Common use of Absence of Sensitive Payments Clause in Contracts

Absence of Sensitive Payments. Neither Company, any Subsidiary, nor, to the knowledge of Company, any of Company's or any Subsidiary's directors, officers, agents, stockholders or employees, on behalf of Company or any Subsidiary: (a) has made or has agreed to make any contributions, payments or gifts of funds or property to any governmental official, employee or agent where either the payment or the purpose of such contribution, payment or gift was or is illegal under the laws of the United States, any state thereof, or any other jurisdiction (foreign or domestic); (b) has established or maintained any unrecorded fund or asset for any purpose, or has made any false or artificial entries on any of its books or records for any reason; or (c) has made or has agreed to make any contribution or expenditure, or has reimbursed any political gift or contribution or expenditure made by any other person to candidates for public office, whether Federal, state or local (foreign or domestic) where such contributions were a violation of applicable law.

Appears in 2 contracts

Samples: Merger Agreement (Lernout & Hauspie Speech Products Nv), Agreement and Plan of Merger (Lernout & Hauspie Speech Products Nv)

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Absence of Sensitive Payments. Neither the Company, any Subsidiary, ----------------------------- nor, to the knowledge of the Company, any of the Company's or any Subsidiary's directors, officers, agents, stockholders or employees, on behalf of the Company or any Subsidiary: (a) has made or has agreed to make any contributions, payments or gifts of funds or property to any governmental official, employee or agent where either the payment or the purpose of such contribution, payment or gift was or is illegal under the laws of the United States, any state thereof, or any other jurisdiction (foreign or domestic); (b) has established or maintained any unrecorded fund or asset for any purpose, or has made any false or artificial entries on any of its books or records for any reason; or (c) has made or has agreed to make any contribution or expenditure, or has reimbursed any political gift or contribution or expenditure made by any other person to candidates for public office, whether Federal, state or local (foreign or domestic) where such contributions were a violation of applicable law.

Appears in 1 contract

Samples: Merger Agreement (Lernout & Hauspie Speech Products Nv)

Absence of Sensitive Payments. Neither Company, any Subsidiary, the Securityholders nor, to the knowledge of the Securityholders and Company, any of Company's or any Subsidiary's the directors, officers, agentsor stockholders of the Company, stockholders its subsidiaries or employees, on behalf of Company or any Subsidiaryaffiliates: (a) has made or has agreed to make any contributions, payments or gifts of funds or property to any governmental official, employee or agent where either the payment or the purpose of such contribution, payment or gift was or is illegal under the laws of the United States, any state thereof, or any other jurisdiction (foreign or domestic); (b) has established or maintained any unrecorded fund or asset for any purpose, or has made any false or artificial entries on any of its books or records for any reason; or (c) has made or has agreed to make any contribution or expenditure, or has reimbursed any political gift or contribution or expenditure made by any other person to candidates for public office, whether Federalfederal, state or local (foreign local(foreign or domestic) where such contributions were or would be a violation of applicable law.

Appears in 1 contract

Samples: Merger Agreement (Arguss Holdings Inc)

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Absence of Sensitive Payments. Neither CompanySeller, any Subsidiary, nor, nor to the knowledge of Companythe Sellers, any of Company's or any Subsidiary's the Sellers' directors, officers, agents, stockholders or employees, on behalf of Company or any Subsidiarya Seller: (a) has made or has agreed to make any contributions, payments or gifts of funds or property to any governmental official, employee or agent where either the payment or the purpose of such contribution, payment or gift was or is illegal under the laws of the United States, any state thereof, or any other jurisdiction (foreign or domestic); (b) has established or maintained for any purpose any unrecorded fund or asset for any purposerelating to or concerning the Business, or has made any false or artificial entries on any of its the books or records of the Business for any reason; or (c) has made or has agreed to make any contribution or expenditure, or has reimbursed any political gift or contribution or expenditure made by any other person to candidates for public office, whether Federalfederal, state or local (foreign or domestic) where such contributions were or would be a violation of applicable law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fonix Corp)

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