhis or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the COR3/P3 Authority with a certificate of incorporation, if required the corresponding certifications issued by the Authority, and a Good Standing Certificate issued from the Department of State Treasury, the Department of Puerto Rico Labor and Human Resources, the Municipal Tax Collection Center (known by its Spanish acronym as proof that it has complied with the applicable annual corporation report filing obligations"CRJM") and ASUME. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the COR3/P3 Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for chauffeurs and ASUME. (d) It is expressly acknowledged that the ce1iifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these ceiiifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (e) The Consultant shall also be responsible for providing the COR3/P3 Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the COR3/P3 Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding Notyvithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as ““ ASUME”). (b) The Consultant has provided the Authority with a certificate of incorporation, if required by the Authority, and a Good Standing Certificate issued from . DLA Piper US also certifies that it is not required to register in the Puerto Rico Department of State State. Its Puerto Rico affiliate, DLA Piper (Puerto Rico) LLC, is organized and existing under the laws of Puerto Rico as proof that it has complied with the applicable annual corporation report filing obligationsRico. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ compensation payments, Social Security for chauffeurs and ASUME. (e) The Consultant shall also be responsible for providing the Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the Authority with a certificate of incorporation, if required the corresponding certifications issued by the Authority, and a Good Standing Certificate issued from the Department of State Treasury, the Department of Puerto Rico Labor and Human Resources, the Municipal Tax Collection Center (known by its Spanish acronym as proof that it has complied with the applicable annual corporation report filing obligations"▇▇▇▇") and ASUME. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for chauffeurs and ASUME. (d) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (e) The Consultant shall also be responsible for providing the Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted 1 cl income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto ofPuerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Puetio Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the COR3/P3 Authority with a certificate of incorporation, if required the corresponding certifications issued by the AuthorityDepatiment of Treasury, and a Good Standing Certificate issued from the Department of State of Puerto Rico Labor and Human Resources, the Municipal Tax Collection Center (known by its Spanish acronym as proof that it has complied with the applicable annual corporation report filing obligations"▇▇▇▇") and ASUME. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the COR3/P3 Authority authorizes the Consultant to subcontract, may have with the Government of Puerto ofPuerto Rico for income taxes, real or chattel property prope1iy taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for chauffeurs and ASUME. (d) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (e) The Consultant shall also be responsible for providing the COR3/P3 Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the COR3/P3 Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the COR3/P3 Authority with a certificate of incorporation, if required the corresponding certifications issued by the Authority, and a Good Standing Certificate issued from the Department of State Treasury, the Department of Puerto Rico Labor and Human Resources, the Municipal Tax Collection Center (known by its Spanish acronym as proof that it has complied with the applicable annual corporation report filing obligations"▇▇▇▇") and ASUME. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the COR3/P3 Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for chauffeurs and ASUME. (d) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (e) The Consultant shall also be responsible for providing the COR3/P3 Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the COR3/P3 Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the Authority with a certificate of incorporation, if required by the Authority, and a Good Standing Certificate issued from . The Consultant also certifies that it is not required to register to do business in Puerto Rico because there are not more than 90 days in any year in which any of Consultant's employees are present on the Department of State island of Puerto Rico as proof that it has complied with the applicable annual corporation report filing obligationsRico. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto ofPuerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for chauffeurs and ASUME. (e) The Consultant shall also be responsible for providing the Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right the·right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the Authority with a certificate of incorporation, if required by the Authority, and a Good Standing Certificate issued from . The Consultant also certifies that it is not required to register to do business in Puerto Rico because there are not more than 90 days in any year in which any of Consultant's employees are present on the Department of State island of Puerto Rico as proof that it has complied with the applicable annual corporation report filing obligationsRico. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes ta:▇.▇▇ for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for v chauffeurs and ASUME. (e) The Consultant shall also be responsible for providing the Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the COR3/P3 Authority with a certificate of incorporation, if required the corresponding certifications issued by the Authority, and a Good Standing Certificate issued from the Department of State Treasury, the Department of Puerto Rico Labor and Human Resources, the Municipal Tax Collection Center (known by its Spanish acronym as proof that it has complied with the applicable annual corporation report filing obligations"▇▇▇▇") and ASUME. (c) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the COR3/P3 Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel prope1iy taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non­ resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers' compensation payments, Social Security for chauffeurs and ASUME. (d) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ compensation payments, Social Security for chauffeurs and ASUME. (e) The Consultant shall also be responsible for providing the COR3/P3 Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the COR3/P3 Authority that dedicates twenty-twenty­ five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this ofthis Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “ASUME”). (b) The Consultant has provided the Authority with a certificate of incorporation, if required by the Authority, and a Good Standing Certificate issued from . The Consultant also certifies that it is not required to register to do business in Puerto Rico because there are not more than 90 days in any year in which any of Consultant’s employees are present on the Department of State island of Puerto Rico as proof that it has complied with the applicable annual corporation report filing obligationsRico. (c) It is expressly acknowledged that the certifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxes, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ compensation payments, Social Security for chauffeurs and ASUME. (e) The Consultant shall also be responsible for providing the Authority with the certifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.

Required Certifications. (a) The Consultant represents that at the execution of this Agreement, it has submitted income tax returns in Puerto Rico (if required by applicable law) during the past five (5) years. The Consultant also represents that it does not have outstanding debts with the Government of Puerto Pue1io Rico for income taxes, real or chattel property taxes, unemployment insurance premiums, workers’ ' compensation payments or Social Security for chauffeurs in Puerto Rico and the Administration for the Sustenance of Minors (known by its Spanish acronym as “"ASUME”"). (b) The Consultant has provided the Authority with a certificate of incorporation, if required by the Authority, and a Good Standing Certificate issued from the Department of State of Puerto Rico as proof . The Consultant also ce1iifies that it has complied with is not required to register to do business in Pue1io Rico because there are not more than 90 days in any year in which any of onsultant's employees are present on the applicable annual corporation report filing obligationsisland of Pue1io Rico. (c) It is expressly acknowledged aclmowledged that the certifications ce1iifications provided by the Consultant, pursuant to this Section 7.7, are essential conditions of this Agreement, and if these certifications ce1iifications are incorrect, the Authority shall have sufficient cause to terminate this Agreement immediately, without prior notice to the Consultant. (d) For purposes of this Agreement, tax debt shall mean any debt that the Consultant, or other parties pmiies which the Authority authorizes the Consultant to subcontract, may have with the Government of Puerto Rico for income taxes, real or chattel property taxesprope1iy tax�s, including any special taxes levied, license rights, tax withholdings for payment of salaries and professional services, taxes for payment of interest, dividends and income to individuals, corporations and non-resident accounting firmsfilms, for payment of interests, dividends and other earnings shares to residents, unemployment insurance premiums, workers’ ' compensation payments, Social Security for chauffeurs and ASUME. (e) The Consultant shall also be responsible for providing the Authority with the certifications ce1iifications required under this clause from any professional or technical consultant subcontracted by the Consultant and authorized by the Authority that dedicates twenty-five percent (25%) or more of his ofhis or her or its time to provide advisory services related to the Agreement. Such subcontractors shall be considered subcontractors for the purposes of this ofthis Clause. Notwithstanding anything herein to the contrary, the Consultant shall have the right to rely conclusively on the aforementioned certifications from government agencies in making the representations in this Clause.