Common use of No Illegal Payments, Etc Clause in Contracts

No Illegal Payments, Etc. To the Knowledge of the Sellers, none of the Sellers nor any of their respective officers, employees, agents or 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 or is in a position to help or hinder the Business (or assist in connection with any actual 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 may subject the Sellers to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the noncontinuation of which has had or might have, individually or in the aggregate, 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)

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No Illegal Payments, Etc. To the Knowledge of the Sellers' Knowledge, none of the Sellers nor any of their respective officers, employees, agents or 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 or is in a position to help or hinder the Business (or assist in connection with any actual 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 may subject the Sellers to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the noncontinuation of which has had or might have, individually or in the aggregate, 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: Pinnacle Systems Inc

No Illegal Payments, Etc. To the Knowledge of the Sellers, none of the Sellers Neither Seller nor any of their respective its directors, officers, employees, agents or Affiliates has: 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 was, is or is may be in a position to help or hinder the Business Seller (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 may might subject the Sellers Seller to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the noncontinuation non-continuation of which has had or might have, individually or in the aggregate, an adverse impact on the Business, 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 (Integrated Security Systems Inc)

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No Illegal Payments, Etc. To Neither the Knowledge of the Sellers, none of the Sellers Company nor any of their respective its ------------------------ officers, employees, agents or Affiliates 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 or is in a position to help or hinder the Business Company's business (or assist in connection with any actual 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 may subject the Sellers Company to any damage or penalty in any civil, criminal or governmental litigation or proceeding or (ii) the noncontinuation of which has had or might have, individually or in the aggregate, an adverse impact on the BusinessCompany, 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: Share Acquisition Agreement (Mediaplex Inc)

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