Anti-Corruption Practices. Reseller hereby agrees that it and its employees, consultants, agents and representatives will fully comply with, and fully abide by, the U.S. Foreign Corrupt Practices Act and United States and applicable local country or other anti-corruption and anti-bribery laws and regulations. Reseller hereby represents and warrants to Malwarebytes and agrees that it will not, either directly or indirectly, offer any payment or other gift or promise, or authorize the giving of anything of value, for the purpose of influencing an act or decision of an official of any Government or of an employee of any company in order to assist Malwarebytes or Reseller in obtaining, retaining, or directing any business or any sale. Reseller represents and warrants to Malwarebytes that neither it nor any of its employees, officers or other agents is an official, employee, agent or active member of the armed services of the Territory government or active member or affiliate of a governmental entity, an official of the Territory government or other governmental entity, an official of a political party, or a candidate for political office. Reseller covenants that it will promptly notify Malwarebytes in the event any of its employees, officers or other agents assumes the position of government official during the term of this Agreement. Reseller represents and warrants to Malwarebytes that neither it, nor any of its employees or representatives, has been charged with, convicted of, or pleaded guilty to an offense involving fraud, corruption, moral turpitude, and that it is not now listed by any government agency as debarred, suspended, proposed for suspension or debarment, or otherwise is ineligible for government procurement programs. In carrying out its obligations under this Section, Reseller warrants that it will, among other things, exercise diligence in selecting any employees or agents, provide appropriate training to them, and monitor their activities to ensure compliance. Reseller hereby agrees to give prompt written notice to Malwarebytes in the event that Reseller has failed to comply with or has breached any of Reseller's representations, warranties, covenants or agreements herein, or in the event of any allegations of improper payments in connection with, or related to, this Agreement or the business contemplated hereunder. Reseller shall retain books and records to evidence its compliance with this Section 11.3, including, among others, a full record of all expenses incurred...
Anti-Corruption Practices. Buyer shall not, nor any of its respective equity holders, affiliates, beneficial owners, partners, officers, directors, employees or agents, in connection with the sale or purchase of the Equipment hereunder, directly or indirectly, offer, pay, promise to pay, or authorize the payment of any money, or offer, give, promise to give, or authorize the giving of anything of value to (i) any official or employee of any government, or any department, agency, or instrumentality thereof in the United Kingdom, United States or any foreign country, (ii) any political party or official thereof, or to any candidate for foreign political office in the United Kingdom, United States or any foreign country, or (iv) any official or employee of any public international organization, in each case for the purpose of influencing any act or decision of such official, employee, party or candidate or inducing such official, employee, party or candidate to do or omit to do any act in violation of the lawful duty of such official, employee, party or candidate, or securing any improper advantage for Buyer or otherwise promoting the business interests of Buyer in any respect
Anti-Corruption Practices. The Supplier shall not, and shall ensure that its directors, officers, employees and agents do not, directly or indirectly offer or give or agree to give to any person any gifts, inducement or reward that may influence business decisions or create the appearance of influencing any business decision whether or not such action shall comprise an offence under all applicable laws, including the Singapore Penal Code (Chapter 224 of Singapore Statutes) and the Singapore Prevention of Corruption Act (Chapter 241 of Singapore Statutes).
Anti-Corruption Practices. 9.1 The SUPPLIER, by itself, its employees, partners, administrators, directors, agents or by any third party acting on its behalf, declares to be aware of Law 12.846 / 2013 (Brazilian anti-corruption law), US Foreign Corrupt Practices Act of 1977 ("FCPA"), The UK Xxxxxxx Xxx 0000 and all applicable anti-corruption laws (collectively, the "Anti-Corruption Laws") And the global / international / extraterritorial applicability of these laws. THE SUPPLIER agrees, represents, warrants and agrees to comply with Anti-Corruption Laws and not to cause MAGNESITA, directly or indirectly, to breach such laws.
9.2 The SUPPLIER shall not, directly or indirectly, pay, offer, authorize or promise any value or thing of value (such as gifts, donations, travel or entertainment) to any person or organization, including any employee of SUPPLIER or MAGNESITA customers, or to any governmental authority, which includes, but is not limited to, any employee or public servant of any governmental body, publicly or publicly owned entities, international public organizations, political parties, candidates for public office (collectively "Public Authorities") For the purpose of unduly influencing his acts and decisions. SUPPLIER shall take appropriate measures to ensure that its employees, agents, suppliers, directors, officers, employees and representatives (collectively "SUPPLIER'S REPRESENTATIVES") will comply with this clause.
9.3 Unless MAGNESITA is informed in writing, the SUPPLIER declares, warrants and undertakes not to have any reason to believe that there is any potential conflict of interest in its relationship with MAGNESITA, and that neither the SUPPLIER nor the SUPPLIER's Representatives will unduly influence the decision-making of a Public Authority on behalf of MAGNESITA.
9.4 Records relating to all payments made by the SUPPLIER or the SUPPLIER's Representatives in compliance with this Agreement or related thereto shall be kept in their respective books and records, in a complete and accurate manner.
9.5 The SUPPLIER shall promptly notify MAGNESITA if the SUPPLIER or any of its Representatives has any reason to believe that (a) a breach of this clause has occurred or may occur, or (b) any potential conflict of interest in the SUPPLIER's relationship with MAGNESITA arose after the signing of this Agreement.
9.6 MAGNESITA will not make any payment it believes in good faith that it will cause the violation of any Anti-Corruption Law by itself, its subsidiaries or subsidiar...
Anti-Corruption Practices. Each of the Parties hereto, the Company, and each of their respective shareholders, agents, representatives, employees, subsidiaries and Affiliates shall at all times comply with the terms and provisions of the Korean Anti-Corruption Act and the U.S. Foreign Corrupt Practices Act in effect from time to time which generally prohibits companies and their intermediaries from making improper payments to officials or foreign officials for the purpose of directing, obtaining or keeping business.
Anti-Corruption Practices. (a) The Parties agree that, in their activities related to this contract or when acting in the interest or on behalf of the other Party, they will comply with the Brazilian Anti-Corruption Law (Law 12,846/13), as well as any other applicable anti-corruption legislation, in particular, “US Foreign Corrupt Practices Act” (“FCPA” or 15 USC §78-dd-1, et seq., as amended), together, the “Anti- Corruption Laws”.
(b) Notwithstanding, the Parties agree that they will not offer, promise or authorize payments in cash or anything of value, directly or indirectly, to any public agent for the purpose of obtaining and retaining business for the other Party or for any person.
(c) Visit Orlando will immediately inform Company of any violation of the Anti-Corruption Laws.
(d) In the event of reasonable suspicion by one of the Parties regarding the acts of the other Party, which may violate the Anti-Corruption Laws or involvement of the Party and/or its intermediaries in any conduct that violates the Anti-Corruption Laws, it shall be considered a serious breach of the Agreement and shall confer the other Party has the right to suspend or terminate the Agreement in full, at its sole discretion, in which case, any repair and/or compensation pursuant to said suspension or termination of the Agreement, whether total or partial, is not applicable.
(e) Additionally, the Parties declare that all their employees, directors, shareholders and intermediaries are aware of and adequately trained on the applicable Anti-Corruption Laws.
(f) The infringing Party shall indemnify the innocent Party for any damage that may arise from the infringing Party's conduct in violation of the Anti-Corruption Laws.
(g) Visit Orlando is aware of and undertakes to comply with Company´s Code of Ethics, as made available on the website: xxx.xxxxxxxxxx.xxx.xx.
(h) Visit Orlando will only contract any intermediaries or subcontractors or any other third parties in the execution of this agreement with the prior written approval of Company.
(i) The Parties may conduct an audit at each other's premises, during business hours, by scheduling the visit in advance to comply with the Anti-Corruption, Labor and Social Security Laws, both of which undertake to keep the books and records complete, trustworthy and available for consultation.
Anti-Corruption Practices. 18.11.1 The Parties agree to comply with United States and Brazilian anti-corruption law (“Anti-corruption laws”), as applicable.
18.11.2 The failure by either Party to comply with any applicable Anti-corruption laws shall be deemed a breach of this Agreement and may entitle the other Party to terminate this Agreement, subject to Section 5.2, Termination for Cause.
18.11.3 Neither Party shall be responsible for actions, losses or damages arising out of or related to non-compliance by the other Party of the applicable Anti-corruption laws. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]. 1 Hosted Services Agreement
Anti-Corruption Practices. To the knowledge of Xxxxxxxx, neither Borrower nor any director, officer, agent, employee, Affiliate or other Person acting on behalf of Borrower or any of its Subsidiaries is aware of or has taken any action, directly or indirectly, that would result in a violation by such persons of any applicable anti-bribery law, including but not limited to, the United Kingdom Bribery Act 2010 (the “UK Bribery Act”) and the U.S. Foreign Corrupt Practices Act of 1977 (the “FCPA”). Furthermore, to the knowledge of Borrower, both Borrower and its Affiliates have conducted their businesses in compliance with the UK Bribery Act, the FCPA and other applicable anti-corruption laws, rules or regulations and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.
Anti-Corruption Practices. The Seller is in compliance with all applicable country, federal, state and local Laws, ordinances, codes, regulations, rules, policies and procedures of any government or other competent authority, including, without limitation, all anti-corruption laws, including Brazilian Law No. 12,846/13. The Seller and its respective directors and key officers are not currently and formally convicted of, or plead guilty to, any offense involving fraud or corruption.
Anti-Corruption Practices. To the knowledge of the Seller, Renova is in compliance with all applicable country, federal, state and local Laws, ordinances, codes, regulations, rules, policies and procedures of any government or other competent authority, including, without limitation, all anti-corruption laws, including Brazilian Law No. 12,846/13. To the knowledge of the Seller, Renova and its respective directors and key officers are not currently and formally convicted of, or plead guilty to, any offense involving fraud or corruption.
