Common use of Anti-Corruption; FCPA Clause in Contracts

Anti-Corruption; FCPA. Since January 1, 2020, neither Parent nor any Parent Subsidiary nor, to the knowledge of Parent, any director, officer, employee, agent or other person acting on behalf of Parent or any Parent Subsidiary has, directly or indirectly, (a) violated or taken any action that would result in a violation of any of the Anti-Corruption Laws or (b) except as would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect: (i) used any funds of Parent or a Parent Subsidiary for unlawful contributions, unlawful gifts or unlawful entertainment, or for other unlawful expenses, related to political activity; (ii) made any unlawful payment to foreign or domestic government officials or employees or to foreign or domestic political parties or campaigns from funds of Parent or any Parent Subsidiary; (iii) established or maintained any unlawful fund of monies or other assets of Parent or any Parent Subsidiary; (iv) made any fraudulent entry on the books or records of Parent or any Parent Subsidiary; (v) made any unlawful bribe, rebate, payoff, influence payment, kickback or other payment to any person, private or public, in any form, to obtain favorable treatment in securing business, to obtain special concessions or to influence any act or decision of a foreign government official or other person or (vi) engaged in or facilitated any transaction or dealing in property or interests in property of, received from or made any contribution of funds, goods or services to or for the benefit of, provided any payments or material assistance to, or otherwise engage in or facilitated any transactions with any Prohibited Person. Neither Parent nor any Parent Subsidiary, as of the date of this Agreement, (A) is, to the knowledge of Parent, under external or internal investigation for any material violation of any Anti-Corruption Laws or (B) has received any written communication from any Governmental Entity regarding any material violation of, or failure to comply with, any Anti-Corruption Laws. Except as, individually or in the aggregate, has not been, and would not reasonably be expected to be, material to Parent and Parent Subsidiaries, taken as a whole, since January 1, 2020 neither Parent nor any Parent Subsidiary has made any disclosure (voluntary or otherwise) to any Governmental Entity with respect to any alleged irregularity, misstatement or omission or other potential violation or liability arising under or relating to any Anti-Corruption Laws.

Anti-Corruption; FCPA. Since January 1, 2020, neither Parent EchoStar nor any Parent EchoStar Subsidiary nor, to the knowledge of ParentEchoStar, any director, officer, employee, agent or other person acting on behalf of Parent EchoStar or any Parent EchoStar Subsidiary has, directly or indirectly, (a) violated or taken any action that would result in a violation of any provision of the Foreign Corrupt Practices Act of 1977, as amended, the UK Bribery Act of 2010 or its predecessor laws or any other Legal Requirements concerning corrupt payments applicable to EchoStar or any EchoStar Subsidiary (collectively, the “Anti-Corruption Laws Laws”) or (b) except as would not, individually or in the aggregate, reasonably be expected to have a Parent an EchoStar Material Adverse Effect: (i) used any funds of Parent EchoStar or a Parent an EchoStar Subsidiary for unlawful contributions, unlawful gifts or unlawful entertainment, or for other unlawful expenses, related to political activity; (ii) made any unlawful payment to foreign or domestic government officials or employees or to foreign or domestic political parties or campaigns from funds of Parent EchoStar or any Parent EchoStar Subsidiary; (iii) established or maintained any unlawful fund of monies or other assets of Parent EchoStar or any Parent EchoStar Subsidiary; (iv) made any fraudulent entry on the books or records of Parent EchoStar or any Parent EchoStar Subsidiary; (v) made any unlawful bribe, rebate, payoff, influence payment, kickback or other payment to any person, private or public, in any form, to obtain favorable treatment in securing business, to obtain special concessions or to influence any act or decision of a foreign government official or other person or (vi) engaged in or facilitated any transaction or dealing in property or interests in property of, received from or made any contribution of funds, goods or services to or for the benefit of, provided any payments or material assistance to, or otherwise engage in or facilitated any transactions with any Prohibited Person. Neither Parent EchoStar nor any Parent EchoStar Subsidiary, as of the date of this Agreement, (A) is, to the knowledge of ParentEchoStar, under external or internal investigation for any material violation of any Anti-Corruption Laws or (B) has received any written communication from any Governmental Entity regarding any material violation of, or failure to comply with, any Anti-Corruption Laws. Except as, individually or in the aggregate, has not been, and would not reasonably be expected to be, material to Parent EchoStar and Parent the EchoStar Subsidiaries, taken as a whole, since January 1, 2020 neither Parent EchoStar nor any Parent EchoStar Subsidiary has made any disclosure (voluntary or otherwise) to any Governmental Entity with respect to any alleged irregularity, misstatement or omission or other potential violation or liability arising under or relating to any Anti-Corruption Laws.

Anti-Corruption; FCPA. Since January 1, 2020, neither Parent the Company nor any Parent Company Subsidiary nor, to the knowledge of Parentthe Company, any director, officer, employee, agent or other person acting on behalf of Parent the Company or any Parent Company Subsidiary has, directly or indirectly, (a) violated or taken any action that would result in a violation of any provision of the Foreign Corrupt Practices Act of 1977, as amended, the UK Bribery Act of 2010 or its predecessor laws or any other Legal Requirements concerning corrupt payments applicable to the Company or any Company Subsidiary (collectively, the “Anti-Corruption Laws Laws”) or (b) except as would not, individually or in the aggregate, reasonably be expected to have a Parent Company Material Adverse Effect: (i) used any funds of Parent the Company or a Parent Company Subsidiary for unlawful contributions, unlawful gifts or unlawful entertainment, or for other unlawful expenses, related to political activity; (ii) made any unlawful payment to foreign or domestic government officials or employees or to foreign or domestic political parties or campaigns from funds of Parent the Company or any Parent Company Subsidiary; (iii) established or maintained any unlawful fund of monies or other assets of Parent the Company or any Parent Company Subsidiary; (iv) made any fraudulent entry on the books or records of Parent the Company or any Parent Company Subsidiary; (v) made any unlawful bribe, rebate, payoff, influence payment, kickback or other payment to any person, private or public, in any form, to obtain favorable treatment in securing business, to obtain special concessions or to influence any act or decision of a foreign government official or other person or (vi) engaged in or facilitated any transaction or dealing in property or interests in property of, received from or made any contribution of funds, goods or services to or for the benefit of, provided any payments or material assistance to, or otherwise engage in or facilitated any transactions with any Prohibited Person. Neither Parent the Company nor any Parent Company Subsidiary, as of the date of this Agreement, (A) is, to the knowledge of Parentthe Company, under external or internal investigation for any material violation of any Anti-Corruption Laws or (B) has received any written communication from any Governmental Entity regarding any material violation of, or failure to comply with, any Anti-Corruption Laws. Except as, individually or in the aggregate, has not been, and would not reasonably be expected to be, material to Parent the Company and Parent the Company Subsidiaries, taken as a whole, since January 1, 2020 neither Parent the Company nor any Parent Company Subsidiary has made any disclosure (voluntary or otherwise) to any Governmental Entity with respect to any alleged irregularity, misstatement or omission or other potential violation or liability arising under or relating to any Anti-Corruption Laws.

Anti-Corruption; FCPA. Since January 1, 2020, neither Parent DISH nor any Parent DISH Subsidiary nor, to the knowledge of ParentDISH, any director, officer, employee, agent or other person acting on behalf of Parent DISH or any Parent DISH Subsidiary has, directly or indirectly, (a) violated or taken any action that would result in a violation of any of the Anti-Corruption Laws or (b) except as would not, individually or in the aggregate, reasonably be expected to have a Parent DISH Material Adverse Effect: (i) used any funds of Parent DISH or a Parent DISH Subsidiary for unlawful contributions, unlawful gifts or unlawful entertainment, or for other unlawful expenses, related to political activity; (ii) made any unlawful payment to foreign or domestic government officials or employees or to foreign or domestic political parties or campaigns from funds of Parent DISH or any Parent DISH Subsidiary; (iii) established or maintained any unlawful fund of monies or other assets of Parent DISH or any Parent DISH Subsidiary; (iv) made any fraudulent entry on the books or records of Parent DISH or any Parent DISH Subsidiary; (v) made any unlawful bribe, rebate, payoff, influence payment, kickback or other payment to any person, private or public, in any form, to obtain favorable treatment in securing business, to obtain special concessions or to influence any act or decision of a foreign government official or other person or (vi) engaged in or facilitated any transaction or dealing in property or interests in property of, received from or made any contribution of funds, goods or services to or for the benefit of, provided any payments or material assistance to, or otherwise engage in or facilitated any transactions with any Prohibited Person. Neither Parent DISH nor any Parent DISH Subsidiary, as of the date of this Agreement, (A) is, to the knowledge of ParentDISH, under external or internal investigation for any material violation of any Anti-Corruption Laws or (B) has received any written communication from any Governmental Entity regarding any material violation of, or failure to comply with, any Anti-Corruption Laws. Except as, individually or in the aggregate, has not been, and would not reasonably be expected to be, material to Parent DISH and Parent DISH Subsidiaries, taken as a whole, since January 1, 2020 neither Parent DISH nor any Parent DISH Subsidiary has made any disclosure (voluntary or otherwise) to any Governmental Entity with respect to any alleged irregularity, misstatement or omission or other potential violation or liability arising under or relating to any Anti-Corruption Laws.