Common use of Anti-Bribery and Anti-Corruption Compliance Clause in Contracts

Anti-Bribery and Anti-Corruption Compliance. Each Party represents, warrants, and covenants to the other Party in connection with this Agreement that such Party and its Affiliates (a) have complied and shall comply with all applicable laws, rules, regulations and industry codes governing bribery, money laundering, and other corrupt practices and behavior (including, as applicable, the U.S. Foreign Corrupt Practices Act and UK Bribery Act) and (b) shall not, directly or indirectly, offer, give, pay, promise to pay, or authorize the payment of any bribes, kickbacks, influence payments, or other unlawful or improper inducements to any Person in whatever form (including gifts, travel, entertainment, contributions, or anything else of value). AbbVie may immediately terminate this Agreement it its entirety immediately on [***] written notice to Morphic in the event that AbbVie receives any information which it in good faith determines, in its sole discretion, to be evidence of an actual or alleged breach by Morphic or its Affiliates of any representation, warranty, or covenant provided in this Section 10.5; provided that, to the extent permitted by Applicable Law and the instructions of any applicable Governmental Authority, such notice shall set forth AbbVie’s basis for such termination and AbbVie shall discuss such basis with Morphic in good faith during such [***]-period. For clarity, a termination of this Agreement pursuant to this Section 10.5 shall not in and of itself, be construed to establish that Morphic committed a material breach for which AbbVie also would have had the right to terminate this Agreement pursuant to Section 12.2.1.

Anti-Bribery and Anti-Corruption Compliance. Each Party represents, warrants, and covenants to the other Party in connection with this Agreement that such first Party and its Affiliates (a) have complied and shall will comply with all applicable laws, rules, regulations and industry codes governing bribery, money laundering, and other corrupt practices and behavior (including, as applicable, the U.S. Foreign Corrupt Practices Act and UK Bribery Act) ), and (b) shall will not, directly or indirectly, 113 offer, give, pay, promise to pay, or authorize the payment of any bribes, kickbacks, influence payments, or other unlawful or improper inducements to any Person in whatever form (including gifts, travel, entertainment, contributions, or anything else of value). AbbVie may immediately terminate this Agreement it in its entirety immediately on [***] five (5) Business Days’ written notice to Morphic Voyager in the event that AbbVie receives any information which it in good faith determines, in its sole discretion, to be evidence of an actual actual, alleged or alleged potential breach by Morphic Voyager or its Affiliates of any representation, warranty, or covenant provided in this Section 10.514.8; provided that, to the extent permitted by Applicable applicable Law and the instructions of any applicable Governmental Authority, such notice shall set forth AbbVie’s basis for such termination and AbbVie shall discuss such basis with Morphic Voyager in good faith during such [***]-periodfive (5) Business Day-period. For clarityIn the event of such termination, a termination of AbbVie shall have no liability to Voyager for any charges, fees, reimbursements, or other compensation or claims under this Agreement pursuant Agreement, including for services previously performed, other than any payment obligation to this Section 10.5 shall not in and of itselfVoyager that has accrued prior to such termination, be construed to establish that Morphic committed a material breach for which AbbVie also would have had the right to terminate this Agreement pursuant to Section 12.2.1including any payment obligations under Article 10.

Anti-Bribery and Anti-Corruption Compliance. Each Party represents, warrants, and covenants to the other Party in connection with this Agreement that such first Party and its Affiliates (a) have complied and shall will comply with all applicable laws, rules, regulations and industry codes governing bribery, money laundering, and other corrupt practices and behavior (including, as applicable, the U.S. Foreign Corrupt Practices Act and UK Bribery Act) ), and (b) shall will not, directly or indirectly, offer, give, pay, promise to pay, or authorize the payment of any bribes, kickbacks, influence payments, or other unlawful or improper inducements to any Person in whatever form (including gifts, travel, entertainment, contributions, or anything else of value). AbbVie may immediately terminate this Agreement it in its entirety immediately on [***] five (5) Business Days’ written notice to Morphic Voyager in the event that AbbVie receives any information which it in good faith determines, in its sole discretion, to be evidence of an actual actual, alleged or alleged potential breach by Morphic 104 Voyager or its Affiliates of any representation, warranty, or covenant provided in this Section 10.514.8; provided that, to the extent permitted by Applicable applicable Law and the instructions of any applicable Governmental Authority, such notice shall set forth AbbVie’s basis for such termination and AbbVie shall discuss such basis with Morphic Voyager in good faith during such [***]-periodfive (5) Business Day-period. For clarityIn the event of such termination, a termination of AbbVie shall have no liability to Voyager for any charges, fees, reimbursements, or other compensation or claims under this Agreement pursuant Agreement, including for services previously performed, other than any payment obligation to this Section 10.5 shall not in and of itselfVoyager that has accrued prior to such termination, be construed to establish that Morphic committed a material breach for which AbbVie also would have had the right to terminate this Agreement pursuant to Section 12.2.1including any payment obligations under ARTICLE 10.