Common use of Certain Payments Clause in Contracts

Certain Payments. Neither the Company nor, to the Knowledge of the Company, any director, officer, employee, or other Person associated with or acting on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Company, (ii) to pay for favorable treatment for business secured by the Company, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be recorded in the books and records of the Company.

Appears in 8 contracts

Samples: Asset Purchase Agreement (Soy Energy, LLC), Asset Purchase Agreement (Western Iowa Energy, L.L.C.), Assignment Agreement (Soy Energy, LLC)

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Certain Payments. Neither the Company nornor any Shareholder, to the Knowledge director, officer, agent, or employee of the Company, or any director, officer, employee, or other Person person associated with or acting for or on behalf of the Company, has directly or indirectly (ai) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, kickback or other payment to any Personperson, private or public, regardless of form, whether in money, property, or services (iA) to obtain favorable treatment in securing business for the Companybusiness, (iiB) to pay for favorable treatment for business secured by the Companysecured, (iiiC) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any affiliate of the Company, or (ivD) in violation of any Lawlaw, or (bii) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 4 contracts

Samples: Form of Stock Purchase Agreement (Service Experts Inc), Agreement and Plan of Merger (Service Experts Inc), Combination Agreement (Service Experts Inc)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, any directormanager, officer, employee, or other Person associated with or acting on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Company, (ii) to pay for favorable treatment for business secured by the Company, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be recorded in the books and records of the Company.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Blackhawk Biofuels, LLC), Limited Liability Company Agreement (Blackhawk Biofuels, LLC), Agreement and Plan of Merger (Blackhawk Biofuels, LLC)

Certain Payments. Neither the Company nornor any director, officer, agent or employee of the Company, or to the Knowledge of the Company, any director, officer, employee, or other Person associated with or acting for or on behalf of the Company, has directly or indirectly (ai) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, kick-back or other payment to any Person, private or public, regardless of any form, whether in money, property, property or services (iA) to obtain favorable treatment in securing business for the Companybusiness, (iiB) to pay for favorable treatment for business secured by the Companysecured, (iiiC) to obtain special concessions or for special concessions already obtained, obtained for or in respect of the CompanyCompany or any Affiliate thereof, or (ivD) in violation of any LawLegal Requirement, or (bii) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books Books and records Records of the Company.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Crdentia Corp), Agreement and Plan of Reorganization (Crdentia Corp)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, nor any director, officer, employeeagent, or employee of the company, or any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Company, or (iv) in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Sm&A), Stock Purchase Agreement (Sm&A)

Certain Payments. Neither the Company nornor any of its directors, to the Knowledge of the Companyofficers, agents or employees or any director, officer, employee, other person or other Person entity associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, kickback or other payment to any Personperson or entity, private or public, regardless of form, whether in money, property, property or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, or (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in on the books and records of the Company.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Chesapeake Biological Laboratories Inc), Common Stock Purchase Agreement (Chesapeake Biological Laboratories Inc)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, nor any director, officer, employeeagent or employee of the Company, or nor any other Person associated with acting for or acting on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any affiliate of the Company, or (iv) in violation of any LawLegal Requirement, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Packaged Ice Inc), Agreement and Plan of Merger (Packaged Ice Inc)

Certain Payments. Neither Since its inception, neither the Company nor, to the Knowledge of the Company's Knowledge, any director, officer, employee, Employee or any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Company, or (iv) in violation of any Lawapplicable Legal Requirement, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 2 contracts

Samples: Agreement and Plan (Infospace Com Inc), Infospace Com Inc

Certain Payments. Neither the Company Company, nor, to the Knowledge of the Company's or Sellers' Knowledge, any director, officer, employeeagent, or employee of the Company or any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Company, (ii) to pay for favorable treatment for business secured by for the Company, (iiiii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Company, or (iviii) in violation of any LawLegal Requirements applicable to the Company, or (b) established or maintained any fund or asset with respect belonging to the Company that has not be been recorded in the books and records of the CompanyCompany in accordance with GAAP.

Appears in 1 contract

Samples: Stock Purchase Agreement (Viasoft Inc /De/)

Certain Payments. Neither the Company nor, to the Knowledge nor any partner of the Company, nor to Sellers’ Knowledge any directoragent, officer, employee, employee or other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Company, or (iv) in violation of any LawLegal Requirement, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Equity Purchase Agreement (Zumiez Inc)

Certain Payments. Neither None of the Company nor, to the Knowledge of the Company, or any director, officer, employeeagent or employee of the Company, or to the Company’s Knowledge, any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Personperson, private or public, regardless of form, whether in money, property, property or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, Company or any Affiliate of the Company or (iv) in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books Books and records Records of the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mantech International Corp)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, nor any directorof its managers, officer, employee, agents or Employees or any other Person associated affiliated with or acting for or on behalf of the Company, has at any time directly or indirectly (a) made any illegal contribution, gift, bribe, rebate, payoff, influence payment, kickback, kickback or other payment to any Person, private or public, regardless of form, whether in money, property, property or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, Company or any of its Affiliates or (iv) in violation of any LawLegal Requirement, or (b) established or maintained any fund or asset with respect to of the Company that has not be been recorded in the books and records of the CompanyCompany or (v) in violation of any Legal Requirement.

Appears in 1 contract

Samples: Purchase Agreement (Jamdat Mobile Inc)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, nor any director, officer, employee, agent or employee of the Company or to the Shareholders' Knowledge any other Person person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Personperson, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, obtained for or in respect of the Company, or (iv) in violation of any Lawlaw, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (Triumph Group Inc /)

Certain Payments. Neither the Company nor, in each case to the Knowledge of the CompanySeller’s Knowledge, any director, officer, employeeagent, or employee of Company, or any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (ai) made any contribution, material gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (iA) to obtain favorable treatment in securing business for the Companybusiness, (iiB) to pay for favorable treatment for business secured by the Companysecured, (iiiC) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any affiliate of Company, or (ivD) in violation of any LawLegal Requirement, or (bii) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (Management Network Group Inc)

Certain Payments. Neither the Company nornor any of its directors, to the Knowledge of the Companyofficers, shareholders, agents, employees or any director, officer, employee, or other Person associated with acting for or acting on behalf of the Company, has directly or indirectly indirectly: (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, property or services services: (i) to obtain favorable treatment in securing business for the Company, business; (ii) to pay for favorable treatment for business secured by the Company, secured; (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, ; or (iv) in violation of any Law, ; or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alarm.com Holdings, Inc.)

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Certain Payments. Neither the Company nor any Member nor, to the Knowledge of the Company, any director, officer, employee, employee or other Person associated with or acting on behalf of the CompanyCompany or such Member, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, kickback or other payment to any Person, private or public, regardless of form, whether in money, propertyproperty or services, or services (i) to obtain favorable treatment in securing business for the Company, (ii) to pay for favorable treatment for business secured by the Company, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in each case in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Patriot National, Inc.)

Certain Payments. Neither the Company norCompany, to the Knowledge any Shareholder nor any equity owner, director, officer, agent, or employee of the Company, or any director, officer, employee, or other Person person associated with or acting for or on behalf of the Company, has directly or indirectly (ai) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, kickback or other payment to any Personperson, private or public, regardless of form, whether in money, property, or services (iA) to obtain favorable treatment in securing business for the Companybusiness, (iiB) to pay for favorable treatment for business secured by the Companysecured, (iiiC) to obtain special concessions or for special concessions already obtained, for or in respect of the Business or any affiliate of the Company, or (ivD) in violation of any Lawlaw, or (bii) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ipayment Inc)

Certain Payments. Neither Since its inception, neither the Company nor, to the Knowledge of the Company's Knowledge, any director, officer, employee, employee or other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Company, or (iv) in violation of any Lawapplicable law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Mdsi Mobile Data Solutions Inc /Can/)

Certain Payments. Neither the Company nornor any of its directors, to the Knowledge of the Companyofficers, any director, officer, employeeagents, or employees, or any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to improperly obtain favorable treatment in securing business for the Companybusiness, (ii) to improperly pay for favorable treatment for business secured by the Companysecured, (iii) to improperly obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in violation of any LawLegal Requirement, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Asset Purchase Agreement (Per Se Technologies Inc)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, any director, Manager, officer, employee, or other Person associated with or acting on behalf of the Company, has directly or indirectly (a) made in violation of any Law any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Company, (ii) to pay for favorable treatment for business secured by the Company, or (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Magellan Health Services Inc)

Certain Payments. Neither Since its inception, neither the Company nor, to the Knowledge of the Company, nor any director, officer, employeeagent, or employee of the Company or any other Person associated with or acting for or on behalf of the Company, Company has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, or (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any affiliate of the Company, or (iv) in violation of any Law, Legal Requirement; or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (Celtic Investment Inc)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, any director, manager, officer, employee, employee or other Person associated with or acting on behalf of the Companyany of them, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, kickback or other payment to any Person, private or public, regardless of form, whether in money, property, property or services (i) to obtain favorable treatment in securing business for the Company, (ii) to pay for favorable treatment for business secured by the Company, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in violation of any Law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Membership Interests Purchase Agreement (Safe & Green Development Corp)

Certain Payments. Neither the Company nornor any of its members, to the Knowledge of the Companyofficers, any director, officer, employeeagents, or employees, or any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private or public, regardless of form, whether in money, property, or services (i) to improperly obtain favorable treatment in securing business for the Companybusiness, (ii) to improperly pay for favorable treatment for business secured by the Companysecured, (iii) to improperly obtain special concessions or for special concessions already obtained, for or in respect of the Company, or (iv) in violation of any LawLegal Requirement, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Asset Purchase Agreement (Per Se Technologies Inc)

Certain Payments. Neither the Company nor, to the Knowledge of the Company, nor any director, officer, employeeagent, or employee of the Company, or any other Person person associated with or acting for or on behalf of the Company, has directly or indirectly indirectly, (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Personperson, entity or agency, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business for the Companybusiness, (ii) to pay for favorable treatment for business secured by the Companysecured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, Company or (iv) in violation of any Lawfederal, state or local law, or (b) established or maintained any fund or asset with respect to the Company that has not be been recorded in the books and records of the Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (Carey International Inc)

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