Common use of Export Control Clause in Contracts

Export Control. (a) SELLER agrees to comply with all applicable U.S. export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 29 contracts

Sources: General Provisions and Far Flowdown Provisions for Subcontracts/Purchase Orders for Commercial Items, General Provisions and Far Flowdown Provisions, Commercial Subcontract/Purchase Order

Export Control. (a) SELLER agrees to shall comply with all applicable U.S. export control laws and economic sanctions laws and regulations, specifically including, including but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including to the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including Control Reform Act of 2018; the Export Administration Regulations, 15 C.F.R. 730-774; including and the requirement for obtaining any export license or agreementForeign Assets Control Regulations, if applicable. Without limiting the foregoing31 C.F.R. 500-598 (collectively, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception"Trade Control Laws"). (b) SELLER agrees to shall notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by applicable Trade Control Laws. Before providing LOCKHEED ▇▇▇▇▇▇ any item or data controlled under any of the Trade Control Laws, SELLER shall provide in writing to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative the export classification of any such item or controlled data (i.e. the export classification under the EAR, ITAR, EU List of Dual Use Items and Technology, Wassenaar Arrangement's List of Dual-Use Goods and Technologies or other applicable export control laws list) and shall notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in writing of any changes to the export classification information of the item or regulationscontrolled data. SELLER represents that an official authorized to bind the SELLER has determined that the SELLER or the designer, manufacturer, supplier or other source of the Work has properly determined their export classification. (c) SELLER shall not export, re-export, transfer, disclose or otherwise provide or make accessible LOCKHEED ▇▇▇▇▇▇’▇ technical data and/or hardware controlled by Trade Control Laws ("Export Controlled Information") to any persons, or entities not authorized to receive or have access to the data, services and/or hardware, including third country/dual national employees, lower-tier subcontractors and sub-licensees, or modify or divert such Export Controlled Information to any military application unless SELLER receives advance, written authorization from LOCKHEED ▇▇▇▇▇▇ and verification of any required export authorization is in place. SELLER shall not provide a defense service as defined by the Trade Control Laws using any or all of LOCKHEED ▇▇▇▇▇▇’▇ technical data and/or hardware. Upon LOCKHEED ▇▇▇▇▇▇’▇ request, SELLER shall demonstrate to LOCKHEED ▇▇▇▇▇▇'▇ reasonable satisfaction, SELLER’s and SELLER’s lower-tier subcontractors’ compliance with this clause and all Trade Control Laws. To the extent SELLER’s Work provided under this Contract include packing, labeling, processing, and/or handling exports for LOCKHEED ▇▇▇▇▇▇, SELLER shall maintain an auditable process that assures accurate packing, labeling, processing, and handling of such exports. SELLER shall also promptly notify LOCKHEED ▇▇▇▇▇▇ if it becomes aware of any failure by SELLER or SELLER’s lower-tier subcontractors to comply with this clause and shall cooperate with LOCKHEED ▇▇▇▇▇▇ in any investigation of such failure to comply. (1) SELLER hereby represents that neither SELLER nor any parent, subsidiary, affiliate, employee, or sublicensee or lower tier supplier of SELLER (i) are located within an ITAR §126.1 listed country, (ii) nor included on any of the restricted party lists maintained by the U.S. Government, including the Specially Designated Nationals List administered by the U.S. Treasury Department’s Office of Foreign Assets Control ("OFAC"), Denied Parties List, Unverified List or Entity List maintained by the U.S. Commerce Department’s Bureau of Industry and Security ("BIS"), the List of Statutorily Debarred Parties maintained by the U.S. State Department’s Directorate of Defense Trade Controls or the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom (collectively, "Restricted Party Lists.” (2) SELLER further represents that it shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in SELLER’s status changes with respect to any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agencyof the foregoing. (de) In the event of an anticipated change in control of SELLER involving a non-U.S. person or entity, SELLER shall provide LOCKHEED ▇▇▇▇▇▇ with notice at least 90 days prior to the effectiveness of such change of control consistent with applicable law and confidentiality restrictions. (f) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) or brokering defense articles or furnishing defense services, SELLER represents that it is and will continue to be registered with the Office Directorate of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (eg) Where SELLER is a party to or signatory under a LOCKHEED ▇▇▇▇▇▇ export license Technical Assistance Agreement (TAA) or export agreement Manufacturing License Agreement (e.g., TAA, MLA), license exception or license exemption, collectively, "Export Authorization," SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of (1) changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITARITAR or other applicable governmental restrictions, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract, or (2) any change by SELLER that might require LOCKHEED ▇▇▇▇▇▇ to submit an amendment to an existing Export Authorization or request a new or replacement Export Authorization. SELLER shall provide to LOCKHEED ▇▇▇▇▇▇ all information and documentation as may reasonably be required for LOCKHEED ▇▇▇▇▇▇ to prepare and submit any required export license applications. Delays on SELLER's part to submit the relevant information for export authorizations shall not constitute an excusable delay under this Contract. (fh) Upon completion of performance of this Contract, SELLER and its lower-tier subcontractors shall as directed by LOCKHEED ▇▇▇▇▇▇, return or destroy all export controlled technical data, technology, hardware or other items. SELLER shall provide a certificate of destruction for all destroyed items. (i) SELLER shall include paragraphs (a) through (g) and this paragraph (i) of this clause or equivalent provisions in lower- tier subcontracts for the delivery of items that will be included in or delivered as Work to LOCKHEED ▇▇▇▇▇▇. SELLER shall immediately notify LOCKHEED ▇▇▇▇▇▇ upon learning that any lower-tier subcontractor with which it engages has become listed on the Restricted Parties List. (j) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' attorney's fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, directors, employees, consultants, agents, affiliates, successors, permitted assigns, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 16 contracts

Sources: Subcontract/Purchase Order Agreement, Subcontract/Purchase Order Agreement, Time and Materials Subcontract

Export Control. (a) SELLER agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794U.S.C.2751‐2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774730‐774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier lower‐tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office Directorate of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 15 contracts

Sources: General Provisions for Services for Commercial Subcontracts/Purchase Orders, Time and Materials Subcontract, Commercial Subcontract/Purchase Order

Export Control. (a) SELLER agrees to shall comply with all applicable U.S. export control laws and economic sanctions laws and regulations, specifically including, including but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including to the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including and the requirement for obtaining any export license or agreementForeign Assets Control Regulations, if applicable31 C.F.R. 500-598 (collectively, "Trade Control Laws"). Without limiting the foregoing, SELLER agrees that it will shall not transfer any export controlled item, technical data, technology, or servicesservice, to include transfer including transfers to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-lower tier suppliers, without the authority of unless authorized in advance by an export licenselicense (such as Technical Assistance Agreement (TAA) or Manufacturing License Agreement (MLA), agreementlicense exception or license exemption, or applicable exemption or exceptioncollectively, "Export Authorization"), as required. (b) SELLER agrees to shall notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by applicable Trade Control Laws. Before providing LOCKHEED ▇▇▇▇▇▇ any item or data controlled under any of the Trade Control Laws, SELLER shall provide in writing to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative the export classification of any such item or controlled data (i.e. the export classification under the EAR, ITAR, EU List of Dual Use Items and Technology, Wassenaar Arrangement’s List of Dual-Use Goods and Technologies or other applicable export control laws list) and shall notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in writing of any changes to the export classification information of the item or regulationscontrolled data. SELLER represents that an official authorized to bind the SELLER has determined that the SELLER or the designer, manufacturer, supplier or other source of the Work has properly determined their export classification. (c) SELLER hereby represents that neither SELLER nor any parent, subsidiary or affiliate of SELLER is included on any of the restricted party lists maintained by the U.S. Government, including the Specially Designated Nationals List administered by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”), Denied Parties List, Unverified List or Entity List maintained by the U.S. Commerce Department’s Bureau of Industry and Security (“BIS”), or the List of Statutorily Debarred Parties maintained by the U.S. State Department’s Directorate of Defense Trade Controls, or the consolidated list of asset freeze targets designated by the United Nations, European Union, and United Kingdom (collectively, “Restricted Party Lists”). SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER isSELLER, or becomesany parent, subsidiary or affiliate of SELLER becomes listed in on any Denied Parties Restricted Party List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government or non-U.S. government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) or brokering defense articles or furnishing defense services, SELLER represents that it is and will continue to be registered with the Office Directorate of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a party to or signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA)Export Authorization, SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of (1) changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITARITAR or other applicable governmental restrictions, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract, or (2) any change by SELLER that might require LOCKHEED ▇▇▇▇▇▇ to submit an amendment to an existing Export Authorization or request a new or replacement Export Authorization. SELLER shall provide to LOCKHEED ▇▇▇▇▇▇ all information and documentation as may reasonably be required for LOCKHEED ▇▇▇▇▇▇ to prepare and submit any required export license applications. Delays on SELLER's part to submit the relevant information for export licenses shall not constitute an excusable delay under this Contract. (f) SELLER shall include paragraphs (a) through (d) and this paragraph (f) of this clause or equivalent provisions in lower tier subcontracts for the delivery of items that will be included in or delivered as Work to LOCKHEED ▇▇▇▇▇▇. SELLER shall immediately notify LOCKHEED ▇▇▇▇▇▇ upon learning that any lower tier subcontractor with which it engages has become listed on the Restricted Parties List. (g) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' attorney's fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 12 contracts

Sources: Time and Material and Labor Hour Subcontract, Time and Materials Subcontract, General Provisions for Subcontracts/Purchase Orders

Export Control. (a) SELLER agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794U.S.C.2751‐2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774730‐774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier lower‐tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 10 contracts

Sources: Commercial Subcontract/Purchase Order, General Provisions and Far Flowdown Provisions for Subcontracts/Purchase Orders for Commercial Items, Time and Materials Subcontract

Export Control. (a) SELLER agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office Directorate of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 8 contracts

Sources: General Provisions for Subcontracts/Purchase Orders, Subcontract/Purchase Order Agreement, Subcontract/Purchase Order Agreement

Export Control. (a) SELLER a. Seller agrees to that it shall comply with all US laws and regulations applicable to export of products, materials, items and/or technical data, and shall not export or transmit any such products, materials, items, technical data, or the direct product of technical data received from Buyer outside the US or to a Foreign Person unless Seller has obtained in advance all required licenses, Contracts, or other authorizations from the US Government. Exports of technical data include, without limitation, disclosing technical data to a Foreign Person whether in the US or abroad. b. Any documents provided by Battelle may contain technical data whose export is restricted by U.S. law. Violators of export control laws may be subject to severe legal penalties. These documents may not be disseminated outside the United States or the contents disclosed to non-U.S. persons except in accordance with applicable laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; regulation and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for after obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exceptionrequired authorizations. (b) SELLER c. Seller agrees to notify LOCKHEED ▇▇▇▇▇▇ Buyer if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) d. If SELLER Seller is engaged engage in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing furnishings defense services, SELLER Seller represents that it is registered with the Office of Defense Trade Controls, Controls as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) e. Where SELLER Seller is a signatory under a LOCKHEED ▇▇▇▇▇▇ Buyer export license or export agreement Contract (e.g., TAA, MLA), SELLER Seller shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Buyer’s Procurement Representative in the event of changed circumstances includingwhich may include, but are not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLERSeller's performance under this Contract. (f) SELLER f. Seller shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLERSeller, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 5 contracts

Sources: Purchase Order Terms and Conditions, Purchase Order, Purchase Order Agreement

Export Control. (a) SELLER agrees 21.1 Buyer understands that where Supplier’s obligations under the Contract to comply with all applicable U.S. supply any Products or Services are subject to governmental export control laws and regulations, specifically includingthe performance of this Contract and Buyer’s use or export of any Products delivered by Supplier shall be conditional upon the grant of all necessary permits or licences. Buyer shall provide all information and documentation, but including end user certification, not limited in Supplier’s possession which may be used in the necessary applications for permits or licences concerning deliveries to Buyer. Supplier shall be relieved from its obligations to Buyer to supply any Products or Services to the extent that applications for permits or licenses for the same are refused by a relevant governmental authority or where sanctions are introduced. To the fullest extent permitted by law, Buyer shall have no right to claim compensation for damages, loss of business or otherwise arising from such a refusal or Contract termination. 21.2 Buyer shall not, directly or indirectly, sell, provide access to, the requirements of the Arms Export Control Actexport, 22 U.S.C.2751-2794re- export, transfer, divert, loan, lease, consign, tranship (including the International Traffic stop in Arms Regulation (ITARport), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, datatransport, or servicesotherwise dispose of any Supplier’s Product, material, Software (including source code) or technology to, via, or for: (i) any entity known to be headquartered in, or owned or controlled by a national of, any country or region subject to relevant sanctions at any time; (ii) any other individual or entity identified on a denied or restricted party list; or (iii) any activity or end-use restricted by applicable laws without first obtaining all required government authorisations at Buyer’s own expenses. 21.3 Supplier shall have the right, at its option, to include transfer suspend performance under or terminate any Contract if: (i) applicable sanctions are imposed; (ii) the Buyer is designated as or determined to foreign persons employed by be a denied or associated with, restricted party under applicable law; or (iii) where the Supplier’s obligations under contract these Conditions or any Contract to SELLER supply items or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees Services are subject to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by governmental export control laws or and regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any Contract and Buyer’s use or export of its obligations under this clauseany item delivered by Supplier shall be conditional upon the grant of all necessary permits or licences.

Appears in 5 contracts

Sources: Terms and Conditions for Sale and Supply, Terms and Conditions for Sale and Supply of Products and Services, Terms and Conditions for Sale and Supply of Products and Services

Export Control. (a) SELLER agrees to Buyer shall comply with all applicable U.S. and Non-U.S. sanctions and export control laws laws, rules and regulations, including any restrictions on the export, re-export, or transfer outside of the U.S. or to non-U.S. persons, specifically including, including but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and , the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration RegulationsRegulations (“EAR”), 15 C.F.R. 730-774; including , and the requirement for obtaining any export license or agreementForeign Assets Control Regulations, if applicable21 C.F.R. 500-598. Without limiting the foregoing, SELLER agrees that it will Buyer shall not transfer any export controlled item, data, data or services, including transfers to include transfer to foreign persons dual/third country nationals employed by or associated with, or under contract to SELLER Buyer or SELLER's lower-tier Buyer’s suppliers, without the authority of unless authorized in advance by an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., Technical Assistance Agreement (“TAA, ”) or Manufacturing License Agreement (“MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event or applicable export license exemption or exception. Buyer hereby warrants that neither Buyer nor any parent, subsidiary or affiliate of changed circumstances including, but not limited to, ineligibility, a violation or potential violation Buyer is included on any of the ITAR, and restricted party lists maintained by the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expenseGovernment, including attorneys' feesthe Specially Designated Nationals List administered by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”), all expense Denied Parties List, Unverified List or Entity List maintained by the U.S. Commerce Department’s Bureau of litigation Industry and Security (“BIS”) or the List of Statutorily Debarred Parties maintained by the U.S. Statement Department’s Directorate of Defense Trade Controls (“DDTC”). Buyer warrants that it will immediately notify Instron if it becomes subject to any of the foregoing lists or sanctions. Failure of Buyer to comply with any of the above requirements or warranty and/or settlement, and court costs, arising from failure of Buyer to obtain any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any necessary licenses shall relieve Instron of its obligations under this clauseBuyer’s PO, and Buyer shall indemnify and hold Instron harmless from any fines, penalties, or other liability imposed by any government entity related to such failure.

Appears in 4 contracts

Sources: Terms and Conditions of Sale, Terms and Conditions of Sale, Terms and Conditions of Sale

Export Control. (a) SELLER agrees to comply comply, and will ensure that its employees, faculty, graduate assistants, and students comply, with all applicable U.S. export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794U.S.C.2751‐2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774730‐774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated withincluding its employees, faculty, graduate assistants, and students, or others under contract to SELLER or SELLER's lower-tier lower‐tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office Directorate of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 4 contracts

Sources: General Provisions for Commercial Subcontracts/Purchase Orders, General Provisions for Commercial Subcontracts/Purchase Orders, General Provisions and Far Flowdown Provisions for Subcontracts/Purchase Orders

Export Control. (a) SELLER agrees to comply comply, and will ensure that its employees, faculty, graduate assistants, and students comply, with all applicable U.S. export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated withincluding its employees, faculty, graduate assistants, and students, or others under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 4 contracts

Sources: General Provisions and Far Flowdown Provisions for Subcontracts/Purchase Orders, Commercial Subcontract/Purchase Order, General Provisions and Far Flowdown Provisions for Subcontracts/Purchase Orders

Export Control. (a) SELLER agrees to comply with all applicable U.S. United Kingdom export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; Act including the requirement for obtaining any export license licence or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, outside of the United Kingdom, without the authority of an export licenselicence, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's right to export privileges are otherwise any part of the Work or data is denied, suspended or revoked in whole or in part by any U.S. Government United Kingdom, or other relevant, governmental entity or agency. Delays on SELLER's part to submit the relevant paperwork for Export Licences shall not constitute an excusable delay under the Excusable Delay clause of this Contract. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense defence articles or furnishing defense defence services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITARapplicable governmental restrictions and that it is registered as required with the cognizant government export control department or agency for any country having export control authority over any of the Work. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ US Department of State export license licence or export agreement (e.g., TAA, MLA)Technical Assistance Agreement or Manufacturing Licence Agreement, SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITARUS International Traffic in Arms Regulations, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause. (g) If the technical data required to perform this Contract is subject to export control restrictions, SELLER shall comply with the following: (1) the technical data shall be used only to perform the Work required by this Contract, (2) the data shall not be disclosed to any person not authorized for receipt of the data under any applicable export licence or agreement, (3) any rights in the data may not be acquired by any foreign person, (4) SELLER, including lower-tier subcontractors, shall return, or at LOCKHEED ▇▇▇▇▇▇’▇ direction, destroy all of the technical data exported to SELLER pursuant to this Contract upon fulfilment of its terms, (5) unless otherwise directed by LOCKHEED ▇▇▇▇▇▇, SELLER shall deliver the Work only to LOCKHEED ▇▇▇▇▇▇, and (6) SELLER shall include the terms of this paragraph (g) in all lower-tier subcontracts issued under which technical data is provided to a lower-tier subcontractor.

Appears in 3 contracts

Sources: Commercial Subcontract/Purchase Order, Subcontract/Purchase Order Agreement, Commercial Subcontract/Purchase Order

Export Control. (a) SELLER agrees to comply with all applicable U.S. United Kingdom export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; Act including the requirement for obtaining any export license licence or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier lower‐tier suppliers, outside of the United Kingdom, without the authority of an export licenselicence, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's right to export privileges are otherwise any part of the Work or data is denied, suspended or revoked in whole or in part by any U.S. Government United Kingdom, or other relevant, governmental entity or agency. Delays on SELLER's part to submit the relevant paperwork for Export Licences shall not constitute an excusable delay under the Excusable Delay clause of this Contract. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense defence articles or furnishing defense defence services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITARapplicable governmental restrictions and that it is registered as required with the cognizant government export control department or agency for any country having export control authority over any of the Work. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ US Department of State export license licence or export agreement (e.g., TAA, MLA)Technical Assistance Agreement or Manufacturing Licence Agreement, SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITARUS International Traffic in Arms Regulations, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause. (g) If the technical data required to perform this Contract is subject to export control restrictions, SELLER shall comply with the following: (1) the technical data shall be used only to perform the Work required by this Contract, (2) the data shall not be disclosed to any person not authorized for receipt of the data under any applicable export licence or agreement, (3) any rights in the data may not be acquired by any foreign person, (4) SELLER, including lower‐tier subcontractors, shall return, or at LOCKHEED ▇▇▇▇▇▇’▇ direction, destroy all of the technical data exported to SELLER pursuant to this Contract upon fulfilment of its terms, (5) unless otherwise directed by LOCKHEED ▇▇▇▇▇▇, SELLER shall deliver the Work only to LOCKHEED ▇▇▇▇▇▇, and (6) SELLER shall include the terms of this paragraph (g) in all lower‐tier subcontracts issued under which technical data is provided to a lower‐tier subcontractor.

Appears in 3 contracts

Sources: Subcontract/Purchase Order Agreement, Commercial Subcontract/Purchase Order, Commercial Subcontract/Purchase Order

Export Control. (a) SELLER agrees to comply comply, and will ensure that its employees, faculty, graduate assistants, and students comply, with all applicable U.S. export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794U.S.C.2751‐2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774730‐774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated withincluding its employees, faculty, graduate assistants, and students, or others under contract to SELLER or SELLER's lower-tier lower‐tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 2 contracts

Sources: Commercial Subcontract/Purchase Order, General Provisions and Far Flowdown Provisions for Subcontracts/Purchase Orders

Export Control. (a) SELLER Consultant agrees to comply with all applicable U.S. export control laws and regulationsExport Control Laws And Regulations, specifically including, including but not limited to, the requirements of the The Arms Export Control Act, 22 U.S.C.2751U.S.C. 2751-2794, including the International Traffic in In Arms Regulation (ITAR), 22 C.F.R. 120 et seqEt Seq.; and the The Export Administration Act, 50 U.S.C. appApp. 2401-2420, including the The Export Administration Regulations, 15 C.F.R. 730-774; , including the requirement for obtaining any export license or agreement, if applicable, Anti-Boycott laws, and the Department of Treasury Office of Foreign Assets Control (OFAC) regulations. Without limiting the foregoing, SELLER Consultant agrees that it he/she will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER Consultant or SELLERConsultant's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER Consultant shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative RTI if SELLER Consultant is, or becomes, becomes listed in any Denied denied Parties List list or if SELLERConsultant's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agencyEntity Or Agency. (dc) If SELLER Consultant is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER Consultant represents that it he/she is registered with the The Office of Of Defense Trade Controls, as required by the ITAR, and it he/she maintains an effective export/import compliance program in accordance with the ITAR. (ed) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER Consultant shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' attorney’s fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLERConsultant, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clauseArticle. (e) If Consultant is to make shipment where RTI will be the importer or exporter of record, before departure of the cargo, Consultant must furnish RTI’s Logistics Management Office [▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, tel. ▇▇▇-▇▇▇-▇▇▇▇] copies of all export documentation including certificates, inspections and permits to allow for final checking and approval of the documents, as well as for RTI records retention in the event of audit.

Appears in 2 contracts

Sources: Consulting Services Contract, Consulting Services Contract

Export Control. (a) SELLER Consultant agrees to comply with all applicable U.S. export control laws and regulationsExport Control Laws And Regulations, specifically including, including but not limited to, the requirements of the The Arms Export Control Act, 22 U.S.C.2751U.S.C. 2751-2794, including the International Traffic in In Arms Regulation (ITAR), 22 C.F.R. 120 et seqEt Seq.; and the The Export Administration Act, 50 U.S.C. appApp. 2401-2420, including the The Export Administration Regulations, 15 C.F.R. 730-774; , including the requirement for obtaining any export license or agreement, if applicable, Anti- Boycott laws, and the Department of Treasury Office of Foreign Assets Control (OFAC) regulations. Without limiting the foregoing, SELLER Consultant agrees that it he/she will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER Consultant or SELLERConsultant's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER Consultant shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative RTI if SELLER Consultant is, or becomes, becomes listed in any Denied denied Parties List list or if SELLERConsultant's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agencyEntity Or Agency. (dc) If SELLER Consultant is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER Consultant represents that it he/she is registered with the The Office of Of Defense Trade Controls, as required by the ITAR, and it he/she maintains an effective export/import compliance program in accordance with the ITAR. (ed) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER Consultant shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' attorney’s fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLERConsultant, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clauseArticle. (e) If Consultant is to make shipment where RTI will be the importer or exporter of record, before departure of the cargo, Consultant must furnish RTI’s Logistics Management Office [▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, tel. ▇▇▇-▇▇▇-▇▇▇▇] copies of all export documentation including certificates, inspections and permits to allow for final checking and approval of the documents, as well as for RTI records retention in the event of audit.

Appears in 2 contracts

Sources: Consulting Services Contract, Master Consulting Services Contract

Export Control. The following requirements apply in addition to the Trade Control Compliance article of the General Provisions: (a) SELLER Seller agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including Control Reform Act of 2018; the Export Administration Regulations, 15 C.F.R. 730-774; and the Foreign Assets Control Regulations, 31. C.F.R. 500-598 (collectively, “Trade Control Laws”) including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoingforegoing except as specifically authorized by prior written approval of the U.S. Department of State, SELLER agrees that it Boeing will not transfer any export controlled itemthe hardware, data, or services, and/or services which are subject to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exceptionthis order. (b) SELLER Seller agrees to notify LOCKHEED ▇▇▇▇▇▇ Buyer if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER Seller shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Buyer’s Authorized Procurement Representative Agent if SELLER Seller is, or becomes, listed in any Denied Parties List or if SELLER's Seller’s export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER Seller is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER Seller represents that it is registered with the Office Directorate of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER Seller is a signatory under a LOCKHEED ▇▇▇▇▇▇ Buyer or Buyer’s Customer export license or export agreement (e.g., TAA, MLA), SELLER Seller shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Buyer’s Authorized Procurement Representative Agent in the event of (1) changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect Seller’s performance under this Contract, or (2) any change by Seller that might require Buyer or Buyer’s Customer to submit an amendment to an existing Export Authorization or request a new or replacement Export Authorization. Seller shall provide to Buyer all information and documentation as may reasonably be required for Buyer or Buyer’s Customer to prepare and submit any required export license applications. Delays on Seller’s part to submit the SELLER's performance relevant information for export license shall not constitute an excusable delay under this Contract. (f) SELLER Seller shall include equivalent provisions in lower-tier subcontracts for the delivery of items that will be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from included in or delivered to Buyer. Seller shall immediately notify Buyer upon learning that any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at lower-tier subcontractor with which it engages has become listed in any tier, in the performance of any of its obligations under this clauseDenied Parties List.

Appears in 2 contracts

Sources: Usg Subcontract, Customer Contract Requirements

Export Control. (a) SELLER agrees to comply with all applicable U.S. export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's ’s lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's ’s export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's ’s performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 1 contract

Sources: Letter Contract

Export Control. The following requirements apply in addition to the Trade Control Compliance article of the General Provisions: (a) SELLER Seller agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including to the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including Control Reform Act of 2018; the Export Administration Regulations, 15 C.F.R. 730-774; and the Foreign Assets Control Regulations, 31 C.F.R. 500-598 (collectively, "Trade Control Laws") including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoingforegoing except as specifically authorized by prior written approval of the US Department of State, SELLER agrees that it Seller will not transfer any export controlled itemthe hardware, data, or services, and/or services which are subject to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exceptionthis Contract. (b) SELLER Seller agrees to notify LOCKHEED ▇▇▇▇▇▇ Buyer if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER Seller shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative Buyer if SELLER Seller is, or becomes, listed in any Denied Parties List or if SELLERSeller's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. an US Government entity or agency. (d) If SELLER Seller is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER Seller represents that it is registered with the Office Directorate of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/export/ import compliance program in accordance with the ITAR. (e) Where SELLER Seller is a party to or signatory under a LOCKHEED ▇▇▇▇▇▇ export license Buyer or Buyer's Customer export agreement (e.g., TAA, MLA), SELLER Seller shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Buyer’s Procurement Representative in the event of (1) changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect Seller’s performance under this Contract, or (2) any change by Seller that might require Buyer to submit an amendment to an existing Export Authorization or request a new or replacement Export Authorization. Seller shall provide to Buyer all information and documentation as may reasonably be required for Buyer to prepare and submit any required export license applications. Delays on Seller’s part to submit the SELLER's performance relevant information for export licenses shall not constitute an excusable delay under this Contract. (f) SELLER Seller hall include equivalent provisions in lower tier subcontracts for the delivery of items that will be included in or delivered as work to Buyer. Seller shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from immediately notify Buyer upon learning that any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in lower tier subcontractor with which it engages has become listed on the performance of any of its obligations under this clauseRestricted Parties List.

Appears in 1 contract

Sources: Customer Contract Requirements

Export Control. (a) SELLER a. Seller agrees to comply with all applicable U.S. export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751U.S.C. 2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER Seller agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER Seller or SELLER's Seller’s lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) . If SELLER Seller is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER Seller represents that (i) it is registered with the Office of Defense Trade Controls, as required by the ITAR, and (ii) it maintains an effective export/import compliance program in accordance with the ITAR. Employees of Seller who perform work on Aerojet premises will have access to information that is subject to U.S. export control laws and regulations and must be citizens or lawful permanent residents of the United States. Upon request of Aerojet, Seller shall provide proof of citizenship, lawful permanent residence or other status as a U.S. Person for each employee who will perform work on Aerojet premises. (e) b. Seller agrees to notify Aerojet if any deliverable under this Contract is restricted by export control laws or regulations. Seller shall immediately notify the Aerojet Buyer if Seller is, or becomes, listed in any Denied Parties List or if Seller’s export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. Where SELLER Seller is a signatory under a LOCKHEED ▇▇▇▇▇▇ Aerojet export license or export agreement (e.g., TAATechnical Assistance Agreement, MLAManufacturing License Agreement), SELLER Seller shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative Aerojet Buyer in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's Seller’s performance under this Contract. (f) SELLER c. Seller shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expenseexpenses, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLERSeller, its officers, employees, agents, suppliers, suppliers or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 1 contract

Sources: Purchase Order

Export Control. (a) SELLER agrees to comply with all applicable U.S. & UK export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ Bomic Ltd if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Bomic Ltd Procurement Representative if SELLER is, or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. U.S.or UK Government entity or agency. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense defence articles or furnishing defense defence services, SELLER represents that it is registered with the Office Directorate of Defense Defence Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ Bomic Ltd export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Bomic Ltd Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. or UK Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' legal fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 1 contract

Sources: Subcontract/Purchase Order Agreement

Export Control. ‌‌ (a) SELLER agrees to Seller shall comply with all applicable U.S. export control and economic sanctions laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including of: (i) the International Traffic in Arms Regulation Regulations (ITAR), ”) (22 C.F.R. 120 et seq.§ 120-130) as amended; and (ii) the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, Regulations (“EAR”) (15 C.F.R. § 730-774) as amended; including (iii) the requirement for obtaining Office of Foreign Assets Control Regulations (31 C.F.R. § 501-599) as amended; and (iv) Department of Defense Directive 5230.25, Withholding of Unclassified Technical Data from Public Disclosure (collectively, the “Export Control Laws”). Seller’s responsibility to comply with all applicable Export Control Laws exists independent of, and is not established or limited by, this provision. (b) Seller shall not export, re-export, transfer, disclose, or otherwise make accessible any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export export-controlled item, data, or services, to include transfer to foreign persons employed by or associated withsoftware, or under contract to SELLER hardware, or SELLER's lower-tier suppliers, perform any associated defense service without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulationsexception in accordance with applicable Export Control Laws. (c) SELLER Seller shall notify Buyer if any Work to be delivered under this Subcontract is restricted by any applicable Export Control Laws. Before providing Buyer any such deliverable, Seller shall notify Buyer in writing of the correct export jurisdiction and classification of the controlled technical data and/or hardware (i.e., whether the deliverable is subject to the ITAR or EAR) and shall notify Buyer in writing of any changes to the export jurisdiction or classification of the controlled technical data and/or hardware. Seller represents that an official authorized to bind Seller has determined that Seller, or the designer, manufacturer, supplier, or other source has properly determined the export jurisdiction and classification of the controlled item, data, or service. (d) Seller represents that neither Seller, nor any parent, subsidiary, or affiliate of Seller, is listed in any of the restricted or excluded party lists maintained by the Government, including, but not limited to, the Specially Designated Nationals List maintained by the U.S. Department of the Treasury; the Denied Persons List, Entity List, and Unverified List maintained by the U.S. Department of Commerce; the List of Statutorily Debarred Parties maintained by the U.S. State Department; or the consolidated list of asset freeze targets designated by the United Nations, European Union, or United Kingdom (collectively, the “Restricted or Excluded Party Lists”). Seller shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER isBuyer if: (i) Seller, or becomesany parent, subsidiary, or affiliate of Seller, becomes listed in any Denied Parties List of the Restricted or if SELLER's Excluded Party Lists; (ii) Seller becomes substantially owned (25% or more) by any party on the Restricted or Excluded Party Lists; (iii) Seller engages in substantial business in country/regions subject to a comprehensive sanctions regime; (iv) Seller’s export privileges are otherwise denied, suspended suspended, or revoked in whole or in part by any U.S. Government or non-U.S. government entity or agency.; or (v) Seller is or becomes involved in any violation or potential violation of an applicable Export Control Law that could affect Seller’s performance of this Subcontract.‌ (de) If SELLER Seller is engaged in the business of either exporting or exporting, manufacturing (whether exporting or not) defense articles ), or furnishing defense servicesarticles, SELLER data, or service subject to the ITAR, Seller represents that it is registered with the Office U.S. Department of State, Directorate of Defense Trade Controls, as required by the ITAR, and maintains an effective ITAR compliance program. If Seller is engaged in the business of exporting, manufacturing (whether exporting or not), or furnishing articles or technology subject to the EAR, Seller represents that it maintains an effective export/import EAR compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED program. Upon ▇▇▇▇▇▇ export license or export agreement (e.g.’s request, TAA, MLA), SELLER Seller shall promptly provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event Buyer with copies of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, policy and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contractprocedure documentation evidencing Seller’s effective trade compliance program. (f) SELLER Seller shall be responsible for indemnify and hold Buyer harmless from and against any and all penalties, fines, losses, costs, claims, causes of action, damages, liabilities liabilities, and expenseexpenses, including including, but not limited to, attorneys' fees, all expense expenses of litigation and/or settlement, and court costs, costs arising from any act or omission failure of SELLERSeller, including its officerslower-tier subcontractors, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under to comply with this clause.

Appears in 1 contract

Sources: Terms and Conditions

Export Control. (a) SELLER agrees to comply with all applicable U.S. United Kingdom export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; Act including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER or SELLER's lower-tier suppliers, outside of the United Kingdom, without the authority of an export license, agreement, or applicable exemption or exceptionexport. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER is, SELLER’s right to export any part of the Work or becomes, listed in any Denied Parties List or if SELLER's export privileges are otherwise data is denied, suspended or revoked in whole or in part by any U.S. Government United Kingdom, or other relevant, governmental entity or agency. Delays on the SELLER’s part to submit the relevant paperwork for Export Licences shall not constitute an excusable delay under the Excusable Delay clause of this Contract. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office United Kingdom Department of Defense Trade ControlsBusiness Enterprise and Regulatory Reform, as required by or the ITARcognizant department or agency for any other country having export control authority over any of the Work, and that it maintains an effective export/import compliance program in accordance with the ITARapplicable governmental restrictions. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ US Department of State export license or export agreement (e.g., TAA, MLA)Technical Assistance Agreement or Manufacturing License Agreement , SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITARUS International Traffic in Arms Regulations, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause. (g) If the technical data required to perform this Contract is subject to export control restrictions, SELLER shall comply with the following: (1) The technical data shall be used only to perform the Work required by this Contract, (2) the data shall not be disclosed to any person not authorized for receipt of the data under any applicable export license or agreement, (3) any rights in the data may not be acquired by any foreign person, (4) SELLER, including lower-tier subcontractors, shall return, or at LOCKHEED ▇▇▇▇▇▇’▇ direction, destroy all of the technical data exported to SELLER pursuant to this Contract upon fulfillment of its terms, (5) unless otherwise directed by LOCKHEED ▇▇▇▇▇▇, SELLER shall deliver the Work only to LOCKHEED ▇▇▇▇▇▇, and (6) SELLER shall include the terms of this paragraph (g) in all lower-tier subcontracts issued under which technical data is provided to a lower-tier subcontractor.

Appears in 1 contract

Sources: Commercial Subcontract/Purchase Order

Export Control. (a) SELLER agrees to Seller shall comply with all applicable U.S. export control and economic sanctions laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including of: (i) the International Traffic in Arms Regulation Regulations (ITAR), ”) (22 C.F.R. 120 et seq.§ 120-130) as amended; and (ii) the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, Regulations (“EAR”) (15 C.F.R. § 730-774) as amended; including (iii) the requirement for obtaining Office of Foreign Assets Control Regulations (31 C.F.R. (b) Seller shall not export, re-export, transfer, disclose, or otherwise make accessible any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export export- controlled item, data, or services, to include transfer to foreign persons employed by or associated withsoftware, or under contract to SELLER hardware, or SELLER's lower-tier suppliers, perform any associated defense service without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulationsexception in accordance with applicable Export Control Laws. (c) SELLER Seller shall notify Buyer if any Work to be delivered under this Subcontract is restricted by any applicable Export Control Laws. Before providing Buyer any such deliverable, Seller shall notify Buyer in writing of the correct export jurisdiction and classification of the controlled technical data and/or hardware (i.e., whether the deliverable is subject to the ITAR or EAR) and shall notify Buyer in writing of any changes to the export jurisdiction or classification of the controlled technical data and/or hardware. Seller represents that an official authorized to bind Seller has determined that Seller, or the designer, manufacturer, supplier, or other source has properly determined the export jurisdiction and classification of the controlled item, data, or service. (d) Seller represents that neither Seller, nor any parent, subsidiary, or affiliate of Seller, is listed in any of the restricted or excluded party lists maintained by the Government, including, but not limited to, the Specially Designated Nationals List maintained by the U.S. Department of the Treasury; the Denied Persons List, Entity List, and Unverified List maintained by the U.S. Department of Commerce; the List of Statutorily Debarred Parties maintained by the U.S. State Department; or the consolidated list of asset freeze targets designated by the United Nations, European Union, or United Kingdom (collectively, the “Restricted or Excluded Party Lists”). Seller shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER isBuyer if: (i) Seller, or becomesany parent, subsidiary, or affiliate of Seller, becomes listed in any Denied Parties List of the Restricted or if SELLER's Excluded Party Lists; (ii) Seller becomes substantially owned (25% or more) by any party on the Restricted or Excluded Party Lists; (iii) Seller engages in substantial business in country/regions subject to a comprehensive sanctions regime; (iv) Seller’s export privileges are otherwise denied, suspended suspended, or revoked in whole or in part by any U.S. Government or non-U.S. government entity or agency; or (v) Seller is or becomes involved in any violation or potential violation of an applicable Export Control Law that could affect Seller’s performance of this Subcontract. (de) If SELLER Seller is engaged in the business of either exporting or exporting, manufacturing (whether exporting or not) defense articles ), or furnishing defense servicesarticles, SELLER data, or service subject to the ITAR, Seller represents that it is registered with the Office U.S. Department of State, Directorate of Defense Trade Controls, as required by the ITAR, and maintains an effective ITAR compliance program. If Seller is engaged in the business of exporting, manufacturing (whether exporting or not), or furnishing articles or technology subject to the EAR, Seller represents that it maintains an effective export/import EAR compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED program. Upon ▇▇▇▇▇▇ export license or export agreement (e.g.’s request, TAA, MLA), SELLER Seller shall promptly provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event Buyer with copies of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, policy and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contractprocedure documentation evidencing Seller’s effective trade compliance program. (f) SELLER Seller shall be responsible for indemnify and hold Buyer harmless from and against any and all penalties, fines, losses, costs, claims, causes of action, damages, liabilities liabilities, and expenseexpenses, including including, but not limited to, attorneys' fees, all expense expenses of litigation and/or settlement, and court costs, costs arising from any act or omission failure of SELLERSeller, including its officerslower-tier subcontractors, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under to comply with this clause.

Appears in 1 contract

Sources: Terms and Conditions

Export Control. (a) SELLER A. Seller agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751U.S.C. 2751-2794, including the International Traffic in Arms Regulation (ITAR), 22 C.F.R. 120 et seq.; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER Seller agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract to SELLER Seller or SELLERSeller's lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception., (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulations. (c) SELLER B. Seller shall immediately notify the LOCKHEED ▇▇▇▇▇▇ Procurement Representative PCI procurement representative if SELLER Seller is, or becomes, listed in any Denied Parties List list or if SELLERSeller's export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agency. (d) C. If SELLER Seller is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER Seller represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) D. Where SELLER Seller is a signatory Signatory under a LOCKHEED ▇▇▇▇▇▇ PCI export license or export agreement (e.g., TAA, MLA), SELLER Seller shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative PCI procurement representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLERSeller's performance under this Contractcontract. (f) SELLER E. Seller shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, . all expense expenses of litigation and/or settlement, and court costs, arising from any act or omission of SELLERSeller, its officers, employees, agents, suppliers, suppliers or subcontractors at any tier, in the performance of any of its obligations under this clause.

Appears in 1 contract

Sources: Purchase Order

Export Control. (a) SELLER Seller agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751U.S.C. 2751-2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration RegulationsRegulations (EAR), 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER Seller agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract Contract to SELLER Seller or SELLER's Seller’s lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER Information furnished to Seller under this Purchase Order may contain Technical data as defined in ITAR at 22 (c) Seller agrees to notify LOCKHEED ▇▇▇▇▇▇ Buyer if any deliverable under this Contract Purchase Order is restricted by export control laws or regulations. (c) SELLER , particularly if those items are controlled by the ITAR. Seller shall immediately notify the LOCKHEED ▇inform ▇▇▇▇▇ Procurement Representative of each part number which is controlled in writing upon delivery. Supplier shall inform ▇▇▇▇▇ in writing if SELLER isSeller becomes listed on any Excluded or Denied Party List of an agency of the U.S. Government, or becomes, listed in any Denied Parties List or if SELLER's Seller’s export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agencyrevoked. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER Seller shall be responsible for all losses, costs, claims, causes of actionactions, damages, liabilities and expense, including attorneys' attorney’s fees, all expense expenses of litigation and/or settlement, and court costs, arising from any act or omission of SELLERSeller, its officers, employees, agentsargents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause. (e) Buyer may be required to obtain information concerning citizenship or export status of Seller’s personnel. Seller agrees to provide such information as necessary and certify the information to be true and correct.

Appears in 1 contract

Sources: Purchase Order Agreement

Export Control. (a) SELLER Seller agrees to comply with all applicable U.S. export control laws and regulations, specifically including, including but not limited to, to the requirements of the Arms Export Control Act, 22 U.S.C.2751U.S.C. 2751-2794, including the International Traffic in Arms Regulation Regulations (ITAR), 22 C.F.R. 120 et seq.; , and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration RegulationsRegulations (EAR), 15 C.F.R. 730-774; including the requirement for obtaining any export license or agreement, if applicable. Without limiting the foregoing, SELLER Seller agrees that it will not transfer any export controlled item, data, or services, to include transfer to foreign persons employed by or associated with, or under contract Contract to SELLER Seller or SELLER's Seller’s lower-tier suppliers, without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER Information furnished to Seller under this Purchase Order may contain Technical data as defined in ITAR at 22 (c) Seller agrees to notify LOCKHEED ▇▇▇▇▇▇ Buyer if any deliverable under this Contract Purchase Order is restricted by export control laws or regulations. (c) SELLER , particularly if those items are controlled by the ITAR. Seller shall immediately notify inform Buyer of each part number which is controlled in writing upon delivery. Supplier shall inform Buyer in writing if Seller becomes listed on any Excluded or Denied Party List of an agency of the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER isU.S. Government, or becomes, listed in any Denied Parties List or if SELLER's Seller’s export privileges are otherwise denied, suspended or revoked in whole or in part by any U.S. Government entity or agencyrevoked. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER represents that it is registered with the Office of Defense Trade Controls, as required by the ITAR, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER Seller shall be responsible for all losses, costs, claims, causes of actionactions, damages, liabilities and expense, including attorneys' attorney’s fees, all expense expenses of litigation and/or settlement, and court costs, arising from any act or omission of SELLERSeller, its officers, employees, agentsargents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause. (e) Buyer may be required to obtain information concerning citizenship or export status of Seller’s personnel. Seller agrees to provide such information as necessary and certify the information to be true and correct.

Appears in 1 contract

Sources: Purchase Order Agreement

Export Control. ‌‌ (a) SELLER agrees to Seller shall comply with all applicable U.S. export control and economic sanctions laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C.2751-2794, including of: (i) the International Traffic in Arms Regulation Regulations (ITAR), ”) (22 C.F.R. 120 et seq.§ 120-130) as amended; and (ii) the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, Regulations (“EAR”) (15 C.F.R. § 730-774) as amended; including (iii) the requirement for obtaining Office of Foreign Assets Control Regulations (31 C.F.R. § 501-599) as amended; and (iv) Department of Defense Directive 5230.25, Withholding of Unclassified Technical Data from Public Disclosure (collectively, the “Export Control Laws”). Seller’s responsibility to comply with all applicable Export Control Laws exists independent of, and is not established or limited by, this provision. (b) Seller shall not export, re-export, transfer, disclose, or otherwise make accessible any export license or agreement, if applicable. Without limiting the foregoing, SELLER agrees that it will not transfer any export export-controlled item, data, or services, to include transfer to foreign persons employed by or associated withsoftware, or under contract to SELLER hardware, or SELLER's lower-tier suppliers, perform any associated defense service without the authority of an export license, agreement, or applicable exemption or exception. (b) SELLER agrees to notify LOCKHEED ▇▇▇▇▇▇ if any deliverable under this Contract is restricted by export control laws or regulationsexception in accordance with applicable Export Control Laws. (c) SELLER Seller shall immediately notify Buyer if any Work to be delivered under this Subcontract is restricted by any applicable Export Control Laws. Before providing Buyer any such deliverable, Seller shall notify Buyer in writing of the LOCKHEED ▇▇▇▇▇▇ Procurement Representative if SELLER iscorrect export jurisdiction and classification of the controlled technical data and/or hardware (i.e., whether the deliverable is subject to the ITAR or EAR) and shall notify Buyer in writing of any changes to the export jurisdiction or classification of the controlled technical data and/or hardware. Seller represents that an official authorized to bind Seller has determined that Seller, or becomesthe designer, listed in any Denied Parties List manufacturer, supplier, or if SELLER's other source has properly determined the export privileges are otherwise deniedjurisdiction and classification of the controlled item, suspended data, or revoked in whole or in part by any U.S. Government entity or agencyservice. (d) If SELLER is engaged in the business of either exporting or manufacturing (whether exporting or not) defense articles or furnishing defense services, SELLER Seller represents that it neither Seller, nor any parent, subsidiary, or affiliate of Seller, is registered with listed in any of the Office of Defense Trade Controls, as required restricted or excluded party lists maintained by the ITARGovernment, and it maintains an effective export/import compliance program in accordance with the ITAR. (e) Where SELLER is a signatory under a LOCKHEED ▇▇▇▇▇▇ export license or export agreement (e.g., TAA, MLA), SELLER shall provide prompt notification to the LOCKHEED ▇▇▇▇▇▇ Procurement Representative in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the SELLER's performance under this Contract. (f) SELLER shall be responsible for all losses, costs, claims, causes of action, damages, liabilities and expense, including attorneys' fees, all expense of litigation and/or settlement, and court costs, arising from any act or omission of SELLER, its officers, employees, agents, suppliers, or subcontractors at any tier, in the performance of any of its obligations under this clause.Specially Designated Nationals List maintained by the

Appears in 1 contract

Sources: Terms and Conditions