Common use of Anti-Corruption, Anti-Collusion and Tax Evasion Clause in Contracts

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient of its obligations under this Agreement. The Recipient warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 is intended to prevent the Recipient from discussing the terms of this Agreement with the Recipient’s professional advisors. The Recipient acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: listed in a Screening Database for any of the reasons set out in clause 14.4, or breaches any of its obligations set out in clauses 14.1, 14.2, 14.3 or 14.5; then the Recipient shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 below. In the circumstances described at clause 14.6.1 and/or 14.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient immediately on giving notice to the Recipient; and/or require the Recipient to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient (and the Recipient shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.4. Without limitation to clauses 14.1, 14.2, 14.3, 14.4, 14.5, 14.6, 14.7 and 14.8 above, the Recipient shall: ensure that all Relevant Persons involved in the Project or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it and any Relevant Person has not offered, given or agreed to give (and that it and any Relevant Person will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient warrants Supplier acknowledges and agrees that British Council may, at any point during the term of this Agreement and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Supplier, any Relevant Person, nor the Supplier’s and any Relevant Person’s directors or shareholders (where applicable) are listed as being a politically exposed person, disqualified from being a company director, involved with terrorism, financial or other crime, subject to regulatory action or export, trade or procurement controls or otherwise representing a heightened risk of involvement in illegal activity (together, the “Prohibited Entities”). The Supplier warrants: that it, and any Relevant Person, will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity; that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that; and that it, and any Relevant Person, has not engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45(1) of the Criminal Finances Xxx 0000; or a foreign tax evasion facilitation offence under section 46(1) of the Criminal Finances Xxx 0000; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 11.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the Recipient’s its professional advisors. The Recipient acknowledges and agrees that British Council mayIf the Supplier, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: Relevant Person is listed in a Screening Database for any of the reasons set out in clause 14.4, 11.2 or breaches any of its obligations set out in clauses 14.1clause 11.3, 14.2, 14.3 or 14.5; then the Recipient it shall promptly notify the British Council of any such listing(s) or breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 11.5 below. In the circumstances described at clause 14.6.1 and/or 14.6.211.3, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.411.2. Without limitation to clauses 14.111.1, 14.211.2, 14.311.3, 14.411.4, 14.511.5, 14.6, 14.7 and 14.8 11.6 above, the Recipient shall: Supplier shall ensure that all Relevant Persons involved in providing the Project Services or otherwise in connection with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it and any Relevant Person has not offered, given or agreed to give (and that it and any Relevant Person will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient warrants Supplier acknowledges and agrees that British Council may, at any point during the term of this Agreement and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Supplier, any Relevant Person, nor the Supplier’s and any Relevant Person’s directors or shareholders (where applicable) are listed as being a politically exposed person, disqualified from being a company director, involved with terrorism, financial or other crime, subject to regulatory action or export, trade or procurement controls or otherwise representing a heightened risk of involvement in illegal activity (together, the “Prohibited Entities”). The Supplier warrants: that it, and any Relevant Person, will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity; that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that; and that it, and any Relevant Person, has not engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45(1) of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46(1) of the Criminal Finances Act 2017; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 11.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the Recipient’s its professional advisors. The Recipient acknowledges and agrees that British Council mayIf the Supplier, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: Relevant Person is listed in a Screening Database for any of the reasons set out in clause 14.4, 11.2 or breaches any of its obligations set out in clauses 14.1clause 11.3, 14.2, 14.3 or 14.5; then the Recipient it shall promptly notify the British Council of any such listing(s) or breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 11.5 below. In the circumstances described at clause 14.6.1 and/or 14.6.211.3, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.411.2. Without limitation to clauses 14.111.1, 14.211.2, 14.311.3, 14.411.4, 14.511.5, 14.6, 14.7 and 14.8 11.6 above, the Recipient shall: Supplier shall ensure that all Relevant Persons involved in providing the Project Services or otherwise in connection with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it and any Relevant Person has not offered, given or agreed to give (and that it and any Relevant Person will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient warrants Supplier acknowledges and agrees that British Council may, at any point during the term of this Agreement and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Supplier, any Relevant Person, nor the Supplier’s and any Relevant Person’s directors or shareholders (where applicable) are listed as being a politically exposed person, disqualified from being a company director, involved with terrorism, financial or other crime, subject to regulatory action or export, trade or procurement controls or otherwise representing a heightened risk of involvement in illegal activity (together, the “Prohibited Entities”). The Supplier warrants: that it, and any Relevant Person, will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity; that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that: ; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 is intended to prevent the Recipient from discussing the terms of this Agreement with the Recipient’s professional advisors. The Recipient acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: listed in a Screening Database for any of the reasons set out in clause 14.4, or breaches any of its obligations set out in clauses 14.1, 14.2, 14.3 or 14.5; then the Recipient shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 below. In the circumstances described at clause 14.6.1 and/or 14.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient immediately on giving notice to the Recipient; and/or require the Recipient to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient (and the Recipient shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.4. Without limitation to clauses 14.1, 14.2, 14.3, 14.4, 14.5, 14.6, 14.7 and 14.8 above, the Recipient shall: ensure that all Relevant Persons involved in the Project or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.:

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient Supplier warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient Supplier warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 45(1) of the Criminal Finances Act 2017Xxx 0000; or a foreign tax evasion facilitation offence under section 46 46(1) of the Criminal Finances Act 2017Xxx 0000. Nothing under this clause 14.3 15.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient Supplier acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the RecipientSupplier, the RecipientSupplier’s Team nor any of the RecipientSupplier’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient Supplier warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the RecipientSupplier, the RecipientSupplier’s Team or the RecipientSupplier’s Team’s directors or shareholders (where applicable) is: is listed in a Screening Database for any of the reasons set out in clause 14.415.4, or breaches any of its obligations set out in clauses 14.115.1, 14.215.2, 14.3 15.3 or 14.515.5; then the Recipient Supplier shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 15.7 below. In the circumstances described at clause 14.6.1 15.6.1 and/or 14.6.215.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.415.4. Without limitation to clauses 14.115.1, 14.215.2, 14.315.3, 14.415.4, 14.515.5, 14.615.6, 14.7 15.7 and 14.8 15.8 above, the Recipient Supplier shall: ensure that all Relevant Persons involved in providing the Project Services or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient Supplier or any Relevant Person in connection with the Project Services or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient Supplier or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient Supplier or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient Supplier or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 15 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the RecipientSupplier’s monitoring of compliance by Relevant Persons with applicable policies and procedures; and the measures that the Recipient Supplier has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 1415; and maintain and provide such access to the records or information referred to in clause 14.9.215.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient Supplier under this clause 1415.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient Supplier warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient Supplier warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 45(1) of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 46(1) of the Criminal Finances Act 2017. Nothing under this clause 14.3 15.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient Supplier acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the RecipientSupplier, the RecipientSupplier’s Team nor any of the RecipientSupplier’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient Supplier warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the RecipientSupplier, the RecipientSupplier’s Team or the RecipientSupplier’s Team’s directors or shareholders (where applicable) is: is listed in a Screening Database for any of the reasons set out in clause 14.415.4, or breaches any of its obligations set out in clauses 14.115.1, 14.215.2, 14.3 15.3 or 14.515.5; then the Recipient Supplier shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 15.7 below. In the circumstances described at clause 14.6.1 15.6.1 and/or 14.6.215.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.415.4. Without limitation to clauses 14.115.1, 14.215.2, 14.315.3, 14.415.4, 14.515.5, 14.615.6, 14.7 15.7 and 14.8 15.8 above, the Recipient Supplier shall: ensure that all Relevant Persons involved in providing the Project Services or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient Supplier or any Relevant Person in connection with the Project Services or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient Supplier or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient Supplier or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient Supplier or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 15 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the RecipientSupplier’s monitoring of compliance by Relevant Persons with applicable policies and procedures; and the measures that the Recipient Supplier has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 1415; and maintain and provide such access to the records or information referred to in clause 14.9.215.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient Supplier under this clause 1415.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient Supplier warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient Supplier warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 15.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient Supplier acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the RecipientSupplier, the RecipientSupplier’s Team nor any of the RecipientSupplier’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient Supplier warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the RecipientSupplier, the RecipientSupplier’s Team or the RecipientSupplier’s Team’s directors or shareholders (where applicable) is: is listed in a Screening Database for any of the reasons set out in clause 14.415.4, or breaches any of its obligations set out in clauses 14.115.1, 14.215.2, 14.3 15.3 or 14.515.5; then the Recipient Supplier shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 15.7 below. In the circumstances described at clause 14.6.1 15.6.1 and/or 14.6.215.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.415.4. Without limitation to clauses 14.115.1, 14.215.2, 14.315.3, 14.415.4, 14.515.5, 14.615.6, 14.7 15.7 and 14.8 15.8 above, the Recipient Supplier shall: ensure that all Relevant Persons involved in providing the Project Services or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient Supplier or any Relevant Person in connection with the Project Services or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient Supplier or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient Supplier or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient Supplier or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 15 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the RecipientSupplier’s monitoring of compliance by Relevant Persons with applicable policies and procedures; and the measures that the Recipient Supplier has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 1415; and maintain and provide such access to the records or information referred to in clause 14.9.215.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient Supplier under this clause 1415.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it and any Relevant Person has not offered, given or agreed to give (and that it and any Relevant Person will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient warrants Supplier acknowledges and agrees that British Council may, at any point during the term of this Agreement and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Supplier, any Relevant Person, nor the Supplier’s and any Relevant Person’s directors or shareholders (where applicable) are listed as being a politically exposed person, disqualified from being a company director, involved with terrorism, financial or other crime, subject to regulatory action or export, trade or procurement controls or otherwise representing a heightened risk of involvement in illegal activity (together, the “Prohibited Entities”). The Supplier warrants: that it, and any Relevant Person, will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity; that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that: ; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement). Nothing under this clause 14.3 11.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the Recipient’s its professional advisors. The Recipient acknowledges and agrees that British Council mayIf the Supplier, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: Relevant Person is listed in a Screening Database for any of the reasons set out in clause 14.4, 11.2 or breaches any of its obligations set out in clauses 14.1clause 11.3, 14.2, 14.3 or 14.5; then the Recipient it shall promptly notify the British Council of any such listing(s) or breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 11.5 below. In the circumstances described at clause 14.6.1 and/or 14.6.211.4, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.411.2. Without limitation to clauses 14.111.1, 14.211.2, 14.311.3, 14.411.4, 14.5, 14.6, 14.7 11.5 and 14.8 11.6 above, the Recipient shall: Supplier shall ensure that all Relevant Persons involved in providing the Project Services or otherwise in connection with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient Supplier warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient Supplier warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 45(1) of the Criminal Finances Act 2017Xxx 0000; or a foreign tax evasion facilitation offence under section 46 46(1) of the Criminal Finances Act 2017Xxx 0000. Nothing under this clause 14.3 15.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient Supplier acknowledges and agrees that British Council BCSNPL may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the RecipientSupplier, the RecipientSupplier’s Team nor any of the RecipientSupplier’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient Supplier warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the RecipientSupplier, the RecipientSupplier’s Team or the RecipientSupplier’s Team’s directors or shareholders (where applicable) is: is listed in a Screening Database for any of the reasons set out in clause 14.415.4, or breaches any of its obligations set out in clauses 14.115.1, 14.215.2, 14.3 15.3 or 14.515.5; then the Recipient Supplier shall promptly notify the British Council BCSNPL of any such breach(es) and the British Council BCSNPL shall be entitled to takes the steps set out at clause 14.7 15.7 below. In the circumstances described at clause 14.6.1 15.6.1 and/or 14.6.215.6.2, and without prejudice to any other rights or remedies which the British Council BCSNPL may have, the British Council BCSNPL may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council BCSNPL reasonably considers necessary to manage the risk to the British Council BCSNPL of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council BCSNPL with all information reasonably requested by the British Council BCSNPL to complete the screening searches described in clause 14.415.4. Without limitation to clauses 14.115.1, 14.215.2, 14.315.3, 14.415.4, 14.515.5, 14.615.6, 14.7 15.7 and 14.8 15.8 above, the Recipient Supplier shall: ensure that all Relevant Persons involved in providing the Project Services or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient Supplier or any Relevant Person in connection with the Project Services or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient Supplier or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient Supplier or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient Supplier or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 15 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the RecipientSupplier’s monitoring of compliance by Relevant Persons with applicable policies and procedures; and the measures that the Recipient Supplier has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 1415; and maintain and provide such access to the records or information referred to in clause 14.9.215.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient Supplier under this clause 1415.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient undertakes and warrants that it and any Relevant Person has not offered, given or agreed to give (and that it and any Relevant Person will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient of its obligations under this Agreement. The Recipient warrants acknowledges and agrees that British Council may, at any point during the term of this Agreement and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, any Relevant Person, nor the Recipient’s and any Relevant Person’s directors or shareholders (where applicable) are listed as being a politically exposed person, disqualified from being a company director, involved with terrorism, financial or other crime, subject to regulatory action or export, trade or procurement controls or otherwise representing a heightened risk of involvement in illegal activity (together, the “Prohibited Entities”). The Recipient warrants: that it, and any Relevant Person, will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity; that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that; and that it, and any Relevant Person, has not engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45(1) of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46(1) of the Criminal Finances Act 2017; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 9.3 is intended to prevent the Recipient from discussing the terms of this Agreement with the Recipient’s its professional advisors. The Recipient acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither If the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: Relevant Person is listed in a Screening Database for any of the reasons set out in clause 14.4, 9.2 or breaches any of its obligations set out in clauses 14.1clause 9.3, 14.2, 14.3 or 14.5; then the Recipient it shall promptly notify the British Council of any such listing(s) or breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 9.5 below. In the circumstances described at clause 14.6.1 and/or 14.6.29.3, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient immediately on giving notice to the Recipient; and/or require the Recipient to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient (and the Recipient shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.49.2. Without limitation to clauses 14.19.1, 14.29.2, 14.39.3, 14.49.4, 14.59.5, 14.6, 14.7 and 14.8 9.6 above, the Recipient shall: shall ensure that all Relevant Persons involved in the Project or otherwise in connection with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient Supplier warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient Supplier warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 45(1) of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 46(1) of the Criminal Finances Act 2017. Nothing under this clause 14.3 15.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient Supplier acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the RecipientSupplier, the RecipientSupplier’s Team nor any of the RecipientSupplier’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient Supplier warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the RecipientSupplier, the RecipientSupplier’s Team or the RecipientSupplier’s Team’s directors or shareholders (where applicable) is: is listed in a Screening Database for any of the reasons set out in clause 14.415.4, or breaches any of its obligations set out in clauses 14.115.1, 14.215.2, 14.3 15.3 or 14.515.5; then the Recipient Supplier shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 15.7 below. In the circumstances described at clause 14.6.1 15.6.1 and/or 14.6.215.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.415.4. Without limitation to clauses 14.115.1, 14.215.2, 14.315.3, 14.415.4, 14.515.5, 14.615.6, 14.7 15.7 and 14.8 15.8 above, the Recipient Supplier shall: ensure that all Relevant Persons involved in providing the Project Services or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient Supplier or any Relevant Person in connection with the Project Services or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient Supplier or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient Supplier or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient Supplier or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 15 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the RecipientSupplier’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient Supplier has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 1415; and maintain and provide such access to the records or information referred to in clause 14.9.215.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient Supplier under this clause 1415.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it and any Relevant Person has not offered, given or agreed to give (and that it and any Relevant Person will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient warrants Supplier acknowledges and agrees that British Council may, at any point during the term of this Agreement and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Supplier, any Relevant Person, nor the Supplier’s and any Relevant Person’s directors or shareholders (where applicable) are listed as being a politically exposed person, disqualified from being a company director, involved with terrorism, financial or other crime, subject to regulatory action or export, trade or procurement controls or otherwise representing a heightened risk of involvement in illegal activity (together, the “Prohibited Entities”). The Supplier warrants: that it, and any Relevant Person, will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity; that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that; and that it, and any Relevant Person, has not engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Xxx 0000; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Xxx 0000; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 11.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the Recipient’s its professional advisors. The Recipient acknowledges and agrees that British Council mayIf the Supplier, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: Relevant Person is listed in a Screening Database for any of the reasons set out in clause 14.4, 11.2 or breaches any of its obligations set out in clauses 14.1clause 11.3, 14.2, 14.3 or 14.5; then the Recipient it shall promptly notify the British Council of any such listing(s) or breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 11.5 below. In the circumstances described at clause 14.6.1 and/or 14.6.211.3, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.411.2. Without limitation to clauses 14.111.1, 14.211.2, 14.311.3, 14.411.4, 14.5, 14.6, 14.7 11.5 and 14.8 11.6 above, the Recipient shall: Supplier shall ensure that all Relevant Persons involved in providing the Project Services or otherwise in connection with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient Supplier warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient Supplier warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 45(1) of the Criminal Finances Act 2017Xxx 0000; or a foreign tax evasion facilitation offence under section 46 46(1) of the Criminal Finances Act 2017Xxx 0000. Nothing under this clause 14.3 25.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient Supplier acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the RecipientSupplier, the RecipientSupplier’s Team nor any of the RecipientSupplier’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient Supplier warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the RecipientSupplier, the RecipientSupplier’s Team or the RecipientSupplier’s Team’s directors or shareholders (where applicable) is: is listed in a Screening Database for any of the reasons set out in clause 14.425.4, or breaches any of its obligations set out in clauses 14.125.1, 14.225.2, 14.3 25.3 or 14.525.5; then the Recipient Supplier shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 25.7 below. In the circumstances described at clause 14.6.1 25.6.1 and/or 14.6.225.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.425.4. Without limitation to clauses 14.125.1, 14.225.2, 14.325.3, 14.425.4, 14.525.5, 14.625.6, 14.7 25.7 and 14.8 25.8 above, the Recipient Supplier shall: ensure that all Relevant Persons involved in providing the Project Services or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient Supplier or any Relevant Person in connection with the Project Services or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient Supplier or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient Supplier or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient Supplier or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 25 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the RecipientSupplier’s monitoring of compliance by Relevant Persons with applicable policies and procedures; and the measures that the Recipient Supplier has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 1425; and maintain and provide such access to the records or information referred to in clause 14.9.225.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient Supplier under this clause 1425.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient of its obligations under this Agreement. The Recipient warrants Supplier warrants: that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, with policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that; and that it, and any Relevant Person, has not engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45(1) of the Criminal Finances Xxx 0000; or a foreign tax evasion facilitation offence under section 46(1) of the Criminal Finances Xxx 0000; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 11.1 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient acknowledges and agrees that British Council mayIf the Supplier, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to exportRelevant Person, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: listed in a Screening Database for any of the reasons set out in clause 14.4, or breaches any of its obligations set out in clauses 14.1, 14.2, 14.3 or 14.5; clause 11.1 then the Recipient Supplier shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 11.3 below. In the circumstances described at clause 14.6.1 and/or 14.6.211.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.4. Without limitation to clauses 14.1, 14.2, 14.3, 14.4, 14.5, 14.6, 14.7 and 14.8 above, the Recipient shall: ensure that all Relevant Persons involved in the Project or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient of its obligations under this Agreement. The Recipient warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 45(1) of the Criminal Finances Act 2017Xxx 0000; or a foreign tax evasion facilitation offence under section 46 46(1) of the Criminal Finances Act 2017Xxx 0000. Nothing under this clause 14.3 is intended to prevent the Recipient from discussing the terms of this Agreement with the Recipient’s professional advisors. The Recipient acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: listed in a Screening Database for any of the reasons set out in clause 14.4, or breaches any of its obligations set out in clauses 14.1, 14.2, 14.3 or 14.5; then the Recipient shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 below. In the circumstances described at clause 14.6.1 and/or 14.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient immediately on giving notice to the Recipient; and/or require the Recipient to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient (and the Recipient shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.4. Without limitation to clauses 14.1, 14.2, 14.3, 14.4, 14.5, 14.6, 14.7 and 14.8 above, the Recipient shall: ensure that all Relevant Persons involved in the Project or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient Supplier undertakes and warrants that it and any Relevant Person has not offered, given or agreed to give (and that it and any Relevant Person will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient Supplier of its obligations under this Agreement. The Recipient warrants Supplier acknowledges and agrees that British Council may, at any point during the term of this Agreement and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Supplier, any Relevant Person, nor the Supplier’s and any Relevant Person’s directors or shareholders (where applicable) are listed as being a politically exposed person, disqualified from being a company director, involved with terrorism, financial or other crime, subject to regulatory action or export, trade or procurement controls or otherwise representing a heightened risk of involvement in illegal activity (together, the “Prohibited Entities”). The Supplier warrants: that it, and any Relevant Person, will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity; that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that; and that it, and any Relevant Person, has not engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Xxx 0000; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Xxx 0000; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 11.3 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the Recipient’s its professional advisors. The Recipient acknowledges and agrees that British Council mayIf the Supplier, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: Relevant Person is listed in a Screening Database for any of the reasons set out in clause 14.4, 11.2 or breaches any of its obligations set out in clauses 14.1clause 11.3, 14.2, 14.3 or 14.5; then the Recipient it shall promptly notify the British Council of any such listing(s) or breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 11.5 below. In the circumstances described at clause 14.6.1 and/or 14.6.211.4, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient Supplier shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.411.2. Without limitation to clauses 14.111.1, 14.211.2, 14.311.3, 14.411.4, 14.5, 14.6, 14.7 11.5 and 14.8 11.6 above, the Recipient shall: Supplier shall ensure that all Relevant Persons involved in providing the Project Services or otherwise in connection with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient of its obligations under this Agreement. The Recipient warrants Supplier warrants: that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, with policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that; and that it, and any Relevant Person, has not engaged and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45(1) of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46(1) of the Criminal Finances Act 2017; and that it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017. Nothing under this clause 14.3 11.1 is intended to prevent the Recipient Supplier from discussing the terms of this Agreement and the Supplier’s pricing with the RecipientSupplier’s professional advisors. The Recipient acknowledges and agrees that British Council mayIf the Supplier, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to exportRelevant Person, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: listed in a Screening Database for any of the reasons set out in clause 14.4, or breaches any of its obligations set out in clauses 14.1, 14.2, 14.3 or 14.5; clause 11.1 then the Recipient Supplier shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 11.3 below. In the circumstances described at clause 14.6.1 and/or 14.6.211.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient Supplier immediately on giving notice to the RecipientSupplier; and/or require the Recipient Supplier to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient Supplier (and the Recipient Supplier shall take all such steps and shall if required provide evidence of its compliance if requiredcompliance); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.4. Without limitation to clauses 14.1, 14.2, 14.3, 14.4, 14.5, 14.6, 14.7 and 14.8 above, the Recipient shall: ensure that all Relevant Persons involved in the Project or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.

Anti-Corruption, Anti-Collusion and Tax Evasion. The Recipient undertakes and warrants that it has not offered, given or agreed to give (and that it will not offer, give or agree to give) to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do anything in relation to the obtaining of this Agreement or the performance by the Recipient of its obligations under this Agreement. The Recipient warrants that it, and any Relevant Person, has and will retain in place, and undertakes that it, and any Relevant Person, will at all times comply with, policies and procedures to avoid the risk of bribery (as set out in the Bribery Act 2010), tax evasion (as set out in the Criminal Finances Act 2017) and fraud within its organisation and in connection with its dealings with other parties, whether in the UK or overseas. The Recipient warrants that: it, and any Relevant Person, has not colluded, and undertakes that it will not at any time collude, with any third party in any way in connection with this Agreement (including in respect of pricing under this Agreement); and it, and any Relevant Person, has not engaged, and will not at any time engage, in any activity, practice or conduct which would constitute either: a UK tax evasion facilitation offence under section 45 of the Criminal Finances Act 2017Xxx 0000; or a foreign tax evasion facilitation offence under section 46 of the Criminal Finances Act 2017Xxx 0000. Nothing under this clause 14.3 is intended to prevent the Recipient from discussing the terms of this Agreement with the Recipient’s professional advisors. The Recipient acknowledges and agrees that British Council may, at any point during the Term and on any number of occasions, carry out searches of relevant third party screening databases (each a “Screening Database”) to ensure that neither the Recipient, the Recipient’s Team nor any of the Recipient’s Team’s directors or shareholders (where applicable), is or have been listed: as an individual or entity with whom national or supranational bodies have decreed organisations should not have financial dealings; as being wanted by Interpol or any national law enforcement body in connection with crime; as being subject to regulatory action by a national or international enforcement body; as being subject to export, trade or procurement controls or (in the case of an individual) as being disqualified from being a company director; and/or as being a heightened risk individual or organisation, or (in the case of an individual) a politically exposed person, (together the “Prohibited Entities”). The Recipient warrants that it will not make payment to, transfer property to, or otherwise have dealings with, any Prohibited Entity. If any of the Recipient, the Recipient’s Team or the Recipient’s Team’s directors or shareholders (where applicable) is: listed in a Screening Database for any of the reasons set out in clause 14.4, or breaches any of its obligations set out in clauses 14.1, 14.2, 14.3 or 14.5; then the Recipient shall promptly notify the British Council of any such breach(es) and the British Council shall be entitled to takes the steps set out at clause 14.7 below. In the circumstances described at clause 14.6.1 and/or 14.6.2, and without prejudice to any other rights or remedies which the British Council may have, the British Council may: terminate this Agreement without liability to the Recipient immediately on giving notice to the Recipient; and/or require the Recipient to take any steps the British Council reasonably considers necessary to manage the risk to the British Council of contracting with the Recipient (and the Recipient shall take all such steps and shall provide evidence of its compliance if required); and/or reduce, withhold or claim a repayment (in full or in part) of the charges payable under this Agreement; and/or share such information with third parties. The Recipient shall provide the British Council with all information reasonably requested by the British Council to complete the screening searches described in clause 14.4. Without limitation to clauses 14.1, 14.2, 14.3, 14.4, 14.5, 14.6, 14.7 and 14.8 above, the Recipient shall: ensure that all Relevant Persons involved in the Project or with this Agreement have been vetted and that due diligence is undertaken on a regular continuing basis to such standard or level of assurance as is reasonably necessary in relation to a person in that position in the relevant circumstances; and maintain accurate and up to date records of: any requests to facilitate any UK tax evasion offence or any foreign tax evasion offence made to the Recipient or any Relevant Person in connection with the Project or with this Agreement either in the United Kingdom or elsewhere; any action taken by the Recipient or any Relevant Person to inform the relevant enforcement bodies or regulatory authorities that the Recipient or any Relevant Person has been requested to facilitate a UK tax evasion offence or a foreign tax evasion offence (except to the extent that the Recipient or any Relevant Person is prevented by law from doing so); its compliance with its obligations under this clause 14 and all training and guidance provided to Relevant Persons in respect of the obligations under this clause and applicable laws for the prevention of tax evasion; the Recipient’s monitoring of compliance by Relevant Persons with applicable policies and procedures; the measures that the Recipient has taken in response to any incidence of suspected or actual tax evasion or facilitation of tax evasion or breach of this clause 14; and maintain and provide such access to the records or information referred to in clause 14.9.2; and ensure that all Relevant Persons involved in performing services in connection with this Agreement are subject to and at all times comply with equivalent obligations to the Recipient under this clause 14.