Anti-Corruption and Anti-Bribery. Neither the Company nor any of its Subsidiaries (including any of their officers, directors, agents, employees or other Person associated with or acting on its behalf) have, directly or indirectly, used any Company or Subsidiary funds for unlawful contributions, gifts, entertainment or other unlawful expenses relating to political activity, made, or offered to make, any unlawful payment to foreign or domestic government officials or employees or made, or offered to make, any bribe, rebate, payoff, influence payment, kickback or other similar unlawful payment, or taken any action which would cause it to be in violation of any Anti-Corruption or Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries (including any of their officers, directors, agents, employees or other Person associated with or acting on its behalf) have, directly or indirectly, accepted or received any improper or unlawful contribution, payment or gift. There are no pending or, to the knowledge of the Company, threatened claims, charges, investigations, violations, settlements, civil or criminal enforcement actions, lawsuits, or other court actions against the Company or any of its Subsidiaries with respect to any Anti-Corruption and Anti-Bribery Laws. There are no actions, conditions or circumstances pertaining to the Company’s or any of its Subsidiaries’ activities that would reasonably be expected to give rise to any material future claims, charges, investigations, violations, settlements, civil or criminal actions, lawsuits, or other court actions under any Anti-Corruption and Anti-Bribery Laws. The Company has complied with the books and records requirements of applicable Anti-Corruption and Anti-Bribery Laws.
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Samples: Merger Agreement (Drugstore Com Inc)
Anti-Corruption and Anti-Bribery. Neither (a) The Company and its affiliates, and its respective directors, officers, employees and representatives have, since May 31, 2007, complied with Anti-Corruption and Anti-Bribery Laws and any other applicable anti-corruption or anti-bribery laws and regulations.
(b) Since May 31, 2007, neither the Company nor any of its Subsidiaries (including any of their affiliates or their respective directors, officers, directorsemployees, agents, employees agents or other Person associated with or representatives acting on its behalf) have, or their behalf have directly or indirectlyindirectly offered, used any Company paid, promised to pay or Subsidiary funds for unlawful contributionsauthorized the payment of anything of value, including but not limited to cash, checks, wire transfers, tangible and intangible gifts, entertainment favors and services, to a Government Official or any other unlawful expenses relating Person while knowing or having a reasonable belief that all or some portion would be used for the purpose of: (A) influencing any act or decision of a Government Official, including a decision to political activityfail to perform official functions, made, (B) inducing any Government Official to do or offered omit to make, do any unlawful payment to foreign or domestic government officials or employees or made, or offered to make, any bribe, rebate, payoff, influence payment, kickback or other similar unlawful payment, or taken any action which would cause it to be act in violation of the lawful duty of such official, or (C) inducing any Anti-Corruption Government Official to use influence with any government, department, agency or Anti-Bribery Laws. Neither instrumentality in order to assist the Company nor in obtaining or retaining business with, or directing business to any of its Subsidiaries Person or otherwise securing for any Person an improper advantage.
(including any of their officers, directors, agents, employees or other Person associated with or acting on its behalfc) have, directly or indirectly, accepted or received any improper or unlawful contribution, payment or gift. There are no pending or, to the knowledge of the Company’s Knowledge, threatened claims, charges, investigations, violations, settlements, civil or criminal enforcement actions, lawsuits, or other court actions against the Company or any of its Subsidiaries with respect to any applicable Anti-Corruption and Anti-Bribery Laws. There .
(d) To the Company’s Knowledge, there are no actions, conditions or circumstances pertaining to the Company’s or any of its Subsidiaries’ activities that would could reasonably be expected to give rise to any material future claims, charges, investigations, violations, settlements, civil or criminal actions, lawsuits, or other court actions under any Anti-Corruption and Anti-Bribery Laws. The Company has complied with the books and records requirements of applicable Anti-Corruption and Anti-Bribery Laws.
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Anti-Corruption and Anti-Bribery. Neither (a) The Company, and to the Knowledge of the Company, its their directors, officers, employees and representatives have, during the last five (5) years, complied with Anti-Corruption and Anti-Bribery Laws and any other applicable anti-corruption or anti-bribery laws and regulations.
(b) During the last five (5) years, neither the Company nor nor, to the Company’s Knowledge, any of its Subsidiaries (including any of their directors, officers, directorsemployees, agents, employees agents or other Person associated with or representatives acting on its behalf) have, behalf have directly or indirectlyindirectly offered, used any Company paid, promised to pay or Subsidiary funds for unlawful contributionsauthorized the payment of anything of value, including but not limited to cash, checks, wire transfers, tangible and intangible gifts, entertainment favors and services, to a Government Official or any other unlawful expenses relating Person while knowing or having a reasonable belief that all or some portion would be used for the purpose of: (A) influencing any act or decision of a Government Official, including a decision to political activityfail to perform official functions, made, (B) inducing any Government Official to do or offered omit to make, do any unlawful payment to foreign or domestic government officials or employees or made, or offered to make, any bribe, rebate, payoff, influence payment, kickback or other similar unlawful payment, or taken any action which would cause it to be act in violation of the lawful duty of such official, or (C) inducing any Anti-Corruption Government Official to use influence with any government, department, agency or Anti-Bribery Laws. Neither instrumentality in order to assist the Company nor in obtaining or retaining business with, or directing business to any of its Subsidiaries Person or otherwise securing for any Person an improper advantage.
(including any of their officers, directors, agents, employees or other Person associated with or acting on its behalfc) have, directly or indirectly, accepted or received any improper or unlawful contribution, payment or gift. There are no pending or, or to the knowledge Knowledge of the Company, threatened claims, charges, investigations, violations, settlements, civil or criminal enforcement actions, lawsuits, or other court actions against the Company or any of its Subsidiaries with respect to any applicable Anti-Corruption and Anti-Bribery Laws. .
(d) There are no actions, conditions or circumstances pertaining to the Company’s or any of its Subsidiaries’ activities that would could reasonably be expected to give rise to any future material future claims, charges, investigations, violations, settlements, civil or criminal actions, lawsuits, or other court actions under any Anti-Corruption and Anti-Bribery Laws. .
(e) The Company has complied with established and maintains a compliance program and reasonable internal controls and procedures appropriate to the books and records requirements of applicable Anti-Corruption and Anti-Bribery Laws.
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Anti-Corruption and Anti-Bribery. (a) Neither the Company Company, nor any of its Subsidiaries (including nor any director, officer, or employee or agent of the Company or any of their officers, directors, agents, employees or other Person associated with or its Subsidiaries acting on behalf of the Company or any of its behalf) haveSubsidiaries has offered, nor made, nor promised to make, nor authorized the making of any gift or payment of money or anything of value, either directly or indirectly, used to a Governmental Official for purposes of (i) influencing any act or decision of such Governmental Official in his official capacity; or (ii) inducing such Governmental Official to do or omit to do any act in violation of the lawful duty of such official; or (iii) inducing such Governmental Official to use his or her influence with a Governmental Entity to affect or influence any act or decision of such Governmental Entity in order to obtain, retain or direct or assist in obtaining, retaining or directing business to the Company or Subsidiary funds for unlawful contributions, gifts, entertainment any of its Subsidiaries; or other unlawful expenses relating to political activity, made, or offered to make, any unlawful payment to foreign or domestic government officials or employees or made, or offered to make, any bribe, rebate, payoff, influence payment, kickback or other similar unlawful payment, (iv) or taken any action which would cause it to be in violation of any Anti-Corruption or Anti-Bribery Laws. Neither No officer, director or employee of the Company nor or any of its Subsidiaries, or any holder of any financial interest in the Company or any of its Subsidiaries or any affiliate thereof, is currently a Governmental Official.
(including any of their officers, directors, agents, employees or other Person associated with or acting on its behalfb) have, directly or indirectly, accepted or received any improper or unlawful contribution, payment or gift. There are no pending or, to the knowledge Company’s Knowledge or that of the Companyits Subsidiaries, threatened claims, charges, investigations, violations, settlements, civil or criminal enforcement actions, lawsuits, or other court actions against the Company or any of its Subsidiaries with respect to any Anti-Corruption and Anti-Bribery Laws. .
(c) There are no actions, conditions or circumstances pertaining to the Company’s or any of its Subsidiaries’ activities that would could reasonably be expected to give rise to any material future claims, charges, investigations, violations, settlements, civil or criminal actions, lawsuits, or other court actions under any Anti-Corruption and Anti-Bribery Laws. The Company has complied with the books and records requirements of applicable Anti-Corruption and Anti-Bribery Laws.
Appears in 1 contract
Samples: Acquisition Agreement (Taleo Corp)