Compliance with Anticorruption Laws Sample Clauses

Compliance with Anticorruption Laws. In connection with this Agreement and all Channel Partner activities related to the Products and the Channel Partner Program, Channel Partner will comply with the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, and all other anti-bribery laws and regulations applicable to Channel Partner or Forcepoint as well as all codes, policies, and procedures Forcepoint may make available from time to time (individually and collectively, the “Anticorruption Standards”). Channel Partner represents, warrants, and covenants that (a) Channel Partner, its affiliates, owners, officers, directors, employees, and representatives did not, and will not, (i) offer, promise, authorize, or provide anything of value, directly or indirectly, to, or (ii) request, agree to receive, or accept anything of value from, any Government Official, political party, party official, candidate for political office, or any other person, or engage in other conduct, that may have caused or may cause Channel Partner or Forcepoint to violate Anticorruption Standards; (b) all information and documentation provided to Forcepoint by or on behalf of Channel Partner are and will be complete and accurate; and (c) Channel Partner will require substantially similar commitments to compliance with Anticorruption Standards in contracts with its suppliers, vendors, End Users, customers or other parties in relation to the Products. Channel Partner acknowledges that, for purposes of this Agreement, a “Government Official” is (i) any officer or employee of any government or any department, agency, or instrumentality of a government, (ii) an officer or employee of a public international organization such as the United Nations or the World Bank, (iii) an individual acting in an official capacity for or on behalf of a government agency, department, instrumentality or of a public international organization, (iv) any officer or employee of a company owned or controlled by any government, or (v) a member of a royal family who may lack formal authority but who may otherwise be influential, including by owning or managing state-owned or controlled companies. Channel Partner represents that, except as previously disclosed in writing by Channel Partner to Forcepoint, none of Channel Partner’s owners, directors, officers, partners, employees, or close family members thereof, i.e., spouses, children, parents and siblings, is presently (or has been within the last year) a Government Official, representative or employee...
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Compliance with Anticorruption Laws. (a) Since April 1, 2007, no FS Tech Entity, nor any officer, director, or employee of the FS Tech Entities, nor any agent or representative of the FS Tech Entities, acting in such capacity, has directly or indirectly violated or taken any act in furtherance of violating any provision of the Foreign Corrupt Practices Act of 1977 (as amended), the U.K. Xxxxxxx Xxx 0000 or any other anti-bribery or anti-corruption Laws of any jurisdiction applicable to the Business (collectively, the “Anti-Corruption Laws”), such as by making, offering or promising, directly or indirectly, any contribution, gift, bribe, rebate, loan, payoff, influence payment, kickback or other payment, or promise of payment, of anything of value, to any Government Official (as defined below) for the purpose of inducing such Government Official to do any act or make any decision in his or her or its official capacity (including a decision to fail to perform his or her or its official function) or use his or her or its influence with a Governmental Authority in order to affect any act or decision of such Governmental Authority for the purpose of assisting any Person to obtain or retain any business, or to facilitate the Business in its efforts to transact business or for any other improper purpose (e.g., to obtain a tax rate lower than allowed by Law).
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Compliance with Anticorruption Laws. In connection with this Agreement and all Sales Partner activities related to the Products and the Sales Partner Program, Sales Partner will comply with the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, and all other anti-bribery laws and regulations applicable to Sales Partner or EarthSpring Medicinals as well as all policies, and procedures EarthSpring Medicinals may make available from time to time (individually and collectively, the “Anticorruption Standards”).
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Compliance with Anticorruption Laws. None of the Vendor Parties nor any of the Purchased Entities, nor, to the knowledge of the Vendor Parties, any of their Representatives, has, in connection with the Coal Business or the Coal Assets: (i) used or is using any corporate funds for any illegal contributions, illegal gifts, illegal entertainment or other expenses relating to political activity that would be illegal; (ii) used or is using any corporate funds for any direct or indirect illegal payments to any foreign or domestic governmental officials or employees; (iii) violated or is violating any provision of the United States Foreign Corrupt Practices Act of 1977, the Corruption of Foreign Public Officials Act (Canada), Part IV of the Criminal Code (Canada) or any Law of similar effect (collectively, the "Anticorruption Laws"); (iv) established or maintained, or is maintaining, any illegal fund of corporate monies or other properties; (v) made any bribe, illegal rebate, illegal payoff, influence payment, facilitation payment, kickback or other illegal payment of any nature; or (vi) been the subject of any Legal Proceedings for non-compliance under the Anticorruption Laws. The Vendor Parent has implemented policies and controls reasonably designed to ensure compliance with the Anticorruption Laws applicable to the Coal Business.
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Compliance with Anticorruption Laws. Except as subject to the release set forth in the Deferred Prosecution Agreement, during the past five (5) years, in connection with the North America Business, (i) neither Parent, any of its Subsidiaries, nor, to the Knowledge of Parent, any director, officer, agent or employee of Parent or any of its Subsidiaries, has in any material respect violated any Law relating to anti-bribery or anticorruption or that otherwise prohibits the corrupt payment to any Government or Public Officials (all such Laws, “Anticorruption Laws”) and (ii) Parent has not received any written notice alleging any material violation or conducted any internal investigation with respect to any actual, potential or alleged material violation any Anticorruption Law.
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Compliance with Anticorruption Laws. LICENSEE and its Affiliates shall not utilize deceptive, misleading or unethical business practice in connection with the Commercialization of the Product in the Field in each country of the Territory. Each Party shall perform its activities hereunder, directly or indirectly, in full compliance with all applicable local and international laws, including those applicable laws (and industry codes) dealing with government procurement, conflicts of interest, fraud, corruption or bribery, including, if applicable, the U.S. Foreign Corrupt Practices Act of 1977, as amended, and any laws enacted to implement the Organisation of Economic Cooperation and Development Convention on Combating Bribery of Foreign Officials in International Business Transactions. In connection with this Agreement, each of the Parties represents, warrants and covenants that it has a fully effective and comprehensive compliance management program in place and it has not made, offered, given, promised to give, or authorized, and will not make, offer, give, promise to give, or authorize, any bribe, kickback, payment or transfer of anything of value, directly or indirectly, to any 57 person or to any government official for the purpose of: (i) improperly influencing any act or decision of the person or government official; (ii) inducing the person or government official to do or omit to do an act in violation of a lawful or otherwise required duty; (iii) securing any improper advantage; or (iv) inducing the person or government official to improperly influence the act or decision of any organization, including any government or government instrumentality, in order to assist LICENSEE or LICENSOR in obtaining or retaining business.
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Compliance with Anticorruption Laws. No Target Company, nor any officer, director, or employee of any Target Company, nor, to the Seller’s Knowledge, any agent or representative of any Target Company, acting in such capacity within the last five (5) years: (a) has directly or indirectly violated any provision of the Foreign Corrupt Practices Act of 1977 (as amended), the U.K. Xxxxxxx Xxx 0000 or any other anti-bribery or anti-corruption Laws of any jurisdiction applicable to such Target Company (collectively, the “Anti-Corruption Laws”); or (b) has received any written notice from any Governmental Authority with respect to any allegation, voluntary disclosure, investigation, prosecution or other enforcement action related to any Anti-Corruption Law. 3.25
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Related to Compliance with Anticorruption Laws

  • Compliance with Anti-Corruption Laws Neither the Company nor any of its Controlled Entities or their respective affiliates, nor any director, officer or employee thereof nor, to the Company’s knowledge, any agent or representative of the Company or of any of its Controlled Entities or their respective affiliates, has (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expense relating to political activity; (ii) taken or will take any action in furtherance of an offer, payment, promise to pay, or authorization or approval of the payment, giving or receipt of money, property, gifts or anything else of value, directly or indirectly, to any “government official” (including any officer, director or employee of a government or government-owned or controlled entity or of a public international organization, or any person acting in an official capacity for or on behalf of any of the foregoing, or any political party or party official or candidate for political office) to induce such government official to do or omit to do any act in violation of his lawful duties, influence official action or secure, obtain or retain business or any other improper advantage; (iii) made, offered, agreed, requested or taken an act in furtherance of any unlawful bribe or other unlawful benefit, including, without limitation, any rebate, payoff, influence payment, kickback or other unlawful or improper payment or benefit; or (iv) will use, directly or indirectly, the proceeds of the offering in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money, or anything else of value, to any person in violation of any applicable anti-bribery or anti-corruption laws, in each case as amended from time to time, (collectively, the “Anti-Corruption Laws”); and the Company and its Controlled Entities and affiliates have conducted their businesses in compliance with Anti-Corruption Laws and have instituted, maintained and enforced, and will continue to maintain and enforce, policies and procedures reasonably designed to promote and achieve compliance with such laws and with the representations and warranties contained herein; no investigation, action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving the Company or any of its Controlled Entities with respect to the Anti-Corruption Laws is pending or, to the best knowledge of the Company after due and careful inquiry, threatened.

  • Compliance with Anti-Corruption Laws and Sanctions Maintain in effect and enforce policies and procedures designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.

  • Compliance with Anti-Terrorism Laws Collateral Agent hereby notifies Borrower and each of its Subsidiaries that pursuant to the requirements of Anti-Terrorism Laws, and Collateral Agent’s policies and practices, Collateral Agent is required to obtain, verify and record certain information and documentation that identifies Borrower and each of its Subsidiaries and their principals, which information includes the name and address of Borrower and each of its Subsidiaries and their principals and such other information that will allow Collateral Agent to identify such party in accordance with Anti-Terrorism Laws. Neither Borrower nor any of its Subsidiaries shall, nor shall Borrower or any of its Subsidiaries permit any Affiliate to, directly or indirectly, knowingly enter into any documents, instruments, agreements or contracts with any Person listed on the OFAC Lists. Borrower and each of its Subsidiaries shall immediately notify Collateral Agent if Borrower or such Subsidiary has knowledge that Borrower, or any Subsidiary or Affiliate of Borrower, is listed on the OFAC Lists or (a) is convicted on, (b) pleads nolo contendere to, (c) is indicted on, or (d) is arraigned and held over on charges involving money laundering or predicate crimes to money laundering. Neither Borrower nor any of its Subsidiaries shall, nor shall Borrower or any of its Subsidiaries, permit any Affiliate to, directly or indirectly, (i) conduct any business or engage in any transaction or dealing with any Blocked Person, including, without limitation, the making or receiving of any contribution of funds, goods or services to or for the benefit of any Blocked Person, (ii) deal in, or otherwise engage in any transaction relating to, any property or interests in property blocked pursuant to Executive Order No. 13224 or any similar executive order or other Anti-Terrorism Law, or (iii) engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in Executive Order No. 13224 or other Anti-Terrorism Law.

  • Compliance with Sanctions Laws None of the Company, any of its subsidiaries or, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of its subsidiaries is currently subject to any sanctions administered or enforced by the U.S. government, (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”) or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council (“UNSC”), the European Union, Her Majesty’s Treasury (“HMT”) or other relevant sanctions authority (collectively, “Sanctions”), nor is the Company or any of its subsidiaries located, organized or resident in a country or territory that is the subject or target of Sanctions, currently Crimea, Cuba, Iran, North Korea and Syria (each, a “Sanctioned Country”); and the Company will not directly or indirectly use the proceeds of the offering of the Securities hereunder, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other person or entity, for the purpose of financing the activities of any person currently subject to any Sanctions, or in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as underwriter, advisor, investor or otherwise) of Sanctions. For the past five years, the Company and its subsidiaries have not knowingly engaged in, are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

  • Anti-Corruption Laws Conduct its business in compliance with the United States Foreign Corrupt Practices Act of 1977, the UK Xxxxxxx Xxx 0000 and other similar anti-corruption legislation in other jurisdictions and maintain policies and procedures designed to promote and achieve compliance with such laws.

  • Compliance With Laws; Anti-Terrorism Laws (a) Each Credit Party is in compliance with the requirements of all applicable Laws, except for such Laws the noncompliance with which could not reasonably be expected to have a Material Adverse Effect.

  • Compliance with Act The holder of this Warrant, by acceptance hereof, agrees that this Warrant, and the shares of Series Preferred to be issued upon exercise hereof and any Common Stock issued upon conversion thereof are being acquired for investment and that such holder will not offer, sell or otherwise dispose of this Warrant, or any shares of Series Preferred to be issued upon exercise hereof or any Common Stock issued upon conversion thereof except under circumstances which will not result in a violation of the Act or any applicable state securities laws. Upon exercise of this Warrant, unless the Shares being acquired are registered under the Act and any applicable state securities laws or an exemption from such registration is available, the holder hereof shall confirm in writing that the shares of Series Preferred so purchased (and any shares of Common Stock issued upon conversion thereof) are being acquired for investment and not with a view toward distribution or resale in violation of the Act and shall confirm such other matters related thereto as may be reasonably requested by the Company. This Warrant and all shares of Series Preferred issued upon exercise of this Warrant and all shares of Common Stock issued upon conversion thereof (unless registered under the Act and any applicable state securities laws) shall be stamped or imprinted with a legend in substantially the following form: “THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THE WARRANT UNDER WHICH THESE SECURITIES WERE ISSUED, DIRECTLY OR INDIRECTLY.” Said legend shall be removed by the Company, upon the request of a holder, at such time as the restrictions on the transfer of the applicable security shall have terminated. In addition, in connection with the issuance of this Warrant, the holder specifically represents to the Company by acceptance of this Warrant as follows:

  • Anti-Bribery and Anti-Corruption Laws (i) The Loan Parties are in compliance with the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), and the anti-bribery and anti-corruption laws of those jurisdictions in which they do business (collectively, the “Anti-Corruption Laws”).

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