Common use of Unlawful Contributions Clause in Contracts

Unlawful Contributions. ‌ (a) Each of the Seller, the Seller Guarantor, the Seller Subsidiaries, their respective officers and directors and, to the knowledge of the Seller, their employees and agents, are in compliance with, and have not been charged under, Anti-Corruption Laws and applicable sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in the any of the Seller, Seller Guarantor or any of the Seller Subsidiaries being designated as a Sanctioned Person or Sanctioned Entity. (b) None of the Seller Subsidiaries, nor, to the knowledge of the Seller, any of their respective directors, officers, employees or agents has taken any action that would cause any of the Seller Subsidiaries to be in violation in any material respect of AML Legislation. No proceedings under any such law are pending against or affecting any of the Seller Subsidiaries nor, to the knowledge of the Seller, are any threatened. (c) The operations of the Seller Subsidiaries are, and have been conducted at all times in material compliance with the financial record-keeping and reporting requirements of AML Legislation of all applicable jurisdictions, the rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any Governmental Authority (collectively, the “Money Laundering Laws”) to which the Seller, the Seller Guarantor or the Seller Subsidiaries is subject, and no action, suit or proceeding by or before any governmental entity or body or arbitrator involving the Seller, the Seller Guarantor or a Seller Subsidiary with respect to the Money Laundering Laws is pending or, to the knowledge of the Seller, threatened.‌

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement

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Unlawful Contributions. ‌ (a) Each of the Seller, Buyer and the Seller Guarantor, the Seller Buyer Subsidiaries, their respective officers and directors and, to the knowledge of the SellerBuyer, their employees and agents, are in compliance with, and have not been charged under, Anti-Corruption Laws and applicable sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in the any of the Seller, Seller Guarantor Buyer or any of the Seller Buyer Subsidiaries being designated as a Sanctioned Person or Sanctioned Entity. (b) None of the Seller Buyer Subsidiaries, nor, to the knowledge of the SellerBuyer, any of their respective directors, officers, employees or agents has taken any action that would cause any of the Seller Buyer Subsidiaries to be in violation in any material respect of AML Legislation. No proceedings under any such law are pending against or affecting any of the Seller Buyer Subsidiaries nor, to the knowledge of the SellerBuyer, are any threatened. (c) The To the knowledge of the Buyer, the operations of the Seller Buyer Subsidiaries are, and have been conducted at all times in material compliance with the financial record-record- keeping and reporting requirements of AML Legislation of all applicable jurisdictions, the rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any Governmental Authority (collectively, the “Money Laundering Laws”) to which the Seller, the Seller Guarantor Buyer or the Seller Buyer Subsidiaries is subject, and no action, suit or proceeding by or before any governmental entity or body or arbitrator involving the Seller, the Seller Guarantor Buyer or a Seller Buyer Subsidiary with respect to the Money Laundering Laws is pending or, to the knowledge of the SellerBuyer, threatened.‌pending or threatened.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement

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