Common use of Ethical Practices Clause in Contracts

Ethical Practices. Neither the Company, any of the Subsidiaries nor any representative thereof has offered or given, and to the Company’s Knowledge, no Person has offered or given on its behalf, anything of value to: any “foreign official,” as defined in the Foreign Corrupt Practices Act of 1977, as amended, any political party or official thereof, or any candidate for political office, 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 foreign official or candidate for political office for the purpose of the following: (x) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; (y) inducing such Person to use 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 or any of the Subsidiaries in obtaining or retaining business; or (z) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company or any of the Subsidiaries in obtaining or retaining business. Neither the Company nor any of the Subsidiaries has accepted or received any unlawful contributions, payments, gifts or expenditures in violation of private commercial bribery laws.

Ethical Practices. Neither In conducting the CompanyOperations, any of the Subsidiaries nor any representative thereof has offered or givenneither Seller or, and to the Companyeach Seller’s Knowledge, no Person its respective directors, officers or employees, has offered money or given on its behalf, anything of value to: (a) any “foreign official,” as defined in the Foreign Corrupt Practices Act official of 1977, as amendeda 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, 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 foreign official customer, member of a Governmental Body or candidate for political office for the purpose of the following: (xi) illegally influencing any action or decision of such Person, in such Person’s his, her or its official capacity, including a decision to fail to perform such Person’s his, her or its official function; (yii) inducing such Person to use such Person’s 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 or any of the Subsidiaries Seller in obtaining or retaining businessbusiness for, or with, or directing business to, any Person; or (ziii) where such payment or thing of value would constitute a bribe, kickback or illegal or improper payment or gift to assist the Company or any of the Subsidiaries Seller in obtaining or retaining business. Neither the Company nor business for, or with, or directing business to, any of the Subsidiaries has accepted or received any unlawful contributions, payments, gifts or expenditures in violation of private commercial bribery lawsPerson.

Ethical Practices. Neither the Company, any of the Subsidiaries Company nor any representative thereof has offered or given, and to neither the Company’s Knowledge, no Company nor any Seller has Knowledge of any Person that has offered or given on its their behalf, anything of value to: (i) any “foreign official,” as defined in the Foreign Corrupt Practices Act official of 1977, as amendeda Governmental Entity, any political party or official thereof, or any candidate for political office; (ii) any customer or member of the government; or (iii) 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 foreign official customer, member of the government or candidate for political office for the purpose of the following: (x) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; (y) inducing such Person to use 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 or any of the Subsidiaries in obtaining or retaining businessbusiness for, or with, or directing business to, any Person; or (z) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company or any of the Subsidiaries in obtaining or retaining business. Neither the Company nor business for, or with, or directing business to, any of the Subsidiaries has accepted or received any unlawful contributions, payments, gifts or expenditures in violation of private commercial bribery lawsPerson.

Ethical Practices. Neither the Company nor any of its Subsidiaries nor, to the Knowledge of the Company, any of the Subsidiaries nor any representative thereof has offered or given, and to the Company’s Knowledge, no Person has offered or given on its behalf, anything of value to: (a) any “foreign official,” as defined in the Foreign Corrupt Practices Act official of 1977, as amendeda Governmental Entity, any political party or official thereof, or any candidate for political office; (b) any 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 foreign official customer, payor, member of the government or candidate for political office for the purpose of the following: (x) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; (y) inducing such Person to use 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 or any of the and its Subsidiaries in obtaining or retaining businessbusiness for, or with, or directing business to, any Person; or (z) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company or any of the its Subsidiaries in obtaining or retaining businessbusiness for, or with, or directing business to, any Person. Neither the Company nor any of the its Subsidiaries has accepted or received any unlawful contributions, payments, gifts or expenditures in violation of private commercial bribery lawsexpenditures.

Ethical Practices. Neither To the Knowledge of the Goldsboro Parties, neither the Company, any of the its Subsidiaries nor any representative thereof has offered or given, and to the Company’s Knowledge, no Person has offered or given on its behalf, anything of value to: (i) any “foreign official,” as defined in the Foreign Corrupt Practices Act official of 1977, as amendeda Governmental Entity, any political party or official thereof, thereof or any candidate for political office; (ii) any customer or member of any Governmental Entity; or (iii) 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 foreign official customer or member of any Governmental Entity or any candidate for political office for the purpose of the following: (x) influencing any action or decision of such Person, in such Person’s 's official capacity, including a decision to fail to perform such Person’s 's official function; (y) inducing such Person to use such Person’s 's influence with any government or instrumentality thereof Governmental Entity to affect or influence any act or decision of such government or instrumentality Governmental Entity to assist the Company or any of the its Subsidiaries in obtaining or retaining businessbusiness for, with, or directing business to, any Person; or (z) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company or any of the its Subsidiaries in obtaining or retaining business. Neither the Company nor business for, with, or directing business to, any of the Subsidiaries has accepted or received any unlawful contributions, payments, gifts or expenditures in violation of private commercial bribery lawsPerson.

Ethical Practices. Neither the Company, any of the Subsidiaries Seller nor any representative thereof has offered or given, and to the Company’s Knowledge, Seller has no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any “foreign official,” as defined in the Foreign Corrupt Practices Act official of 1977, as amendeda Governmental Entity, any political party or official thereof, thereof or any candidate for political office; (b) any customer or member of any Governmental Entity; 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 foreign official customer or member of any Governmental Entity or any candidate for political office for the purpose of the following: (xi) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; (yii) inducing such Person to use such Person’s influence with any government or instrumentality thereof Governmental Entity to affect or influence any act or decision of such government or instrumentality Governmental Entity to assist the Company or any of the Subsidiaries Seller in obtaining or retaining businessbusiness for, with, or directing business to, any Person; or (ziii) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company or any of the Subsidiaries Seller in obtaining or retaining business. Neither the Company nor business for, with, or directing business to, any of the Subsidiaries has accepted or received any unlawful contributions, payments, gifts or expenditures in violation of private commercial bribery lawsPerson.