Common use of Anti-Corruption Provisions Clause in Contracts

Anti-Corruption Provisions. 13.1. The Seller represents and warrants that: a. The Seller is licensed, registered or qualified under local law, regulations, policies and administrative requirements to provide the goods or services in this agreement, and no regulations or other obligations prohibit it from providing such goods or services; b. The Seller has not and will not in the future directly or indirectly offer a pay, or authorize the offer or payment, of any money or anything of value in an effort to influence any Government Official or any other person in order for Pfizer to improperly obtain or retain business or to gain an improper business advantage, and, has not accepted, and will not accept in the future, such a payment; c. The Seller has been provided with a copy of Pfizer’s International Anti-Bribery Principles and has communicated such Principles to all persons acting on its behalf in connection with work for Pfizer, including agents or subcontractors; d. Any information provided by The Seller to Pfizer in connection with Pfizer’s Anti-Corruption Due Diligence is complete, truthful and accurate and The Seller agrees to inform Pfizer if any responses in the due diligence questionnaire with respect to The Seller or any individuals identified in the due diligence questionnaire or their Family Relatives, as defined therein, change during the performance of this agreement; e. The Seller will (i) provide truthful and complete documentation supporting, in reasonable detail, the work performed and any expenses incurred, (ii) maintain true, accurate, and complete invoices, reports, statements, books, and other records, and (iii) secure pre-authorization in writing from Pfizer for any extraordinary expenditure; and f. The Seller will permit, during the term of the agreement and for three years after final payment has been made under the agreement, Pfizer’s internal and external auditor’s access to any relevant books, documents, paper and records involving transactions related to the agreement. Where the agreement involves clinical studies, the contract shall include acceptable safeguards to ensure confidentiality. g. The Seller will complete and submit to Pfizer, the Third Party Annual Compliance Certification at an annual interval, upon request by Pfizer. h. The Seller agrees that upon request of Pfizer, any persons acting on behalf of himself in connection with work for Pfizer, will complete anti-corruption training provided by Pfizer, and will notify Pfizer of any persons that require such training, at the time of contracting and during the term of the engagement. 13.2. Pfizer may terminate the contract if the supplier breaches any of the above Representations and Warranties. In the event of termination, the supplier shall not be entitled to any further payment, regardless of any activities undertaken or agreements entered into prior to termination, and the supplier shall be liable for damages or remedies as provided by law. Further, the supplier will indemnify and hold Pfizer harmless from any claim, liability, fine, penalty, loss or damage that arises as a result of supplier’s failure to comply with its obligations under this Agreement.

Anti-Corruption Provisions. 13.1. The Seller represents and warrants that: a. The Seller 12.1 He is licensed, registered or qualified under local law, regulations, policies and administrative requirements to provide the goods or services in this agreement, and no regulations or other obligations prohibit it from providing such goods or services; b. The Seller 12.2 He has not and will not in the future directly or indirectly offer a pay, or authorize the offer or payment, of any money or anything of value in an effort to influence any Government Official or any other person in order for Pfizer to improperly obtain or retain business or to gain an improper business advantage, and, has not accepted, and will not accept in the future, such a payment; c. The Seller 12.3 He has been provided with a copy of Pfizer’s International Anti-Bribery Principles and has communicated such Principles to all persons acting on its behalf in connection with work for Pfizer, including agents or subcontractors; d. 12.4 Any information provided by The Seller him to Pfizer in connection with Pfizer’s Anti-Corruption Due Diligence Dilligence is complete, truthful and accurate and The Seller he agrees to inform Pfizer if any responses in the due diligence dilligence questionnaire with respect to The Seller him or any individuals identified in the due diligence dilligence questionnaire or their Family Relatives, as defined therein, change during the performance of this agreement; e. The Seller 12.5 He will (i) provide truthful and complete documentation supporting, in reasonable detail, the work performed and any expenses incurred, (ii) maintain true, accurate, and complete invoices, reports, statements, books, and other records, and (iii) secure pre-authorization in writing from Pfizer for any extraordinary expenditure; and f. The Seller 12.6 He will permit, during the term of the agreement and for three years after final payment has been made under the agreement, Pfizer’s internal and external auditor’s auditors access to any relevant books, documents, paper and records involving transactions related to the agreement. Where the agreement involves clinical studies, the contract shall include acceptable safeguards to ensure confidentiality. g. The Seller will complete and submit to Pfizer, the Third Party Annual Compliance Certification at an annual interval, upon request by Pfizer. h. The Seller agrees that upon request of Pfizer, any persons acting on behalf of himself in connection with work for Pfizer, will complete anti-corruption training provided by Pfizer, and will notify Pfizer of any persons that require such training, at the time of contracting and during the term of the engagement. 13.2. Pfizer may terminate the contract if the supplier breaches any of the above Representations and Warranties. In the event of termination, the supplier shall not be entitled to any further payment, regardless of any activities undertaken or agreements entered into prior to termination, and the supplier shall be liable for damages or remedies as provided by law. Further, the supplier will indemnify and hold Pfizer harmless from any claim, liability, fine, penalty, loss or damage that arises as a result of supplier’s failure to comply with its obligations under this Agreement.