Criminal Acts. Neither the Company, nor, to the best of the Company's knowledge after reasonable investigation, any Person holding a Controlling Interest in the Company, nor any director or officer of the Company nor any employee or agent of the Company nor any Controlling Person, acting pursuant to the express direction, or with the actual consent of the foregoing, has been convicted (where such conviction is a final, nonappealable judgment) or has entered a guilty plea with respect to any criminal offense arising out of or in connection with: (i) this Agreement,
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