Integrity Clause; Gratuity Clause Samples

Integrity Clause; Gratuity. (a) Great Basin shall comply with the Counterparty Code of Conduct (but, for the avoidance of doubt, the Parties’ Affiliates shall not have any obligations under the Counterparty Code of Conduct unless and until any such Affiliate becomes bound by the terms Transmission Use and Capacity Exchange Agreement hereof). Great Basin represents and warrants that it is, and Great Basin shall remain throughout the Term, familiar with its own business practices and the business practices of any third Person subcontractor and its agents and will ensure Great Basin and its third Person subcontractors and its agents operate within the guidelines of the Counterparty Code of Conduct. (b) If Great Basin does not already have a copy, Great Basin may obtain a free copy of the Counterparty Code of Conduct by contacting the Ethics and Compliance Office of the NVE Parties at e▇▇▇▇▇-▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇ or accessing the information at w▇▇.▇▇▇▇▇▇▇▇.▇▇▇. The Counterparty Code of Conduct is hereby incorporated into this Agreement by this reference; provided, however, that where such Counterparty Code of Conduct and the requirements of this Agreement conflict the terms of this Agreement shall govern. (c) Great Basin must notify the NVE Parties’ Representative immediately of any illegal or unethical activities or violations of the Counterparty Code of Conduct. Great Basin should direct any questions or concerns about compliance or ethics issues while working for and/or on behalf of the NVE Parties to the NVE Parties’ Representative. Great Basin may also call the NVE Parties’ toll-free Integrity Line at 1-▇▇▇-▇▇▇-▇▇▇▇ with any questions or concerns or to report illegal or unethical activities or any violation of the Counterparty Code of Conduct. The Integrity Line is available 24 hours a day, 7 days a week. (d) Great Basin shall not give or accept a Gratuity in connection with this Agreement or the subject matter hereof.