Anti-Bribery & Corruption. The parties shall, and shall ensure that any Affiliates or persons engaged by or associated with either party in relation to this Agreement - including but not limited to directors, employees, contractors, subsidiaries, consultants, advisors, distributors and agents) shall, comply with all applicable laws, statutes, regulations, decrees and/or official government orders and codes relating to anti-bribery and anti-corruption including but not limited to the UK Bribery Act 2010 and the US Foreign and Corrupt Practices Act (“Acts”). The parties each undertake that no payments or transfers of anything of value which have the purpose or effect of public or commercial bribery, money laundering, extortion or other unlawful or improper means of obtaining or retaining business or business advantage shall be made, offered, given, authorised or promised to any person or entity (including, for the avoidance of doubt, any government official; any political party or official thereof; any candidate for political office; or any other person, individual or entity at the suggestion, request or direction of or for the benefit of any of the above-described persons and entities) by it or any of its affiliates or persons engaged by or associated with it as listed above. Each party undertakes that it: (a) will not do, or omit to do, any act that will cause or lead the other party to be in breach of either or both paragraphs above; (b) will notify the other party promptly of any request or demand for any improper financial or other advantage of any kind received from any person in connection with the performance of this Agreement; (c) (if requested), will assist the other party and any of its affiliates in complying with its obligations under the Acts and understands that any breach of this clause will amount to a material breach of this Agreement; (d) indemnifies the other party against any losses, liabilities, damages, fines, costs (including legal fees) and expenses incurred by, or awarded against, such other party as a result of any breach by a party of this clause.
Anti-Bribery & Corruption. Customer will not: (a) make any unlawful payments to any government official or employee; (b) make any unlawful payment to any person or unlawfully provide anything of value (whether as property, services, or in any other form) to any person for the purpose of obtaining an improper business advantage; or (c) agree, commit, or otherwise offer to undertake any of the foregoing actions in connection with this Agreement or any related activities.
Anti-Bribery & Corruption. Both parties agree to comply with all laws, statutes, regulations and codes applicable to them in their home jurisdiction relating to anti-bribery and anti-corruption.
Anti-Bribery & Corruption. Neither party has received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from an employee or agent of the other party in connection with this SaaS Agreement. If either party learns of any violation of the foregoing restriction, such party will use reasonable efforts to promptly notify the other party.
Anti-Bribery & Corruption. 25.1 The Buyer is committed to operating in a manner consistent with the laws of the jurisdictions in which it operates, including all laws relating to bribery and corruption.
25.2 The Supplier undertakes to act in accordance with the principles set out in the Buyer’s anti- bribery policy (Policy), a copy of which is available on the Buyer’s website.
25.3 If the Buyer believes, acting reasonably, that the Supplier is acting or has acted in a manner which is inconsistent with the Policy, the Buyer may terminate this Purchase Order (without prejudice to any other rights) immediately by notice in writing to the Supplier and clauses 12.3 to 12.6 apply.
25.4 If the Supplier believes, acting reasonably, that the Buyer is acting or has acted in a manner which is inconsistent with the Policy, the Supplier must report the breach or suspected breach to the Buyer’s General Counsel.
Anti-Bribery & Corruption. Each party represents and warrants to the other that it (and any party acting on its behalf) has not, in order to enter into this agreement, offered, promised, authorized or made any payments or transfers of anything of value which have the purpose or effect of public or commercial bribery, kickbacks or other unlawful or improper means of doing business (“Prohibited Activity”) and will not engage in Prohibited Activity during the term of this agreement. In the event of any violation of this section, the non-offending party shall be entitled to immediately terminate this agreement and take such other actions as are permitted or required to be taken under law or in equity.
Anti-Bribery & Corruption. 13.1 Each Party undertakes that it shall not, directly or indirectly pay, offer, give or promise to pay or authorise the payment of any monies or other items of value to:
a) an official or employee of a government department, agency or instrumentality, state-owned or controlled enterprise or public international organisation;
b) any other person at the suggestion, request or direction or for the benefit of any of the above-described persons, if any such payment, offer, act or authorisation is for purposes of influencing official actions or decisions or securing any improper advantage in order to obtain or retain business, or engaging in acts or transactions otherwise in violation of the Anti-Bribery Legislation.
13.2 Each Party shall maintain in place throughout the term of this Agreement its own policies and procedures to ensure compliance with the Anti-Bribery Legislation and will enforce them where appropriate.
13.3 The Sponsor undertakes that neither the Sponsor nor any of its directors, officers, employees or Affiliates nor, so far as the Sponsor is aware, any agents or other persons acting on behalf of any of the foregoing, directly or indirectly, has:
a) violated or is in violation of any applicable Anti-Bribery Legislation;
b) made, offered to make, promised to make or authorized the payment or giving of, directly or indirectly, any bribe, rebate, payoff, influence payment, kickback or other payment or gift of money or anything of value (including meals or entertainment) to any officer, employee or ceremonial office holder of any government or instrumentality thereof, any political party or supra-national organization (such as the United Nations), any political candidate, any royal family member or any other person who is connected or associated personally with any of the foregoing that is prohibited under any applicable law or regulation or otherwise for the purpose of influencing any act or decision of such payee in their official capacity, inducing such payee to do or omit to do any act in violation of their lawful duty, securing any improper advantage or inducing such payee to use their influence with a government or instrumentality thereof to affect or influence any act or decision of such government or instrumentality (“Prohibited Payments”); or
c) been subject to any investigation by any governmental entity with regard to any actual or alleged Prohibited Payment.
Anti-Bribery & Corruption. 18.1 The Parties hereby warrant that, prior to and for the duration of this Agreement, they will comply (and will procure that all their employees, directors, officers or agents comply) with all laws, regulations or policies relating to economic sanctions, trade sanctions and/or export controls and the prevention and combating of bribery, corruption and money laundering (“Anti-Corruption and Sanctions Regulations”), to which either Party or their affiliates are subject.
18.2 In particular, the Parties undertake not to, and will procure that all their employees, directors, officers or agents, do not:
18.2.1 pay, promise to pay or offer to pay, or authorise the payment of any commission, success fee, bribe, pay off or kickback related to the Products and/or Services that violates any anti-corruption regulations or sanctions or enter into any agreement pursuant to which any such commission, success fee, bribe, pay off or kickback may, or will at any time be paid; or
18.2.2 offer, promise or give any undue monetary or other advantage, whether directly or indirectly to any public official, with the intent of influencing the actions or decisions of such official in performance of his/her official duties, with the purpose of obtaining or retaining business or other improper benefit or advantage.
Anti-Bribery & Corruption. 5.1 With respect to the Purchaser Business, no member of the Purchaser’s Group nor, so far as the Purchaser is aware, any of its advisers, directors, officers, employees, agents, representatives or other persons associated with, performing a service for or otherwise acting for or on behalf of it or them:
(a) has, in connection with the Purchaser Business or the transactions contemplated by any Transaction Documents, breached or contravened any Anti-Bribery Laws or any applicable Anti Money Laundering Law, rule or regulation or any books and records offences relating directly or indirectly to a bribe; and without limiting the generality of the foregoing directly or indirectly: (i) offered, promised, or gave a financial or other advantage to another person intending the advantage to induce or reward improper performance of a relevant function or activity, or where acceptance of the advantage itself constituted such improperness; or (ii) requested, agreed to, or accepted a financial or other advantage and in consequence intended to induce improper performance, or where a request, agreement, or acceptance of an advantage itself has amounted to improper performance, or where the advantage has been paid as a reward for, or in anticipation of, or as a consequence of, the improper performance; or (iii) offered, promised, or gave a financial or other advantage to a Government Official or another with intent to influence such Government Official in his official capacity and to obtain or retain business, or a business advantage, including, without limitation, making or receiving any bribe, rebate, pay-off, influence payment, kick-back or other contribution or gifts contrary to Anti-Bribery Laws; or
(b) is involved in any action, suit, proceeding, investigation or enforcement by or before any court or governmental agency, authority or body or any arbitrator with respect to the Anti-Money Laundering Laws or Anti-Bribery Laws, nor to the Purchaser’s knowledge, is any of the foregoing threatened.
Anti-Bribery & Corruption. Xxxxxxx believes in acting in a fair, honest and transparent manner in accordance with all applicable laws, regulations and guidance issued by authorities from time to time. Belasko has no tolerance for involvement in any acts of bribery or corruption.
