Common use of Improper Payments Clause in Contracts

Improper Payments. Except for non-cash gifts or transfers made in the ordinary course of business and not involving goods, services, or items with a value of more than $250, neither Seller nor the Seller Shareholder, nor any officer, director, employee, or agent of Seller, has at any time made gifts, gratuities, or payments in any other form, whether in cash, goods, or services, to any persons or entities whatsoever, in payment for, or intended to encourage, or which resulted in or may have resulted in or had the effect of obtaining, encouraging, or continuing the referral of persons or entities as customers of the Seller's business, or obtaining, encouraging, or extending any contractual relationship, written or oral, for any of the same; nor has the Seller or the Seller Shareholders or any officer, director, or, to the knowledge of Seller or Seller Shareholders, employee or agent of Seller (i) entered into any arrangement, written or oral, under or pursuant to which bribes, kickbacks, rebates, payoffs, or other forms of illegal or improper payments or remuneration have been or will be made, provided for or suffered, either directly, or indirectly through agents, brokers, distributors, dealers, or other intermediaries, to any person or entity or (ii) made any illegal or improper contribution of monies, services, or property to any political party, candidate, or elected official for any purpose.

Improper Payments. Except for non-cash gifts or transfers made in the ordinary course of business and not involving goods, services, services or items with a value of more than $250, neither Seller nor the Seller ShareholderSeller, nor any officer, director, employee, employee or agent of SellerSeller in connection with the activities of Seller related to its Business, has at any time made gifts, gratuities, or payments in any other form, whether in cash, goods, goods or services, to any persons or entities whatsoever, in payment for, or intended to encourage, or which resulted in or may have resulted in or had the effect of obtaining, encouraging, encouraging or continuing the referral of persons or entities as customers of the Seller's businessBusiness, or obtaining, encouraging, encouraging or extending any contractual relationship, written or oral, for any of the same; nor nor, with respect to the Business has the Seller or the Seller Shareholders or any officer, director, or, to the knowledge of Seller or Seller Shareholders, employee or agent of Seller (i) entered into any arrangement, written or oral, under or pursuant to which bribes, kickbacks, rebates, payoffs, payoffs or other forms of illegal or improper payments or remuneration have been or will be made, provided for or suffered, either directly, or indirectly through agents, brokers, distributors, dealers, dealers or other intermediaries, to any person or entity or (ii) made any illegal or improper contribution of monies, services, services or property to any political party, candidate, candidate or elected official for any purpose.

Improper Payments. Except for non-cash gifts or transfers made in the ordinary course of business and not involving goods, services, or items with a value of more than $250business, neither Seller nor the Seller Shareholder, nor any officer, director, employee, employee of Seller having management authority over any project or who may derive bonus or commission income from any project or agent of Seller, has at any time made gifts, gratuities, or payments in any other form, whether in cash, goods, goods or services, to any persons or entities whatsoever, in payment for, or intended to encourage, or which resulted in or may have resulted in or had the effect of obtaining, encouraging, encouraging or continuing the referral of persons or entities as customers of the any Seller's business, or obtaining, encouraging, encouraging or extending any contractual relationship, written or oral, for any of the same; nor has the Seller or the Seller Shareholders or any officer, director, or, to the knowledge employee of Seller having management authority over any project or Seller Shareholders, employee who may derive bonus or commission income from any project or agent of Seller (i) entered into any arrangement, written or oral, under or pursuant to which bribes, kickbacks, rebates, payoffs, payoffs or other forms of illegal or improper payments or remuneration have been or will be made, provided for or suffered, either directly, or indirectly through agents, brokers, distributors, dealers, dealers or other intermediaries, to any person or entity or (ii) made any illegal or improper contribution of monies, services, services or property to any political party, candidate, candidate or elected official for any purpose.

Improper Payments. Except for non-cash gifts or transfers made in the ordinary course of business and not involving goods, services, or items with a value of more than $250, neither Seller Sellers nor the Seller ShareholderCompany, nor any officer, director, employee, or agent of SellerCompany, has at any time made gifts, gratuities, or payments in any other form, whether in cash, goods, or services, to any persons or entities whatsoever, in payment for, or intended to encourage, or which resulted in or may have resulted in or had the effect of obtaining, encouraging, or continuing the referral of persons or entities as customers of the SellerCompany's business, or obtaining, encouraging, or extending any contractual relationship, written or oral, for any of the same; nor has the Seller Sellers or the Seller Shareholders Company or any officer, director, or, to the knowledge Knowledge of Seller Sellers or Seller ShareholdersCompany, employee or agent of Seller Company (i) entered into any arrangement, written or oral, under or pursuant to which bribes, kickbacks, rebates, payoffs, or other forms of illegal or improper payments or remuneration have been or will be made, provided for or suffered, either directly, or indirectly through agents, brokers, distributors, dealers, or other intermediaries, to any person or entity or (ii) made any illegal or improper contribution of monies, services, or property to any political party, candidate, or elected official for any purpose.

Improper Payments. Except for non-cash gifts or transfers made in the ordinary course of business and not involving goods, services, services or items with a value of more than $250, to the knowledge of any officer of director of Seller (a) neither Seller nor the Seller ShareholderSeller, nor any officer, director, employee, employee or agent of SellerSeller in connection with the activities of Seller related to its Business, has at any time made or accepted gifts, gratuities, or payments in any other form, whether in cash, goods, goods or services, to any persons or entities whatsoever, in payment for, or intended to encourage, or which resulted in or may have resulted in or had the effect of obtaining, encouraging, encouraging or continuing the referral of persons or entities as customers of the Seller's businessBusiness, or obtaining, encouraging, encouraging or extending any contractual relationship, written or oral, for any of the same; nor nor, (b)with respect to the Business has the Seller or the Seller Shareholders or any officer, director, or, to the knowledge of Seller or Seller Shareholders, employee or agent of Seller (i) entered into any arrangement, written or oral, under or pursuant to which bribes, kickbacks, rebates, payoffs, payoffs or other forms of illegal or improper payments or remuneration have been or will be made, provided for or suffered, either directly, or indirectly through agents, brokers, distributors, dealers, dealers or other intermediaries, to any person or entity or (ii) made any illegal or improper contribution of monies, services, services or property to any political party, candidate, candidate or elected official for any purpose.

Improper Payments. Except for non-cash gifts or transfers made in the ordinary course of business and not involving goodsbusiness, servicesno Seller or any manager, member, officer, or items with a value employee of more than $250, neither any Seller nor the Seller Shareholder, nor having management authority over any officer, director, employee, project or who may derive bonus or commission income from any project or agent of any Seller, has at any time made gifts, gratuities, or payments in any other 21471555v.18 form, whether in cash, goods, or services, to any persons or entities Persons whatsoever, in payment for, or intended to encourage, or which resulted in or may have resulted in or had the effect of obtaining, encouraging, or continuing the referral of persons or entities Persons as customers of the any Seller's business, or obtaining, encouraging, or extending any contractual relationship, written or oral, for any of the same; nor has the any Seller or the Seller Shareholders or any officer, directormanager, ormember, to the knowledge or employee of any Seller having management authority over any project or Seller Shareholders, employee who may derive bonus or commission income from any project or agent of any Seller (ia) entered into any arrangement, written or oral, under or pursuant to which bribes, kickbacks, rebates, payoffs, or other forms of illegal or improper payments or remuneration have been or will be made, provided for or suffered, either directly, or indirectly through agents, brokers, distributors, dealers, or other intermediaries, to any person or entity Person or (iib) made any illegal or improper contribution of monies, services, or property to any political party, candidate, candidate or elected official for any purpose.

Improper Payments. Except for non-cash gifts or transfers made in the ordinary course of business and not involving goods, services, or items with a value of more than $250business, neither Seller nor the Seller Shareholder, nor any officer, director, employee, employee having management authority over any project or who may derive bonus or commission income from any project or agent of Seller, has at any time made gifts, gratuities, or payments in any other form, whether in cash, goods, goods or services, to any persons or entities whatsoever, in payment for, or intended to encourage, or which resulted in or may have resulted in or had the effect of obtaining, encouraging, encouraging or continuing the referral of persons or entities as customers of the any Seller's business, or obtaining, encouraging, encouraging or extending any contractual relationship, written or oral, for any of the same; nor has the Seller or the Seller Shareholders or any officer, director, or, to the knowledge of Seller employee having management authority over any project or Seller Shareholders, employee who may derive bonus or commission income from any project or agent of Seller (i) entered into any arrangement, written or oral, under or pursuant to which bribes, kickbacks, rebates, payoffs, payoffs or other forms of illegal or improper payments or remuneration have been or will be made, provided for or suffered, either directly, or indirectly through agents, brokers, distributors, dealers, dealers or other intermediaries, to any person or entity or (ii) made any illegal or improper contribution of monies, services, services or property to any political party, candidate, candidate or elected official for any purpose.