Common use of Anti-corruption law Clause in Contracts

Anti-corruption law. (a) Neither the Company nor any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (i) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company nor any of its directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the an Acquired Company nor any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the CompanyLookback Date, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their his, her or its official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their his, her or its lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his his, her or her its respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the an Acquired Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there There have been no false or fictitious entries made in the books and records of the Company Acquired Companies relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has Acquired Companies have not established or maintained a secret or unrecorded fund or account. (c) Neither the an Acquired Company nor any of its directors or managing directors or employees (acting in their capacities as such) has been convicted of of, pled guilty to or been charged with violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the No Group Company nor any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the such Group Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated engaged in any other activity, practice or conduct or has taken any other action or inaction, directly or indirectly, which would constitute an offense under any Anti-Corruption Law or (ii) offered, paid, given, promised to pay or give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacityOfficial, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (b) Each Group Company (i) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the any Group Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the no Group Company has not established or maintained a secret or unrecorded fund or account. (c) Neither the No Group Company nor any of its directors has conducted or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law initiated an internal investigation, made a voluntary or subjected other disclosure to any investigation or proceeding by a Governmental Entity, or been the subject of any Legal Proceedings or received any notice or citation from any Governmental Entity for potential corruption, fraud or violation related to alleged violations of Applicable Law including any Anti-Corruption Law. (d) No Governmental Official and no close relative or family member of a Governmental Official (i) holds or will hold an ownership or other economic interest, direct or indirect in any Group Company, (ii) serves as a Representative of any Group Company, or (iii) will receive any economic benefit as a result of the Transactions.

Anti-corruption law. (a) Neither the Company nor any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I1) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II2) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III3) securing any improper advantage or advantage, (IV4) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I1) through (IV4), assist the Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company (i) has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAPthe Accounting Principles, (ii) there have been no false or fictitious entries made in the books and records of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company nor any of its directors officers or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the Company nor any Subsidiary or any of its directorstheir managers, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company or any Subsidiary in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company and each Subsidiary (i) has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company and each Subsidiary relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) neither the Company nor any Subsidiary has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company nor any Subsidiary or any of its directors their managers or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither None of the Company nor Company, any Subsidiary and any of its directors, officers, or to the knowledge of the Company, employees, agents or representatives (in each case, acting in their capacities as such) has, since have in the inception of the Companylast five (5) years, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company or any Subsidiary in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect violation of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantageAnti-Corruption Law. (ib) The Company (i) has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company nor any of its directors or to the knowledge of the Company, its employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the Company nor any of the Subsidiaries nor, in each case, any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the CompanyJanuary 1, 2016, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company or the Subsidiaries in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there There have been no false or fictitious entries made in the books and records of the Company and the Subsidiaries relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) neither the Company nor any of the Subsidiaries has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company nor any of the Subsidiaries nor, in each case, any of its directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither None of the Company nor Company, any Subsidiary or any of its their respective directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the CompanyJanuary 1, 2014, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: Person (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, duties or (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IVIII), assist the Company or any Subsidiary in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there There have been no false or fictitious entries made in the books and records of the Company or any Subsidiary relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) payment. Neither the Company nor any Subsidiary has not established or maintained a secret or unrecorded fund or account. (c) Neither None of the Company nor Company, any Subsidiary or any of its their respective directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the Company Jiff nor any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any applicable Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company Jiff in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantageadvantage in violation of applicable Anti-Corruption Law. (b) Jiff (i) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company Jiff relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company Jiff has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company Jiff nor any of its directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the Company nor any Subsidiary or any of its their directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company or any Subsidiary in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company and each Subsidiary (i) has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company and each Subsidiary relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) neither the Company nor any Subsidiary has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company nor any Subsidiary or any of its their directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the Company, the Company Subsidiaries nor any of its directorsor their officers, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (i) The Company has and the Company Subsidiaries have maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, except as set forth on Schedule 2.4(a)(v)(A) of the Company Disclosure Letter, (ii) there have been no false or fictitious entries made in the books and records of the Company or any Company Subsidiary relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) neither the Company nor any Company Subsidiary has not established or maintained a secret or unrecorded fund or account. (c) Neither None of the Company, any Company nor Subsidiary, or any of its directors or their officers or employees (acting in their capacities as such) has have been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the Company nor any of its directorsmanagers, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I1) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II2) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III3) securing any improper advantage or advantage, (IV4) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I1) through (IV4), assist the Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company (i) has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has not established or maintained a secret or unrecorded fund or account. The Company has established and maintained proper internal controls and procedures to provide for compliance with each applicable Anti-Corruption Law (including the Foreign Corrupt Practices Act of 1977, as amended) and has made available to Acquirer all such documentation. (c) Neither the Company nor any of its directors managers or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither Since the Prior Transaction Date, neither the Company nor any of its Subsidiaries nor, to the Knowledge of the Company, any of their respective directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third partyThird Party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company or its Subsidiaries in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (b) Since the Prior Transaction Date, each of the Company and its Subsidiaries (i) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAPIFRS, (ii) there have been no false or fictitious entries made in the books and records of the Company and its Subsidiaries relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) neither the Company nor any of its Subsidiaries has not established or maintained a secret or unrecorded fund or account. (c) Neither Since the Prior Transaction Date, neither the Company nor any of its Subsidiaries nor, to the Knowledge of the Company, any of their respective directors or employees (acting in their capacities as such) has (I) been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law, or (II) conducted or initiated any internal investigation or made a voluntary, directed, or involuntary disclosure to any Governmental Entity or similar agency with respect to any alleged or suspected act or omission arising under or relating to any noncompliance with or offence under any Anti-Corruption Law.

Anti-corruption law. (a) Neither Except, in each case, as would not, individually or in the Company aggregate, reasonably be expected to have an Acquired Companies Material Adverse Effect, (i) since January 1, 2018, none of the Acquired Companies, nor any of its their respective Subsidiaries, nor to the Knowledge of Seller, any of their respective directors, employees, agents or representatives (in each case, acting in their capacities as such) ), has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third partyThird Party), (iA) violated violated, any Anti-Corruption Law or (iiB) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A1) for the purpose of (Iaa) corruptly or improperly influencing obtaining any act or decision of any Government Official in their official capacity, (IIbb) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (IIIcc) securing directing business to any improper advantage person or (IVdd) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company in obtaining or retaining business for otherwise secure any improper benefit or withadvantage, or directing business to, any Person or (B2) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company has maintained complete and accurate books and recordsExcept as would not, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false individually or fictitious entries made in the books and records aggregate, reasonably be expected to have an Acquired Companies Material Adverse Effect, since January 1, 2018, none of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company Acquired Companies nor any of its their respective Subsidiaries nor any of their respective directors or employees (acting in their capacities as such) ), has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the an Acquired Company nor any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the CompanyJanuary 1, 2015, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or advantage, (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the an Acquired Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (b) The Acquired Companies (i) The Company has have maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company Acquired Companies relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has have not established or maintained a secret or unrecorded fund or account. (c) Neither the an Acquired Company nor any of its directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither None of the Company nor Company, any Subsidiary and any of its their directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company or any Subsidiary in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company has and each Subsidiary (i) have maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) neither the Company nor any Subsidiary has not established or maintained a secret or unrecorded fund or account. (c) Neither None of the Company nor Company, any Subsidiary and any of its their directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither None of the Company nor Company, any of its the Subsidiaries or to the knowledge of the Company, any of their respective directors, employees, agents employees or representatives (in each case, acting in their capacities as such) has, since the inception of the CompanyDecember 31, 2016, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I1) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II2) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III3) securing any improper advantage or (IV4) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I1) through (IV4), assist the Company or the Subsidiaries in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Each of the Company and the Subsidiaries has maintained complete and accurate books and recordsrecords in all material respects, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there . There have been no false or fictitious entries made in the books and records of the Company and the Subsidiaries relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) payment. Neither the Company nor any of the Subsidiaries has not established or maintained a secret or unrecorded fund or account. (c) Neither None of the Company nor Company, any of its the Subsidiaries or any of their directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. (a) Neither the Company Company, its Subsidiaries, nor any of its their respective directors, officers, or employees, agents or, to the knowledge of the Company, their respective distributors, resellers, agents, sales intermediaries, or representatives Representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party)behalf, (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official Person to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company has and its Subsidiaries have maintained complete and accurate books and records, including records of reflecting payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAPthe Company Accounting Principles. The Company and each Subsidiary have in place controls and systems designed to ensure compliance with the Anti-Corruption Laws, (ii) and there have been no false or fictitious entries made in the books and records of the Company or its Subsidiaries relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has not established or maintained a secret or unrecorded fund or accountpayment. (c) Neither the Company Company, its Subsidiaries, nor any of their respective directors, officers or employees, or, to the knowledge of the Company, their respective distributors, resellers, agents, sales intermediaries, or Representatives or other persons acting on behalf of any of the Company or any of its directors or employees Subsidiaries (in each case, acting in their capacities as such) (i) has been convicted used or is using any corporate funds for any illegal contributions, gifts, entertainment or other unlawful expenditures, (ii) has used or is using any corporate funds for any direct or indirect unlawful payments to any official, employee or representative of a Governmental Entity, any political party or official thereof, any candidate for political office, or any other person, (iii) has violated or is violating any provision of Anti-Corruption Laws, (iv) has established or maintained, or is maintaining, any secret, illegal or unrecorded fund of corporate monies or other properties or (v) has engaged or is engaged in any activity that would constitute any bribe, unlawful rebate, payoff, influence payment, kickback or other unlawful payment of any nature. (d) Neither the Company, its Subsidiaries, nor any of their respective directors, officers, or employees, or, to the knowledge of the Company, their respective distributors, resellers, agents, sales intermediaries, or Representatives or other person acting on behalf of any of the Company or any of its Subsidiaries (in each case, acting in their capacities as such), is, or has been, (i) under administrative, civil, or criminal investigation, indictment, suspension, debarment, or audit (other than a routine contract audit) by any party, (ii) under internal investigation by any party, (iii) the subject of any inquiry or written allegations of any kind, in connection with alleged or possible violations of any Anti-Corruption Law Laws or subjected (iv) has received a whistleblower report of alleged or possible violations of any Anti-Corruption Laws. Neither the Company, its Subsidiaries, nor any of their respective directors, officers, or employees, or, to the knowledge of the Company, their respective distributors, resellers, agents, sales intermediaries, or Representatives or other persons acting on behalf of any investigation of the Company or proceeding by any of its Subsidiaries (in each case, acting in their capacities as such), has received notice, inquiry, or other communication from, or made a Governmental Entity for potential corruptionvoluntary disclosure to, fraud the U.S. Department of Justice or violation other criminal, civil or administrative enforcement agency of any domestic or non-U.S. jurisdiction in connection with alleged or possible violations of any Anti-Corruption Law.

Anti-corruption law. (a) Neither None of the Company nor Company, the Subsidiary or any of its their directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the CompanyCompany or the Subsidiary, as applicable, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III) securing any improper advantage or (IV) inducing any Government Official to use his or her respective influence with a Governmental Entity to affect any act or decision of such Governmental Entity in order to, in each case of clauses (I) through (IV), assist the Company or the Subsidiary in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (ib) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, (ii) there There have been no false or fictitious entries made in the books and records of the Company and the Subsidiary relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) payment. Neither the Company nor the Subsidiary has not established or maintained a secret or unrecorded fund or account. (c) Neither None of the Company nor Company, the Subsidiary or any of its directors or employees their Representatives (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law.

Anti-corruption law. The Sellers and/or Redentor, their subsidiaries and respective officers, representatives and employees, in any event, directly or indirectly, when acting on behalf of the Sellers and/or Redentor, from its incorporation to the Closing Date, have always complied with all Anti-Corruption Laws applicable thereto, including but not limited to applicable Brazilian anti-corruption laws, which prohibit any type of corruption, bribery or money laundering, and regulates gifts, gratuities and expenses paid to Governmental Authorities, lobbies, political donations and political contributions, have not committed any unlawful acts under Law 9613/98, nor have they: (i) offered, promised, made, paid, delivered or authorized any contribution, gift, object of value, payment, delivery, donation or any other improper advantage to a public official (including any representative of Governmental Authorities), to any third person related thereto, or to any person in circumstances in which they were aware or should reasonably be aware that all or part of such object of value, contribution, payment, gift or donation would be offered, delivered or promised, directly or indirectly, to a Person with the aim of: (a) Neither the Company nor any of its directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the Company, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I) corruptly or improperly influencing any act or decision of any Government Official a Governmental Authority in their official capacity, the performance of its duties; (IIb) inducing any Government Official a Governmental Authority to do commit or omit to do any act in violation of their lawful that violates its legal duties, ; (IIIc) securing any an improper advantage or advantage; (IVd) inducing any Government Official to use his or her respective influence with a Governmental Entity Authority to affect influence or interfere with any act or decision of such Governmental Entity in order toany government entity; or (e) assisting any of the Sellers and/or Redentor, in each case as well as any of clauses (I) through (IV)their subsidiaries or representatives, assist the Company in obtaining or retaining maintaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have of the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, extortion, kickbacks or other unlawful or improper means of obtaining business Sellers and/or Redentor or any improper advantage. (i) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with GAAP, their subsidiaries; (ii) there have been no false financed, paid, sponsored or fictitious entries made any other way subsidized practice of illegal action provided for in the books and records of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) the Company has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company nor any of its directors or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity for potential corruption, fraud or violation of any Anti-Corruption Law; (iii) frustrated, through arrangement, combination or any other means, competitive character of public bid procedure; (iv) prevented, disturbed or defrauded execution of any public bid procedure; (v) averted or sought to avert bidder by offering any type of benefit; (vi) obtained undue advantage or benefit, from changes or postponements of contracts entered into with public administration, without legal authorization, in the public bid notice or in respective contract instruments; (vii) manipulated the economic-financial balance of contracts entered into with public administration; (viii) hampered investigation or inspection of public agencies, entities or agents (including any representative of Governmental Authorities), or interfered with their operation, including in the ambit of the National Financial System’s regulatory agencies and inspection agencies; and/or (viii) have performed acts in violation of all applicable Brazilian anti-corruption legislation, including but not limited to the Anti-Corruption Act. 7.1.37.1. None of Redentor’s officers, representatives and/or employees have conducted or initiated any internal investigation or made any voluntary or required disclosure to any Governmental Authority or similar entity with respect to any act or omission arising out of or in any way related to non-compliance with the Anti-Corruption Act. None of Redentor’s officers, representatives and/or employees has received any notice, requisition or service regarding any breach of the Anti-Corruption Act. 7.1.37.2. None of Redentor’s officers, representatives and/or employees is currently a government official or employee of a Governmental Authority or entity controlled by a Governmental Authority (except for professors, who may — for example — hold positions of judges, prosecutors, police precinct chiefs or other public office or at public companies or Governmental Authorities). 7.1.37.3. No government official or governmental authority is a shareholder currently directly or indirectly holding any ownership interest in Redentor.

Anti-corruption law. (a) Neither the Company nor or any of its Subsidiaries nor, to the Knowledge of the Company, any of their directors, employees, agents or representatives (in each case, acting in their capacities as such) has, since the inception of the CompanyCompany or such Subsidiary, directly or indirectly through its representatives or any Person authorized to act on its behalf (including any distributor, agent, sales intermediary or other third party), (i) violated any Anti-Corruption Law or (ii) offered, given, promised to give or authorized the giving of money or anything of value, to any Government Official or to any other Person: (A) for the purpose of (I1) corruptly or improperly influencing any act or decision of any Government Official in their official capacity, (II2) inducing any Government Official to do or omit to do any act in violation of their lawful duties, (III3) securing any improper advantage or advantage, (IV4) inducing any Government Official to use his or her respective influence with a Governmental Entity Authority to affect any act or decision of such Governmental Entity Authority in order to, in each case of clauses (I1) through (IV4), assist the Company or such Subsidiary in obtaining or retaining business for or with, or directing business to, any Person or (B) in a manner that would constitute or have the purpose or effect of public or commercial bribery, acceptance of, or acquiescence in, in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage. (b) Each of the Company and its Subsidiaries (i) The Company has maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and Government Officials, in accordance with French GAAP, (ii) there have been no false or fictitious entries made in the books and records of the Company relating to any unlawful offer, payment, promise to pay or authorization of the payment of any money, or unlawful offer, gift, promise to give, or authorization of the giving of anything of value, including any bribe, kickback or other illegal or improper payment and (iii) neither the Company nor such Subsidiary has not established or maintained a secret or unrecorded fund or account. (c) Neither the Company Company, its Subsidiaries nor any of its directors officers or employees (acting in their capacities as such) has been convicted of violating any Anti-Corruption Law or subjected to any investigation or proceeding by a Governmental Entity Authority for potential corruption, fraud or violation of any Anti-Corruption Law.