Common use of Compliance with Anti-Bribery Laws Clause in Contracts

Compliance with Anti-Bribery Laws. Seller warrants and agrees that in performing its obligations pursuant to this Agreement, it and its employees, subcontractors, agents or other third parties who provide or perform Seller’s obligations under this Agreement or any part thereof on behalf of Seller (“Seller Personnel”) will, in connection with this Agreement, comply with all applicable anti- bribery Laws, rules, codes, orders, regulations, decrees, conventions and/or government orders of any Governmental Authority of any relevant jurisdiction (“Anti-Bribery Laws”), specifically including the Foreign Corrupt Practices Act of the United States of America (“FCPA”). If Seller is a Government Official or Government Entity, has close connection with a Government Official or Government Entity that may have oversight of Seller’s business or is owned or controlled by a Governmental Official or Government Entity, Seller agrees to perform its obligations under this Agreement solely in its personal or private capacity and shall not (i) use the authority, influence, or prestige of any Government Official to provide and delivery Products and/or to perform work associated therewith, or (ii) influence a Government Official concerning Buyer’s business. Seller shall ensure that all Seller Personnel comply with this Section and do so on the basis of a written contract which imposes on and secures from the Seller Personnel terms equivalent in effect to those terms set forth and referred to in this Section 13. Seller shall be responsible for the observance and performance by the Seller Personnel of the terms of this Section 13, and shall be directly liable to Buyer for any breach by any Seller Personnel of the terms hereof.

Compliance with Anti-Bribery Laws. Seller warrants and agrees that in performing its obligations pursuant to this Agreement, it and its employees, subcontractors, agents or other third parties who provide or perform Seller’s obligations under this Agreement or any part thereof on behalf of Seller (“Seller Personnel”) will, in connection with this Agreement, comply with all applicable anti- anti-bribery Laws, rules, codes, orders, regulations, decrees, conventions and/or government orders of any Governmental Authority of any relevant jurisdiction (“Anti-Bribery Laws”), specifically including the Foreign Corrupt Practices Act of the United States of America (“FCPA”). If Seller is a Government Official or Government Entity, has close connection with a Government Official or Government Entity that may have oversight of Seller’s business or is owned or controlled by a Governmental Official or Government Entity, Seller agrees to perform its obligations under this Agreement solely in its personal or private capacity and shall not (i) use the authority, influence, or prestige of any Government Official to provide and delivery Products and/or to perform work associated therewith, or (ii) influence a Government Official concerning Buyer’s business. Seller shall ensure that all Seller Personnel comply with this Section and do so on the basis of a written contract which imposes on and secures from the Seller Personnel terms equivalent in effect to those terms set forth and referred to in this Section 13. Seller shall be responsible for the observance and performance by the Seller Personnel of the terms of this Section 13, and shall be directly liable to Buyer for any breach by any Seller Personnel of the terms hereof.

Compliance with Anti-Bribery Laws. Seller warrants and agrees that in performing its obligations pursuant to this Agreement, it and its employees, subcontractors, agents or other third parties who provide or perform Seller’s obligations under this Agreement or any part thereof on behalf of Seller (“Seller Personnel”) will, in connection with this Agreement, comply with all applicable anti- bribery Lawslaws, rules, codes, orders, regulations, decrees, conventions and/or government orders of any Governmental Authority of any relevant jurisdiction (“Anti-Anti- Bribery Laws”), specifically including the Foreign Corrupt Practices Act of the United States of America (“FCPA”). If Seller is a Government Official or Government Entity, has close connection with a Government Official or Government Entity that may have oversight of Seller’s business or is owned or controlled by a Governmental Official or Government Entity, Seller agrees to perform its obligations under this Agreement solely in its personal or private capacity and shall not (ia) use the authority, influence, or prestige of any Government Official to perform or provide and delivery the Products and/or to perform work associated therewithor Services, or (iib) influence a Government Official concerning Buyer’s business. Seller shall ensure that all Seller Personnel comply with this Section and do so on the basis of a written contract which imposes on and secures from the Seller Personnel terms equivalent in effect to those terms set forth and referred to in this Section 13Section. Seller shall be responsible for the observance and performance by the Seller Personnel of the terms of this Section 13Section, and shall be directly liable to Buyer for any breach by any Seller Personnel of the terms hereof.

Compliance with Anti-Bribery Laws. Seller warrants Buyer shall comply with, and agrees shall ensure that in performing its obligations pursuant to this Agreementdirectors, it and its managers, officers, employees, subcontractorsagents, agents representatives, affiliates, and other associated persons comply with, the U.S. Foreign Corrupt Practices Act of 1977 (the “FCPA”), as amended (15 U.S.C. §§78dd-1 et seq.), the UK Xxxxxxx Xxx 0000, and other applicable anti-bribery or other third parties who provide or perform Seller’s obligations under this Agreement or any part thereof on behalf of Seller anti-corruption laws and regulations (“Seller Personnel”) willcollectively, in connection with this Agreement, comply with all applicable anti- bribery Laws, rules, codes, orders, regulations, decrees, conventions and/or government orders of any Governmental Authority of any relevant jurisdiction (the “Anti-Bribery Laws”). Buyer and its directors, specifically managers, officers, employees, agents, representatives, affiliates, and other associated persons shall not make, offer, promise, authorize, or deliver any payment, gift of any kind, or anything of value, directly or indirectly, to any government official or employee or any other person or entity, including those in the Foreign Corrupt Practices Act private or commercial sector, for the purpose of influencing any act or decision of such person or securing an improper advantage to assist Xxxxxx or Buyer or its affiliates in obtaining or retaining business. Buyer represents and warrants that Buyer has not and will not commit any act of bribery. Buyer shall impose the United States compliance requirement set out in this Section 15B in its contracts with affiliates and sub-contractors, if any, pertaining to Xxxxxx and/or the Products. Buyer shall be solely responsible for the performance of America (“FCPA”). If Seller is a Government Official any person to whom any rights or Government Entity, has close connection with a Government Official or Government Entity that may have oversight of Seller’s business or is owned or controlled by a Governmental Official or Government Entity, Seller agrees to perform its obligations under this Agreement solely in its personal or private capacity and shall not (i) use the authorityare subcontracted, influencedelegated, or prestige of any Government Official to provide assigned and delivery Products and/or to perform work associated therewith, or (ii) influence a Government Official concerning Buyer’s business. Seller shall ensure that all Seller Personnel such person complies in full with this Section 15B in the same manner as Buyer is required to comply. Buyer hereby acknowledges and agrees that any breach of or failure to comply with this Section and do so on the basis of 15B shall constitute a written contract which imposes on and secures from the Seller Personnel terms equivalent in effect to those terms set forth and referred to in this Section 13. Seller shall be responsible for the observance and performance by the Seller Personnel material breach of the terms of this Section 13, Agreement and shall be directly liable grounds for immediate termination of this Agreement. In such case, Xxxxxx shall have no further obligation to Buyer for whatsoever hereunder. Buyer shall protect, indemnify, and hold harmless Xxxxxx and its affiliates from and against any breach claim, damages, liability costs, fees, and expenses (including attorneys’ fees and legal defenses related to such defense), fines, and penalties incurred by any Seller Personnel Xxxxxx and its affiliates as a result of the terms hereofBuyer’s breach.

Compliance with Anti-Bribery Laws. Seller warrants Buyer shall comply with, and agrees shall ensure that in performing its obligations pursuant to this Agreementdirectors, it and its managers, officers, employees, subcontractorsagents, agents representatives, affiliates, and other associated persons comply with, the U.S. Foreign Corrupt Practices Act of 1977 (the “FCPA”), as amended (15 U.S.C. §§78dd-1 et seq.), the UK Bribery Act 2010, and other applicable anti-bribery or other third parties who provide or perform Seller’s obligations under this Agreement or any part thereof on behalf of Seller anti-corruption laws and regulations (“Seller Personnel”) willcollectively, in connection with this Agreement, comply with all applicable anti- bribery Laws, rules, codes, orders, regulations, decrees, conventions and/or government orders of any Governmental Authority of any relevant jurisdiction (the “Anti-Bribery Laws”). Buyer and its directors, specifically managers, officers, employees, agents, representatives, affiliates, and other associated persons shall not make, offer, promise, authorize, or deliver any payment, gift of any kind, or anything of value, directly or indirectly, to any government official or employee or any other person or entity, including those in the Foreign Corrupt Practices Act private or commercial sector, for the purpose of influencing any act or decision of such person or securing an improper advantage to assist Xxxxxx or Buyer or its affiliates in obtaining or retaining business. Buyer represents and warrants that Buyer has not and will not commit any act of bribery. Buyer shall impose the United States compliance requirement set out in this Section 15B in its contracts with affiliates and sub-contractors, if any, pertaining to Xxxxxx and/or the Products. Buyer shall be solely responsible for the performance of America (“FCPA”). If Seller is a Government Official any person to whom any rights or Government Entity, has close connection with a Government Official or Government Entity that may have oversight of Seller’s business or is owned or controlled by a Governmental Official or Government Entity, Seller agrees to perform its obligations under this Agreement solely in its personal or private capacity and shall not (i) use the authorityare subcontracted, influencedelegated, or prestige of any Government Official to provide assigned and delivery Products and/or to perform work associated therewith, or (ii) influence a Government Official concerning Buyer’s business. Seller shall ensure that all Seller Personnel such person complies in full with this Section 15B in the same manner as Buyer is required to comply. Buyer hereby acknowledges and agrees that any breach of or failure to comply with this Section and do so on the basis of 15B shall constitute a written contract which imposes on and secures from the Seller Personnel terms equivalent in effect to those terms set forth and referred to in this Section 13. Seller shall be responsible for the observance and performance by the Seller Personnel material breach of the terms of this Section 13, Agreement and shall be directly liable grounds for immediate termination of this Agreement. In such case, Xxxxxx shall have no further obligation to Buyer for whatsoever hereunder. Buyer shall protect, indemnify, and hold harmless Xxxxxx and its affiliates from and against any breach claim, damages, liability costs, fees, and expenses (including attorneys’ fees and legal defenses related to such defense), fines, and penalties incurred by any Seller Personnel Xxxxxx and its affiliates as a result of the terms hereofBuyer’s breach.