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

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries nor any director, officer or employee of the Company or any of its Subsidiaries, nor, to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 2 contracts

Samples: Open Market Sale (VBI Vaccines Inc/Bc), Open Market Sale (VBI Vaccines Inc/Bc)

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Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption lawlaw (collectively, the “Acts”); or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefitbenefit . The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates affiliates, have conducted their respective businesses in compliance with the FCPA Acts and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 2 contracts

Samples: Open Market Sale (BELLUS Health Inc.), Underwriting Agreement (BELLUS Health Inc.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries, nor any director, officer or employee of the Company or any of its Subsidiaries, subsidiaries nor, to the knowledge of the Company, any agent, affiliate or other person associated with or acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for made, offered, promised or authorized any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; expense (ii) made or taken any act in furtherance of an offerthereof); (ii) made, promiseoffered, promised or authorization of authorized any direct or indirect unlawful payment payment; or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (amended, or the “FCPA”)rules and regulations thereunder, the UK Bxxxxxx Xxx 0000, Bribery Act 2010 of the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), United Kingdom or any other applicable anti-corruption, anti-bribery or antirelated law, statute or regulation (collectively, “Anti-corruption lawCorruption Laws”); or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The the Company and its Subsidiaries and, to the knowledge of the Company, the Company’s affiliates subsidiaries have conducted their respective businesses in compliance with the FCPA Anti-Corruption Laws and have instituted and maintained and will continue to maintain policies and procedures reasonably designed to ensurepromote and achieve compliance with such laws and with the representations and warranties contained herein; neither the Company nor any of its subsidiaries will use, and which are reasonably expected directly or indirectly, the proceeds of the offering in furtherance of an offer, payment, promise to continue pay, or authorization of the payment or giving of money, or anything else of value, to ensure, continued compliance therewithany person in violation of Anti-Corruption Laws.

Appears in 2 contracts

Samples: Open Market Sale Agreement (Adicet Bio, Inc.), Underwriting Agreement (Adicet Bio, Inc.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the "CFPOA"), the UK Bribery Act 2010, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s 's affiliates have conducted their respective businesses in compliance with the FCPA and CFPOA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Open Market Sale (Lithium Americas Corp.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Bribery Act (Canada) or Corruption of Foreign Public Officials Act (Canada)2010, or any other applicable anti-bribery or anti-corruption law, including Sections 291 and 291A of the Israel Penal Law, 5737-1977, and the rules and regulations thereunder (collectively, “Anti-Corruption Laws”); or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA Anti-Corruption Laws and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith. No investigation, action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving the Company or any of its subsidiaries with respect to Anti-Corruption Laws is pending or, to the best knowledge of the Company, threatened.

Appears in 1 contract

Samples: Open Market Sale (Arbe Robotics Ltd.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate Affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the “CFPOA”), the UK Bxxxxxx Xxx 0000, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates Affiliates have conducted their respective businesses in compliance with the FCPA and have the CFPOA instituted and maintain policies and procedures have maintained controls reasonably designed to ensure, and which are reasonably expected to continue to ensure, continued ensure compliance therewith.

Appears in 1 contract

Samples: Open Market Sale (ESSA Pharma Inc.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries nor any director, officer or employee of the Company or any of its Subsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: VBI Vaccines Inc/Bc

Anti-Corruption and Anti-Bribery Laws. Neither None of the Company nor Company, any of its Subsidiaries nor any director, officer or employee of the Company or any of its Subsidiaries, northeir respective directors or officers or, to the knowledge of the Company, any agent, employee, affiliate or other person associated with or acting on behalf of the Company or any of its Subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries has (i) used any corporate funds for made any unlawful contribution, gift, entertainment or other unlawful expenses expense relating to political activity; (ii) made any direct or indirect unlawful payment, or taken any an act in furtherance of an offer, promise, promise or authorization of any direct or indirect unlawful payment or benefit benefit, to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or of a public international organization, any person acting in an official capacity for or on behalf of any of the foregoing, or any political party, party official, or party official or candidate for political office, from corporate funds; (iii) violated or is in violation of any applicable provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”)amended, the UK Bxxxxxx Xxx 0000Bribery Act 2010 of the United Kingdom, any applicable law or regulation implementing the Foreign Corrupt Practices Act (Canada) or Corruption OECD Convention on Combating Bribery of Foreign Public Officials Act (Canada), in International Business Transactions or any other applicable anti-corruption, anti-bribery or antirelated law, statute or regulation (collectively, “Anti-corruption lawCorruption Laws”); or (ivv) made, offered, authorizedagreed, requested, requested or taken an act in furtherance of any bribe, unlawful bribebenefit, rebate, payoff, influence payment, kickback or other unlawful payment or benefitpayment. The Company and its Subsidiaries and, to the knowledge of the Company, the Company’s affiliates affiliates, have conducted their respective businesses in compliance with Anti-Corruption Laws and the FCPA and have Company has instituted and maintained and will continue to maintain policies and procedures reasonably designed to ensurepromote and achieve compliance in all material respects with such laws and with the representations and warranties contained herein; neither the Company nor any of its Subsidiaries will use, and which are reasonably expected directly or indirectly, the proceeds of the offering in furtherance of an offer, payment, promise to continue pay, or authorization of the payment or giving of money, or anything else of value, to ensure, continued compliance therewithany person in violation of applicable Anti-Corruption Laws.

Appears in 1 contract

Samples: Global Ship Lease, Inc.

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption lawlaw applicable to the Company or any of its subsidiaries, directors, officers, or employees of the Company or any of its subsidiaries; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Rockley Photonics Holdings LTD

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption law, including, without limitation, Sections 291 and 291A of the Israel Penal Law, 5737-1977 and the rules and regulations thereunder; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefitbenefit . The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Underwriting Agreement (Rada Electronic Industries LTD)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the "CFPOA"), the UK Bribery Act 2010, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s 's affiliates have conducted their respective businesses in compliance with the FCPA and CFPOA and have instituted instituted, maintain and enforce, and will continue to maintain and enforce (or are in the process of instituting and maintaining) policies and procedures designed to ensure, promote and which are reasonably expected to continue to ensure, continued ensure compliance therewithwith all applicable anti-bribery and anti-corruption laws.

Appears in 1 contract

Samples: Lithium Americas Corp.

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer or employee of the Company or any of its Subsidiaries, nor, to the knowledge of the Company, any agent, affiliate or other person associated with or acting on behalf of the Company or any of its Subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries has (i) used any corporate funds for made, offered, promised or authorized any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; expense (ii) made or taken any act in furtherance of an offerthereof); (ii) made, promiseoffered, promised or authorization of authorized any direct or indirect unlawful payment payment; or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (amended, or the “FCPA”)rules and regulations thereunder, the UK Bxxxxxx Xxx 0000, Bribery Act 2010 of the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), United Kingdom or any other applicable anti-corruption, anti-bribery or antirelated law, statute or regulation (collectively, “Anti-corruption lawCorruption Laws”); or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The the Company and has conducted its Subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses business in compliance with the FCPA Anti-Corruption Laws and have has instituted and maintained and will continue to maintain policies and procedures reasonably designed to ensurepromote and achieve compliance with such laws and with the representations and warranties contained herein; the Company will not use, and which are reasonably expected directly or indirectly, the proceeds of the offering in furtherance of an offer, payment, promise to continue pay, or authorization of the payment or giving of money, or anything else of value, to ensure, continued compliance therewithany person in violation of Anti-Corruption Laws.

Appears in 1 contract

Samples: Design Therapeutics, Inc.

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate Affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the “CFPOA”), the UK Bribery Act 2010, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates Affiliates have conducted their respective businesses in compliance with the FCPA and have the CFPOA instituted and maintain policies and procedures have maintained controls reasonably designed to ensure, and which are reasonably expected to continue to ensure, continued ensure compliance therewith.

Appears in 1 contract

Samples: ESSA Pharma Inc.

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the “CFPOA”), the UK Bxxxxxx Xxx 0000, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have the CFPOA instituted and maintain policies and procedures have maintained controls reasonably designed to ensure, and which are reasonably expected to continue to ensure, continued ensure compliance therewith.

Appears in 1 contract

Samples: Underwriting Agreement (ESSA Pharma Inc.)

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Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, director or officer or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any employee, agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the “CFPOA”), the UK Bribery Act 2010 or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and the CFPOA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Open Market Sale (Neptune Wellness Solutions Inc.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company Corporation nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company Corporation or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the CompanyCorporation, any agent, affiliate or other person acting on behalf of the Company Corporation or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company Corporation or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the "CFPOA"), the UK Bxxxxxx Xxx 0000, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company Corporation and its Subsidiaries subsidiaries and, to the knowledge of the CompanyCorporation, the Company’s Corporation's affiliates have conducted their respective businesses in compliance with the FCPA and CFPOA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Underwriting Agreement (Lithium Americas Corp.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption lawlaw (collectively, the “Acts”); or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefitbenefit . The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates affiliates, have conducted their respective businesses in compliance with the FCPA Acts and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Underwriting Agreement (BELLUS Health Inc.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Bribery Act (Canada) or Corruption of Foreign Public Officials Act (Canada)2010, or any other applicable anti-bribery or anti-corruption law, including Sections 291 and 291A of the Israel Penal Law, 5737-1977, and the rules and regulations thereunder; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Open Market Sale (Alpha Tau Medical Ltd.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the CompanyCompany any, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption law, including the Israel Penal Law, 5737-1977 and the rules and regulations thereunder; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Open Market Sale (Purple Biotech Ltd.)

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries nor any director, officer or employee of the Company or any of its Subsidiaries, subsidiaries nor, to the knowledge of the Company, any director, officer, employee of the Company or any of its subsidiaries, any agent, affiliate Affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment payment, contribution or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political officeoffice in violation of any law or of the character required to be disclosed in the Registration Statement and Prospectus; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates Affiliates: (i) have conducted their respective businesses in compliance with the FCPA and (ii) have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Enanta Pharmaceuticals Inc

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer or any employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”)amended, the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada), the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada), the UK Xxxxxxx Xxx 0000, or any other applicable anti-bribery or anti-corruption lawlaw (collectively, the “Anti-Corruption Laws”); or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries have and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA Anti Corruption Laws and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Underwriting Agreement (Absolute Software Corp)

Anti-Corruption and Anti-Bribery Laws. Neither Expect as otherwise disclosed in the Registration Statement or the Prospectus, neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Bribery Act (Canada) or Corruption of Foreign Public Officials Act (Canada)2010, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Expect as otherwise disclosed in the Registration Statement or the Prospectus, the Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

Appears in 1 contract

Samples: Inotiv, Inc.

Anti-Corruption and Anti-Bribery Laws. Neither the Company nor any of its Subsidiaries subsidiaries nor any director, officer officer, or employee of the Company or any of its Subsidiariessubsidiaries, nor, nor to the knowledge of the Company, any agent, affiliate or other person acting on behalf of the Company or any of its Subsidiaries subsidiaries has, in the course of its actions for, or on behalf of, the Company or any of its Subsidiaries subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made or taken any act in furtherance of an offer, promise, or authorization of any direct or indirect unlawful payment or benefit to any foreign or domestic government official or employee, including of any government-owned or -controlled controlled entity or public international organization, or any political party, party official, or candidate for political office; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), the UK Bxxxxxx Xxx 0000, the Foreign Corrupt Practices Act (Canada) or Corruption of Foreign Public Officials Act (Canada) (the “CFPOA”), the UK Xxxxxxx Xxx 0000, or any other applicable anti-bribery or anti-corruption law; or (iv) made, offered, authorized, requested, or taken an act in furtherance of any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment or benefit. The Company and its Subsidiaries subsidiaries and, to the knowledge of the Company, the Company’s affiliates have conducted their respective businesses in compliance with the FCPA and have the CFPOA instituted and maintain policies and procedures have maintained controls reasonably designed to ensure, and which are reasonably expected to continue to ensure, continued ensure compliance therewith.

Appears in 1 contract

Samples: Underwriting Agreement (ESSA Pharma Inc.)

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