Compliance General. 7.1 The Supplier shall comply with all applicable anti-bribery, anti-corruption and anti- slavery legislation including, without limitation, the Xxxxxxx Xxx 0000 and Modern Slavery Xxx 0000.
7.2 The Supplier shall comply with Network Rail’s Code of Business Ethics and Code of Conduct, corporate hospitality, conflicts of interests and speak out (whistleblowing) policies and any updates thereof.
Compliance General. The Contractor shall comply with all applicable anti-bribery, anti- corruption and anti-slavery legislation including the Xxxxxxx Xxx 0000 and Modern Slavery Xxx 0000.
Compliance General. 170 The Company and the LLP have, within the relevant time limits, correctly made all returns and payments required to be made by them in the last four years for any Tax purposes, and have kept all records and other documents required to be kept by any Legislation relating to Tax. 171 The LLP has on behalf of each of the LLP Sellers and, within the relevant time limits, correctly made all payments required to be made by the LLP Sellers in the last four years for any Tax purposes in respect of their share of any income, profits or gains of the LLP. 172 There is no dispute or investigation and there has not at any time within the last four years been any dispute or investigation between the Company or the LLP and any Tax Authority (other than the routine negotiation of tax returns and computations) and the Company and the LLP are not and have not within the last four years been, the subject of an investigation by any Tax Authority (other than routine PAYE, national insurance and VAT audits). 173 Both the Company and the LLP have properly operated the Pay As You Earn system (including its application to National Insurance Contributions) and have complied with all their reporting obligations to HM Revenue & Customs in connection with the treatment of individuals engaged by the Company or the LLP (as applicable) as either Employees or Non-Employees (as such terms are defined in Part 6 of this Schedule [7]) and in relation to all benefits provided for employees (including but not limited to any loans provided to employees, directors or shareholders). 174 All rents, interest, annual payments and other sums of an income nature (in each case where the amount involved is material) which have been paid or become payable since the Accounting Date by the Company or the LLP or which either the Company or the LLP is under an existing obligation to pay in the future are, or so far as the Warrantors are aware, will be, wholly allowable as deductions or charges against profits or in computing profits for the purposes of Tax, save for in respect of capital expenditure qualifying for capital allowances and expenditure on entertainment. 175 All instruments executed by the Company and/or the LLP have been properly stamped. CHANGE AND DIMINUTION OF TRADE 176 Within the period of three years ending on the date of this Agreement there has not been a major change in the nature or conduct of any trade carried on by the Company; nor has the scale of the activities in any trade carrie...
Compliance General a) The Supplier shall comply with all applicable anti-bribery, anti- corruption and anti-slavery legislation including, without limitation, the Bribery Act 2010 and Modern Slavery Act 2015.
b) The Supplier shall comply with Network Rail’s Code of Business Ethics and Code of Conduct, corporate hospitality, conflicts of interests and speak out (whistleblowing) policies and any updates thereof.
Compliance General. SUPPLIER warrants that the processes used in the manufacturing of Products sold to BUYER are (i) Safe for normal use and non-toxic, (ii) RoHS compliant and (iii) meets WEEE requirements at date of shipment, as applicable. Any additional safety requirements or Product marking will be defined in Statement of Work. Confidential treatment is being requested for portions of this document. This copy of the document filed as an exhibit omits the confidential information subject to the confidentiality request. Omissions are designated by the symbol [***]. A complete version of this document has been filed separately with the Securities and Exchange Commission. MANUFACTURING AND PURCHASE AGREEMENT Exhibit J SECURITY PROVISIONS This exhibit outlines SUPPLIER’s minimum security requirements and obligations for manufacturing and printing Products. This is a non-exclusive list. Additional or different measures than those outlined below may be required for SUPPLIER to comply with the terms and spirit of the Agreement. To protect BUYER Intellectual Property Rights and based upon the type of Product being manufactured by SUPPLIER, SUPPLIER shall provide three levels of segregation (No Segregation, Partial Segregation and Full Segregation) as set forth in Table J-1 below and as shall be further defined by BUYER. Table J-1
Compliance General. Each of the Borrowers and their Subsidiaries -------------------- are in compliance in all material respects with all Regulations required by applicable law for it to conduct its business (including obtaining all authorizations, consents, approvals, orders, licenses, exemptions from, and making all filings or registrations or qualifications with, any court or governmental department, public body or authority, commission, board, bureau, agency, instrumentality or other Governmental Authority), the noncompliance with which could have a material adverse effect on the business, operations, assets or condition (financial or otherwise) of the Borrowers and their Subsidiaries taken as a whole.
Compliance General. Neither the Corporation nor any Subsidiary has directly or indirectly received or otherwise had or obtained knowledge of any (i) violation of any Applicable Law relating to anticorruption, customs, export control, trade sanctions, anti-money laundering, and antiboycott compliance, by the Corporation or any Subsidiary, or by any Intermediary acting on behalf of or for the benefit of the Corporation or any Subsidiary, including any actual or, threatened investigation or audit by any Covered Governmental Authority concerning the foregoing, or (ii) complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of the Corporation or any Subsidiary or their internal accounting controls, including any complaint, allegation, assertion or claim that questionable accounting or auditing practices have been engaged in.
Compliance General. 32.1 The Contractor shall comply with all applicable anti-bribery, anti- corruption and anti-slavery legislation including the Xxxxxxx Xxx 0000 and Modern Slavery Xxx 0000.
32.2 The Contractor shall comply with Network Rail’s Code of Business Ethics and Code of Conduct, corporate hospitality, conflicts of interests and speak out (whistleblowing) policies and any updates thereof.
Compliance General. (i) except for the transactions contemplated by this Agreement or the Contracts and the Invitation to Sell, the Issuer is not aware of any inside information as defined in Article 7 of the MAR with respect to the Issuer, the Group, the Bonds or the Existing Shares that is required to be published in accordance with Article 17 of the MAR; the Issuer does not make use of its rights under Article 17(4) of the MAR or any other applicable laws or regulations in relation to the Issuer, the Group the Bonds or the Existing Shares to temporarily exempt itself from its obligation to publicly disclose inside information relating to itself;
(ii) except for Issuer's ongoing repurchase of up to USD 100,000,000 of its ordinary shares announced on 11 November 2020 (the "Share Repurchase") pursuant to its share repurchase programme separately announced on 6 May 2019, neither the Issuer nor any of its Subsidiaries has taken, directly or indirectly, any action which was designed to cause or caused the stabilisation or manipulation of the price of the Bonds or the shares of the Issuer or any securities or other documents that embody the right to receive shares or other securities of the Issuer;
(iii) except, in respect of limbs (b) and (c), as disclosed in an email from Xxxxxxx xxx Xxxx dated 3 December 2020 (sent at approximately 15.11 CET), none of the Issuer, nor any of its Subsidiaries, nor any director, officer or, to the knowledge of the Issuer, agent, employee, or Affiliate (other than any Subsidiary) of the Issuer is an individual or entity ("Person"):
(a) with whom dealings are restricted or prohibited by, or are sanctionable under, any economic sanctions or trade restrictions administered or enforced by the U.S. government (including, without limitation, those administered or enforced by the U.S. Department of Treasury's Office of Foreign Assets Control, the U.S. Department of Commerce, or the U.S. Department of State), the United Nations Security Council, the European Union, Her Majesty's Treasury, The Netherlands, or any other authority with jurisdiction over the Issuer or any of its Subsidiaries (collectively, "Sanctions", and each such Person, a "Sanctioned Person"); or
(b) located, organized, operating or resident in a country or territory that is the subject of Sanctions (currently the Crimea region, Cuba, Iran, North Korea, Sudan, and Syria) (each, a "Sanctioned Country"), save as disclosed in "Item 8. Financial Information—Disclosure pursuant to Section 219 ...
Compliance General. 23.1 The Concessionaire shall comply with all applicable anti-bribery, anti- corruption and anti-slavery legislation including the Xxxxxxx Xxx 0000 and Modern Slavery Xxx 0000.
23.2 The Concessionaire shall comply with Network Rail’s Code of Business Ethics and Code of Conduct, corporate hospitality, conflicts of interests and speak out (whistleblowing) policies and any updates thereof. Bribery Act Compliance
23.3 The Concessionaire shall maintain and enforce its own policies and procedures, including adequate procedures under the Xxxxxxx Xxx 0000, to ensure compliance with all applicable anti-bribery and anti-corruption legislation. Adequate procedures shall be determined in accordance with section 7(2) of the Xxxxxxx Xxx 0000 (and any guidance issued under section 9 of the Act).
23.4 The Concessionaire shall use reasonable endeavours to ensure that all persons associated with the Concessionaire (as defined by section 8 of the Bribery Act 2010) including any subcontractors and suppliers comply with this clause. Modern Slavery Act Requirements 23.5 The Concessionaire shall implement due diligence procedures for its own suppliers, subcontractors and other participants in its supply chains, to ensure that there is no slavery or human trafficking in its supply chains.
