Common use of Ethical Practices Clause in Contracts

Ethical Practices. Neither the Company nor any authorized representative thereof has offered or given, and the Seller Parties have no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any official of a government entity, any political party or official thereof, or any candidate for political office; (b) any customer or member of the government; or (c) 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 may be offered, given or promised, directly or indirectly, to any customer, member of the government or candidate for political office for the purpose of the following: (i) influencing any action or decision of such Person, in his or its official capacity, including a decision to fail to perform his or its official function; (ii) inducing such Person to use his or its influence with any government or instrumentality thereof to affect or influence any act or decision of such government or instrumentality to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person; or (iii) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person.

Ethical Practices. Neither the Company nor any authorized of its Subsidiaries nor, to the Knowledge of the Company, any representative thereof has offered or given, and the Seller Parties have no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any official of a government entityGovernmental Entity, any political party or official thereof, or any candidate for political office; (b) any customer customer, payor or member of the government; or (c) 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 may be offered, given or promised, directly or indirectly, to any customer, payor, member of the government or candidate for political office for the purpose of the following: (ix) influencing any action or decision of such Person, in his or its such Person’s official capacity, including a decision to fail to perform his or its such Person’s official function; (iiy) inducing such Person to use his or its such Person’s influence with any government or instrumentality thereof to affect or influence any act or decision of such government or instrumentality to assist the Company and its Subsidiaries in obtaining or retaining business for, or with, or directing business to, any Person; or (iiiz) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company or any of its Subsidiaries 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 No Company, any Affiliates, or any of their respective directors, officers and employees has or any other party acting on behalf of the Company nor any authorized representative thereof has has, offered or given, and the Seller Parties have no Knowledge of any Person that has offered money or given on its behalf, anything of value to: (a) any official of a government entityGovernmental Body, any political party or official thereof, or any candidate for political office; (b) any customer or member of the governmentany Governmental Body; or (c) 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 may be offered, given or promised, directly or indirectly, to any customer, member of the government a Governmental Body or candidate for political office for the purpose of any of the following: (i) illegally influencing any action or decision of such Person, in his his, her or its official capacity, including a decision to fail to perform his his, her or its official function; (ii) inducing such Person to use his his, her or its influence with any government or instrumentality thereof Governmental Body to affect or influence any act or decision of such government or instrumentality to assist the 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 the Company in obtaining or retaining business for, or with, or directing business to, any Person.

Ethical Practices. Neither the Company Group nor any authorized representative thereof has offered or given, and to the Seller Parties have Company’s Knowledge no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any official of a government entityGovernmental Entity, any political party or official thereof, or any candidate for political office; (b) any customer customer, payor or member of the government; or (c) 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 may be offered, given or promised, directly or indirectly, to any customer, payor, member of the government or candidate for political office for the purpose of the following: (ix) influencing any action or decision of such Person, in his or its such Person’s official capacity, including a decision to fail to perform his or its such Person’s official function; (iiy) inducing such Person to use his or its such Person’s influence with any government or instrumentality thereof to affect or influence any act or decision of such government or instrumentality to assist the Company Group in obtaining or retaining business for, or with, or directing business to, any Person; or (iiiz) where such payment would constitute a bribe, kickback or illegal or improper payment to assist any of the Company Group in obtaining or retaining business for, or with, or directing business to, any Person. The Company Group has not accepted or received any unlawful contributions, payments, gifts or expenditures.

Ethical Practices. Neither In conducting the Company nor any authorized representative thereof Operations, neither Seller or, to each Seller’s Knowledge, its respective directors, officers or employees, has offered or given, and the Seller Parties have no Knowledge of any Person that has offered money or given on its behalf, anything of value to: (a) any official of a government entityGovernmental Body, any political party or official thereof, or any candidate for political office; (b) any customer or member of the governmentany Governmental Body; or (c) 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 may be offered, given or promised, directly or indirectly, to any customer, member of the government 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 his, her or its official capacity, including a decision to fail to perform his his, her or its official function; (ii) inducing such Person to use his his, her or its influence with any government or instrumentality thereof Governmental Body to affect or influence any act or decision of such government or instrumentality to assist the Company any 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 the Company any Seller in obtaining or retaining business for, or with, or directing business to, any Person.

Ethical Practices. Neither the Company nor any authorized representative thereof has offered or given, and neither the Company nor any Seller Parties have no has Knowledge of any Person that has offered or given on its their behalf, anything of value to: (ai) any official of a government entityGovernmental Entity, any political party or official thereof, or any candidate for political office; (bii) any customer or member of the 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 may be offered, given or promised, directly or indirectly, to any customer, member of the government or candidate for political office for the purpose of the following: (ix) influencing any action or decision of such Person, in his or its such Person’s official capacity, including a decision to fail to perform his or its such Person’s official function; (iiy) inducing such Person to use his or its such Person’s influence with any government or instrumentality thereof to affect or influence any act or decision of such government or instrumentality to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person; or (iiiz) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person.

Ethical Practices. Neither To the Company Knowledge of the Sellers, neither the Sellers, nor any authorized representative thereof has offered or givenof either of the Sellers, and the Seller Parties have no Knowledge of nor any other Person that on their behalf has offered or given on its their behalf, anything of material value to: (ai) any official of a government entityGovernmental Entity, any political party or official thereof, or any candidate for political office; (bii) any customer or member of the 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 may be offered, given or promised, directly or indirectly, to any customer, member of the government or candidate for political office for the purpose of the following: (ix) influencing any action or decision of such Person, in his or its such Person’s official capacity, including a decision to fail to perform his or its such Person’s official function; (iiy) inducing such Person to use his or its such Person’s influence with any government or instrumentality thereof to affect or influence any act or decision of such government or instrumentality to assist the Company Sellers in obtaining or retaining business for, or with, or directing business to, any Person; or (iiiz) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company Sellers in obtaining or retaining business for, or with, or directing business to, any Person.