Common use of Work in Process Clause in Contracts

Work in Process. Except as disclosed in Schedule 3.7 or as set forth in this Section 3.7, (i) all work-in-process and contracts underway ("Work-In-Process") constitute work performed pursuant to fully executed written contracts or sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted pursuant to fully executed written contracts, orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the contracts to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability of the Company. With respect to any oral agreements identified on Schedule 3.7 ("Oral Agreements"): (i) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability of the Company.

Work in Process. Except as disclosed in Schedule 3.7 or as set forth in on Schedule 2.19 (including for each disclosure, reference to the applicable subsection of this Section 3.72.19), (ia) all work-in-process and contracts Contractual Obligations of the Company currently underway ("“Work-In-Process"”) constitute constitutes work performed pursuant to fully executed written contracts or Contractual Obligations, sales orders taken in the ordinary course Ordinary Course of businessBusiness or orders and change orders issued and approved by the applicable customer within the terms of the relationship pursuant to which such Work-In-Process is being conducted (collectively, from regular customers the “WIP Authorizations”), (b) to Seller and Seller Owner’s Knowledge, none of Company with no recent history the Company, any customer of credit problems with respect to Company; (ii) neither the Company nor any such customer other party to Contractual Obligations or the WIP Authorizations has been declared to be in default or is in material breach of the terms of any obligation to the otherthereunder, and no valid grounds exist for any set-off setoff of any material amounts billable to such customers on the completion of orders to which Work-In-Process relates; , (iiic) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; Closing except in the Ordinary Course of Business, (ivd) all Work-In-Process is being conducted pursuant to fully executed written contractsContractual Obligations, sales orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; conducted and (ve) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the contracts Contractual Obligations or WIP Authorizations to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability Ordinary Course of the CompanyBusiness. With respect to The Company does not have any oral agreements identified on Schedule 3.7 ("Oral Agreements"): (i) all for Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability of the CompanyContractual Obligations underway.

Work in Process. Except as disclosed in Schedule 3.7 or as set forth in this Section 3.7on Schedule 2.19.5, (i) all work-in-process and contracts Contractual Obligations of the Companies currently underway ("“Work-In-Process"”) constitute work performed pursuant to fully executed written contracts Contractual Obligations, sales or sales purchase orders taken in the ordinary course Ordinary Course of business, from regular customers Business or orders and change orders issued within the terms of Company with no recent history the relationship pursuant to which such Work-In-Process is being conducted or in the Ordinary Course of credit problems with respect to CompanyBusiness; (ii) neither Company nor none of the Companies or any such customer or other party thereto has been declared to be in material default or is in material breach of the terms of any obligation to the otherthereunder, and no valid grounds exist for any set-off setoff of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to ClosingClosing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written contractsContractual Obligations, sales or purchase orders taken in the Ordinary Course of Business or orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conductedconducted or in the Ordinary Course of Business; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the contracts Contractual Obligations to which each such Work-In-Process relates if managed consistently with in the past practices Ordinary Course of the Company Business (and in compliance with industry standards and good practicesstandards) without adversely effecting, being performed at or resulting in a loss to the aggregate when complete, the profitability Companies. None of the Company. With respect to Companies have any oral agreements identified on Schedule 3.7 ("Oral Agreements"): (i) all for Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements Contractual Obligations underway except as set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability of the CompanySection 2.19.5.

Work in Process. Except as disclosed in set forth on Section 4.18(c) of the Disclosure Schedule 3.7 or as set forth in this Section 3.74.18(c), (i) all work-in-process and contracts Contracts underway ("“Work-In-Process"”) constitute work performed pursuant to fully executed written contracts Contracts or sales orders taken in the ordinary course Ordinary Course of businessBusiness, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither the Company nor any such customer has been declared to be in default or is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to ClosingClosing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written contractsContracts, orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conductedconducted except for the Oral Agreements; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetInterim Financial Statements) could be completed in compliance with the contracts Contracts to which each such Work-In-Process relates if managed consistently with the past practices (during the past 12 months) of the Company (and in compliance with construction industry standards and good construction practices) without adversely effectingwithout, in to the aggregate when complete, the profitability Knowledge of the Company, resulting in a Material Adverse Effect. With respect to any oral agreements identified set forth on Section 4.18(c) of the Disclosure Schedule 3.7 ("“Oral Agreements"”): (iA) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course Ordinary Course of businessBusiness, from regular customers of Company with no recent history of credit problems with respect to the Company; (iiB) neither the Company nor any such customer has been declared to be in default or is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iiiC) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to ClosingClosing except in the Ordinary Course of Business; (ivD) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (vE) all Work-In-Process pursuant to Oral Agreements set forth on in the Disclosure Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetInterim Financial Statements) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effectingwithout, in to the aggregate when complete, the profitability Knowledge of the Company, resulting in a Material Adverse Effect.

Work in Process. Except as disclosed in set forth on Section 4.18(c) of the Disclosure Schedule 3.7 or as set forth in this Section 3.74.18(c), (i) all work-in-process and contracts underway ("“Work-In-Process"”) constitute work performed pursuant to fully executed written contracts or sales orders taken in the ordinary course Ordinary Course of businessBusiness, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company the Acquired Companies nor any such customer has been declared to be in default or is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to ClosingClosing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written contracts, orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conductedconducted except for the Oral Agreements; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetInterim Financial Statements) could be completed in compliance with the contracts to which each such Work-In-Process relates if managed consistently with the past practices (during the past 12 months) of the Company Acquired Companies (and in compliance with construction industry standards and good construction practices) without adversely effectingwithout, to Sellers’ Knowledge, resulting in the aggregate when complete, the profitability of the Companya Material Adverse Effect. With respect to any oral agreements identified set forth on Section 4.18(c) of the Disclosure Schedule 3.7 ("“Oral Agreements"”): (iA) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course Ordinary Course of businessBusiness, from regular customers of Company with no recent history of credit problems with respect to Companythe Acquired Companies; (iiB) neither Company the Acquired Companies nor any such customer has been declared to be in default or is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iiiC) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to ClosingClosing except in the Ordinary Course of Business; (ivD) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (vE) all Work-In-Process pursuant to Oral Agreements set forth on in the Disclosure Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetInterim Financial Statements) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company Acquired Companies (and in compliance with industry standards and good practices) without adversely effectingwithout, to Sellers’ Knowledge, resulting in the aggregate when complete, the profitability of the Companya Material Adverse Effect.

Work in Process. Except as disclosed in Schedule 3.7 or as set forth in this Section SCHEDULE 3.7, (i) all work-in-process and contracts underway ("WorkWORK-InIN-ProcessPROCESS") constitute work performed pursuant to fully executed written contracts or sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted pursuant to fully executed written contracts, orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process set forth on Schedule SCHEDULE 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetDisclosure Schedule) could be completed in compliance with the contracts to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability of the Company. With respect to any oral agreements identified on Schedule 3.7 ("Oral Agreements"): (i) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in having a material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effectingadverse affect, in the aggregate when complete, the profitability of the Company.

Work in Process. Except as disclosed in Schedule 3.7 or as set forth in this Section 3.7, (i) all work-in-process and contracts underway ("Work-In-Process") constitute work performed pursuant to fully executed written contracts or sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-set- off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-In- Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted pursuant to fully executed written contracts, orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetDisclosure Schedule) could be completed in compliance with the contracts to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effecting, in the aggregate when complete, the profitability of the Company. With respect to any oral agreements identified on Schedule 3.7 ("Oral Agreements"): (i) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course of business, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company nor any such customer is in having a material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to Closing; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance Sheet) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company (and in compliance with industry standards and good practices) without adversely effectingadverse affect, in the aggregate when complete, the profitability of the Company.

Work in Process. Except as disclosed in set forth on Section 4.18(c) of the Disclosure Schedule 3.7 or as set forth in this Section 3.74.18(c), (i) all work-in-process and contracts underway ("“Work-In-Process"”) constitute work performed pursuant to fully executed written contracts or sales orders taken in the ordinary course Ordinary Course of businessBusiness, from regular customers of Company with no recent history of credit problems with respect to Company; (ii) neither Company the Acquired Companies nor any such customer has been declared to be in default or is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to ClosingClosing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted pursuant to fully executed written contracts, orders and change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conductedconducted except for the Oral Agreements; and (v) all Work-In-Process set forth on Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetInterim Financial Statements) could be completed in compliance with the contracts to which each such Work-In-Process relates if managed consistently with the past practices (during the past 12 months) of the Company Acquired Companies (and in compliance with construction industry standards and good construction practices) without adversely effectingwithout, to the best of Sellers’ Knowledge, resulting in the aggregate when complete, the profitability of the Companya Material Adverse Effect. With respect to any oral agreements identified set forth on Section 4.18(c) of the Disclosure Schedule 3.7 ("“Oral Agreements"”): (i) all Work-In-Process pursuant to such Oral Agreements constitute work performed pursuant thereto or oral sales orders taken in the ordinary course Ordinary Course of businessBusiness, from regular customers of Company with no recent history of credit problems with respect to Companythe Acquired Companies; (ii) neither Company the Acquired Companies nor any such customer has been declared to be in default or is in material breach of the terms of any obligation to the other, and no valid grounds exist for any set-off of amounts billable to such customers on the completion of orders to which Work-In-Process relates; (iii) all Work-In-Process is of a quality ordinarily produced in accordance with the requirements of the orders to which such Work-In-Process is identified, and will require no rework with respect to services performed prior to ClosingClosing except in the Ordinary Course of Business; (iv) all Work-In-Process is being conducted fully in accordance with and pursuant to such Oral Agreements, oral or written orders and oral or written change orders issued within the terms of the relationship pursuant to which such Work-In-Process is being conducted; and (v) all Work-In-Process pursuant to Oral Agreements set forth on in the Disclosure Schedule 3.7 (which as of the date hereof reflects Work-In-Process as of the date of the Recent GAAP Financials, shall be updated to include the schedules supporting the Closing Balance SheetInterim Financial Statements) could be completed in compliance with the Oral Agreements to which each such Work-In-Process relates if managed consistently with the past practices of the Company Acquired Companies (and in compliance with industry standards and good practices) without adversely effectingwithout, to the best of Sellers’ Knowledge, resulting in the aggregate when complete, the profitability of the Companya Material Adverse Effect.