Anti-Corruption Law Compliance. (a) None of the Group Companies has or has permitted any of its subsidiaries or Affiliates (as defined below) or any of its or their respective directors, officers, managers, employees, independent contractors, representatives or agents to promise, authorize or make any payment to, or otherwise contribute any item of value, directly or indirectly, to any third party, including any Non-U.S. Official, in each case, in violation of the United States Foreign Corrupt Practices Act (the “FCPA”), the U.K. Bribery Act, anti-corruption laws of the PRC or other applicable laws, nor has any of the above person offered, paid, promised to pay, or authorized the payment of any money, or offered, given, promised to give, or authorized the giving of anything of value, to any government official or to any person under circumstances where there is a high probability that all or a portion of such money or thing of value would be offered, given or promised, directly or indirectly, to any government official, for the purpose of: (i) influencing any act or decision of such government official in his official capacity, inducing such government official to do or omit to do any act in relation to his lawful duty, securing any improper advantage, or inducing such government official to influence or affect any act or decision of any governmental authority; or (ii) assisting any Group Company in obtaining or retaining business for or with, or directing business to any Group Company. (b) Each of the Group Companies has adopted the anticorruption control policies. None of the Group Companies and other Seller Parties and their respective Agents is or has ever been found by a governmental authority to have violated any criminal or securities law or is subject to any indictment or any government investigation for bribery. To the knowledge of the Seller Parties, none of the beneficial owners of any equity securities or other interest in any Group Company are government official. (c) Unless otherwise defined in this Agreement, “Affiliate” is defined in Rule 405 promulgated under the Security Act.
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Samples: Series C 3 Preferred Shares Purchase Agreement, Series C 3 Preferred Shares Purchase Agreement (Pinduoduo Inc.), Series C 3 Preferred Shares Purchase Agreement (Walnut Street Group Holding LTD)
