Common use of Ethical Practices Clause in Contracts

Ethical Practices. Neither Seller nor any of its directors, officers and Employees has, and to Seller’s Knowledge, no joint venture partner of Seller or any other party acting on behalf of Seller has, offered money or given anything of value to: (a) any official of a Governmental Body, any political party or official thereof, or any candidate for political office; (b) any customer or member of any Governmental Body; or (c) any other Person, while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer, member of a Governmental Body or candidate for political office for the purpose of the following: (i) illegally influencing any action or decision of such Person, in his, her or its official capacity, including a decision to fail to perform his, her or its official function; (ii) inducing such Person to use his, her or its influence with any Governmental Body to affect or influence any act or decision of such government or instrumentality to assist Seller in obtaining or retaining business for, or with, or directing business to, any Person; or (iii) where such payment or thing of value would constitute a bribe, kickback or illegal or improper payment or gift to assist Seller in obtaining or retaining business for, or with, or directing business to, any Person.

Ethical Practices. Neither Seller nor To the Knowledge of the Company, none of any of its directors, officers and Employees has, and to Seller’s Knowledge, no joint venture partner of Seller Company Subsidiary or any Representative thereof has offered or given and no other party acting Person has offered or given on behalf of Seller hasthe Company or any Company Subsidiary, offered money or given anything of value to: (a) any official of a Governmental BodyEntity, any political party or official thereof, thereof or any candidate for political office; (b) any customer or member of any Governmental Bodythe government; or (c) any other Person, in any such case of clauses (a)-(c) while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer, customer or member of a Governmental Body the government or candidate for political office for the purpose of the following: (ix) illegally influencing any action or decision of such Person, in his, her or its such Person’s official capacity, including a decision to fail to perform his, her or its such Person’s official function; (iiy) inducing such Person to use his, her or its such Person’s influence with any Governmental Body government or instrumentality thereof to affect or influence any act or decision of such government or instrumentality to assist Seller the Company or any Company Subsidiary in obtaining or retaining business for, or with, or directing business to, any Person; or (iiiz) where such payment or thing of value would constitute a bribe, kickback or illegal or improper payment or gift to assist Seller the Company or any Company Subsidiary in obtaining or retaining business for, or with, or directing business to, any Person, in any such case in violation of any applicable Law.

Ethical Practices. Neither Seller nor any of its directors, officers and Employees or employees has, and to Seller’s Knowledge, no joint venture partner of Seller or any other party acting on behalf of Seller has, offered money or given anything of value to: (a) any official of a Governmental Body, any political party or official thereof, or any candidate for political office; (b) any customer or member of any Governmental Body; or (c) any other Person, while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer, member of a Governmental Body or candidate for political office for the purpose of the following: (i) illegally influencing any action or decision of such Person, in his, her or its official capacity, including a decision to fail to perform his, her or its official function; (ii) inducing such Person to use his, her or its influence with any Governmental Body to affect or influence any act or decision of such government or instrumentality to assist Seller in obtaining or retaining business for, or with, or directing business to, any Person; or (iii) where such payment or thing of value would constitute a bribe, kickback or illegal or improper payment or gift to assist Seller in obtaining or retaining business for, or with, or directing business to, any Person.

Ethical Practices. Neither Seller nor None of the Company, any of its directorsSubsidiaries, officers and Employees hasor any of their respective Representatives have offered or given, and to Seller’s Knowledgethe Knowledge of the Company, no joint venture partner of Seller or any other party acting on behalf of Seller has, Person has offered money or given on its behalf, anything of value to: (ai) any official of a Governmental BodyEntity, any political party or official thereof, or any candidate for political office; (bii) any customer customer, payor or member of any Governmental Bodya government; or (ciii) any other Person, in any such case, while knowing or having reason to know that all or a portion of such money or thing of value will or may be offered, given or promised, directly or indirectly, to any customer, payor, member of a Governmental Body government or candidate for political office for the purpose of any of the following: (ix) illegally influencing any action or decision of such Person, in his, her or its such Person’s official capacity, including a decision to fail to perform his, her or its such Person’s official function; (iiy) inducing such Person to use his, her or its such Person’s influence with any Governmental Body Entity to affect or influence any act or decision of such government or instrumentality Governmental Entity to assist Seller the Company or Subsidiary thereof in obtaining or retaining business for, or with, or directing business to, any Person; or (iiiz) where such payment or thing of value would constitute a bribe, kickback or illegal or improper payment or gift to assist Seller the Company or such Subsidiary in obtaining or retaining business for, or with, or directing business to, any Person. Neither the Company nor any of its Subsidiaries has accepted or received any unlawful contributions, payments, gifts or expenditures.

Ethical Practices. Neither Seller nor any of its directors, officers and Employees hasEach Company is, and to Seller’s Knowledgefor the last three years has been, no joint venture partner of Seller in compliance in all material respects with the Foreign Corrupt Practices Act and all related or any other party acting on behalf of Seller has, similar Laws. No Company nor its officers or employees has offered money or given anything of value to: (a) any official of a Governmental Body, any political party or official thereof, or any candidate for political office; (b) any customer or member of any Governmental Body; or (c) any other Person, while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer, member of a Governmental Body or candidate for political office for the purpose of the following: (i) illegally influencing any action or decision of such Person, in his, her or its official capacity, including a decision to fail to perform his, her or its official function; (ii) inducing such Person to use his, her or its influence with any Governmental Body to affect or influence any act or decision of such government or instrumentality to assist Seller any Company in obtaining or retaining business for, or with, or directing business to, any Person; or (iii) where such payment or thing of value would constitute a bribe, kickback or illegal or improper payment or gift to assist Seller any Company in obtaining or retaining business for, or with, or directing business to, any Person.