Common use of Propriety of Past Payments Clause in Contracts

Propriety of Past Payments. No funds or assets of the Companies have been used for illegal purposes; no unrecorded funds or assets of the Companies have been established for any purpose; no accumulation or use of the Companies' corporate funds or assets has been made without being properly accounted for in the respective books and records of the Companies; all payments by or on behalf of the Companies have been duly and properly recorded and accounted for in their respective books and records; no false or artificial entry has been made in the books and records of the Companies for any reason; no payment has been made by or on behalf of the Companies with the understanding that any part of such payment is to be used for any purpose other than that described in the documents supporting such payment; and the Companies have not made, directly or indirectly, any illegal contributions to any political party or candidate, either domestic or foreign. Neither the IRS nor any other federal, state, local or foreign government agency or entity has initiated or threatened any investigation of any payment made by the Companies of, or alleged to be of, the type described in this Section 2.20.

Appears in 6 contracts

Samples: Stock Purchase Agreement (United Auto Group Inc), Stock Purchase Agreement (United Auto Group Inc), Stock Purchase Agreement (United Auto Group Inc)

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Propriety of Past Payments. No Except as set forth on SCHEDULE 2.20 hereto, no funds or assets of the Companies Company have been used for illegal purposes; no unrecorded funds or assets of the Companies Company have been established for any purpose; no accumulation or use of the Companies' Company's corporate funds or assets has been made without being properly accounted for in the respective books and records of the CompaniesCompany; all payments by or on behalf of the Companies Company have been duly and properly recorded and accounted for in their respective books and records; no false or artificial entry has been made in the books and records of the Companies Company for any reason; no payment has been made by or on behalf of the Companies Company with the understanding that any part of such payment is to be used for any purpose other than that described in the documents supporting such payment; and the Companies have Company has not made, directly or indirectly, any illegal contributions to any political party or candidate, either domestic or foreign. Neither the IRS nor any other federal, state, local or foreign government agency or entity has initiated or threatened any investigation of any payment made by the Companies Company of, or alleged to be ofbe, the type described in this Section 2.20ss.2.20.

Appears in 2 contracts

Samples: Merger Agreement (Sunbelt Automotive Group Inc), Merger Agreement (Sunbelt Automotive Group Inc)

Propriety of Past Payments. No Except as provided in Schedule 2.20, no funds or assets of the Companies have been used for illegal purposes; no unrecorded funds or assets of the Companies have been established for any purpose; no accumulation or use of the Companies' corporate funds or assets has been made without being properly accounted for in the respective books and records of the Companies; all payments by or on behalf of the Companies have been duly and properly recorded and accounted for in their respective books and records; no false or artificial entry has been made in the books and records of the Companies for any reason; no payment has been made by or on behalf of the Companies with the understanding that any part of such payment is to be used for any purpose other than that described in the documents supporting such payment; and the Companies have not made, directly or indirectly, any illegal contributions to any political party or candidate, either domestic or foreign. Neither Except as provided in Schedule 2.20, neither the IRS nor any other federal, state, local or foreign government agency or entity has initiated or threatened any investigation of any payment made by the Companies of, or alleged to be of, the type described in this Section 2.20.

Appears in 2 contracts

Samples: Stock Purchase Agreement (United Auto Group Inc), Merger Agreement (United Auto Group Inc)

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Propriety of Past Payments. No funds or assets of the Companies or the Partnership have been used for illegal purposes; no unrecorded funds or assets of the Companies or the Partnership have been established for any purpose; no accumulation or use of the Companies' corporate or the Partnership's funds or assets has been made without being properly accounted for in the respective books and records of the CompaniesCompanies or the Partnership; all payments by or on behalf of the Companies and the Partnership have been duly and properly recorded and accounted for in their respective books and records; no false or artificial entry has been made in the books and records of the Companies or the Partnership for any reason; no payment has been made by or on behalf of the Companies or the Partnership with the understanding that any part of such payment is to be used for any purpose other than that described in the documents supporting such payment; and the Companies and the Partnership have not made, directly or indirectly, any illegal contributions to any political party or candidate, either domestic or foreign. Neither the IRS nor any other federal, state, local or foreign government agency or entity has initiated or threatened any investigation of any payment made by the Companies ofCompanies, or the Partnership, or alleged to be of, of the type described in this Section 2.20.

Appears in 1 contract

Samples: Merger Agreement (United Auto Group Inc)

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