Common use of No Illegal Payments, Etc Clause in Contracts

No Illegal Payments, Etc. Neither the Company nor any of its respective directors, officers, managers, employees, agents, shareholders or members has (a) directly or indirectly given or agreed to give any illegal gift, contribution, payment or similar benefit to any supplier, customer, governmental official or employee or other person who was, is or may be in a position to help or hinder the Company (or assist in connection with any actual or proposed transaction) or made or agreed to make any illegal contribution, or reimbursed any illegal political gift or contribution made by any other person, to any candidate for federal, state, local or foreign public office (i) which might subject the Company to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the non-continuation of which has had or might have, individually or in the aggregate, a Material Adverse Effect or (b) established or maintained any unrecorded fund or asset or made any false entries on any books or records for any purpose.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Global Signal Inc)

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No Illegal Payments, Etc. Neither To the Company Knowledge of the Sellers, none of the Sellers nor any of its their respective directors, officers, managers, employees, agents, shareholders agents or members has Affiliates has: (a) directly or indirectly given or agreed to give any illegal gift, contribution, payment or similar benefit to any supplier, customer, governmental official or employee or other person who was, was or is or may be in a position to help or hinder the Company Business (or assist in connection with any actual or proposed transaction) or made or agreed to make any illegal contribution, or reimbursed any illegal political gift or contribution made by any other personPerson, to any candidate for federal, state, local or foreign public office (i) which might may subject the Company Sellers to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the non-continuation noncontinuation of which has had or might have, individually or in the aggregate, a Material Adverse Effect an adverse impact on the Business, or (b) established or maintained any unrecorded fund or asset or made any false entries on any books or records for any purpose.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pinnacle Systems Inc)

No Illegal Payments, Etc. Neither the Company Company, nor any of its respective directors, officers, managers, employees, employees or agents, shareholders or members has nor any of the Shareholders has (a) directly or indirectly given or agreed to give any illegal gift, contribution, payment or similar benefit to any supplier, customer, governmental official or employee or other person who was, is or may be in a position to help or hinder the Company (or assist in connection with any actual or proposed transaction) or made or agreed to make any illegal contribution, or reimbursed any illegal political gift or contribution made by any other person, to any candidate for federal, state, local or foreign public office (i) which might subject the Company to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the non-non- continuation of which has had or might have, individually or in the aggregate, a Material Adverse Effect or (b) established or maintained any unrecorded fund or asset or made any false entries on any books or records for any purpose.

Appears in 1 contract

Samples: Stock Purchase Agreement (Netvoice Technologies Corp)

No Illegal Payments, Etc. Neither None of the Company Sellers, nor any of its respective their directors, officers, managers, employees, employees or agents, shareholders or members has (a) directly or indirectly given or agreed to give any illegal gift, contribution, payment or similar benefit to any supplier, customer, governmental official or employee or other person who was, is or may be in a position to help or hinder the Company Business (or assist in connection with any actual or proposed transaction) or made or agreed to make any illegal contribution, or reimbursed any illegal political gift or contribution made by any other person, to any candidate for federal, state, local or foreign public office (i) which might subject any of the Company or the other Sellers to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the non-continuation of which has had or might have, individually or in the aggregate, a Material Adverse Effect or (b) established or maintained any unrecorded fund or asset or made any false entries on any books or records for any purpose.

Appears in 1 contract

Samples: Asset Purchase Agreement (Miami Cruiseline Services Holdings I B V)

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No Illegal Payments, Etc. Neither None of the Company nor any of its respective directors, the ------------------------ officers, managersemployees or agents of the Company, employees, agents, shareholders or members has (a) directly or indirectly given or agreed to give any illegal gift, contribution, payment or similar benefit to any supplier, customer, governmental official or employee or other person who was, is or may be in a position to help or hinder any of the Company Company, its officers, employees or agents (or assist in connection with any actual or proposed transaction) or made or agreed to make any illegal contribution, or reimbursed any illegal political gift or contribution made by any other person, to any candidate for federal, state, local or foreign public office (i) which might subject the Company to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the non-continuation of which has had or might have, individually or in the aggregate, have a Material Adverse Effect or (b) established or maintained any unrecorded fund or asset or made any false entries on any books or records for any purpose.

Appears in 1 contract

Samples: Merger Agreement (Advanced Radio Telecom Corp)

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