Common use of Certain Payments Clause in Contracts

Certain Payments. Neither the Company or director, officer, agent, or employee of the Company, or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge knowledge of the Company and the Principal Shareholder, 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, 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, (ii) to pay for favorable treatment for business secured, (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 Legal RequirementLaw, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither None of the Company or directorany Selling Member nor, to the Knowledge of the Company or the Selling Members, any officer, agentemployee, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Companyany of them, 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 businessbusiness for the Company, (ii) to pay for favorable treatment for business securedsecured by the Company, (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 Legal RequirementLaw, or (b) established or maintained any fund or asset with respect to the Company that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or any director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the Company, has directly or indirectly and in violation of any Legal Requirement (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, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor Seller nor, to the knowledge of Seller, any director, manager, officer, agentemployee, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Companyany of them, 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 in violation of Law (i) to obtain favorable treatment in securing businessbusiness for the Company, (ii) to pay for favorable treatment for business securedsecured by the Company, 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 Legal Requirement, (b) established or maintained any fund or asset with respect to the Company that has not been be recorded in the books and records of the Company.

Certain Payments. Neither Since the Balance Sheet Date, the Company or and no director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge Sellers’ 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Companythereof, or to the knowledge of the Company and each Seller’s or of the Company’s Knowledge Company Shareholders, 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, 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (iv) in violation of any Legal Requirementlegal requirement, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither As far as the Company or directorSellers are aware neither the Company, any officer, agent, or employee Employee of the Company, or to each Seller’s or the Company’s Knowledge nor 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company nor any Subsidiary or any director, officer, agent, agent or employee of the CompanyCompany or any Subsidiary, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the CompanyCompany or any Subsidiary, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, kickback or other payment to any Person, private person or publicGovernmental Authority, regardless of form, whether in money, property, property or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company, any Subsidiary or any affiliate of the Company or any Affiliate of the Company, Subsidiary or (iv) in violation of any Legal Requirementfederal, state, territorial, local or foreign Law or (b) established or maintained any fund or asset that has not been recorded in the books and records of the CompanyCompany or any Subsidiary.

Certain Payments. Neither To the best of the Company's knowledge, since January 1, 1997, neither the Company or nor any director, officer, agent, agent or employee of the Company, or to each Seller’s or the Company’s Knowledge nor 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, kickback or other payment to any Personentity or person, private or public, regardless of form, whether in money, property, property or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, Company or (iv) in violation of any Legal Requirementfederal, state, local or foreign statute, law, ordinance, rule or regulation or (b) established or maintained any fund or asset for such purposes that has not been recorded in the books and records of the Company.

Certain Payments. Neither To the Company's knowledge, neither the Company or nor any director, officer, agent, or employee of the Company, Company or to each Seller’s or the Company’s Knowledge any other Person person or 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, or other payment to any Personperson or entity, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (iv) in violation of any Legal Requirementfederal, state, local, municipal, foreign or other constitution, ordinance, regulation, statute, treaty, or other law, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither To the Company or knowledge of Sellers, neither the Corporation nor any director, officer, agent, agent or employee of the CompanyCorporation, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the CompanyCorporation, has directly or indirectly 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 services: (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, or (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the CompanyCorporation, or (iv) in violation of any Legal Requirement, law; or (b) 17 established or maintained any fund or asset that has not been recorded in the books and records of the CompanyCorporation.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Companythereof, or to each Seller’s or the Company’s Knowledge knowledge of the Company and the Company Shareholder, any 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, 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, (iib) to pay for favorable treatment for business secured, (iiic) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (ivd) in violation of any Legal Requirementlegal requirement, or (bii) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the No Acquired Company or director, officer, agent, agent or employee of the any Acquired Company, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the any Acquired Company, has directly or indirectly (a) made made, so far as the Warranting Shareholders are aware, 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the any Acquired Company or any Affiliate affiliate of the an Acquired Company, or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Companyapplicable law.

Certain Payments. Neither None of the Company Division, the Corporation, or any director, officer, agent, agent or employee of the CompanyCorporation or the Division, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the Companyany of them, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickbackkick-back, or other similar payment to any Personperson, private or public, regardless of form, whether in money, property, property or services (i) to obtain favorable favourable treatment in securing business, (ii) to pay for favorable favourable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company Division or the Corporation or any Affiliate of the Companytheir respective affiliates, or (iv) in violation of any Legal Requirementapplicable laws, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the CompanyCorporation.

Certain Payments. Neither To the Company or Knowledge of the Company, neither the Company, nor any director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither of the Company or Companies nor any director, ---------------- officer, agent, or employee of the CompanyCompanies, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the CompanyCompanies, has directly or indirectly indirectly, (ai) 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 (ia) to obtain favorable treatment in securing business, (iib) to pay for favorable treatment for business secured, (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 Legal Requirementfederal, state or local law, or (bii) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any Subsidiary, nor any director, officer, agent, agent or employee of the Company, Company or to each Seller’s or the Company’s Knowledge any Subsidiary has and no other Person associated with or acting for or on behalf of the Company, Company or any Subsidiary has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, payoff influence payment, kickback, kickback or other payment to any Person, private or public, regardless of form, form whether in money, property, property or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, secured or (iii) to obtain special concessions or for special concessions already obtained, obtained for or in respect of the Company or any Affiliate of the Company, Company or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that which has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor director, officer, agent, or employee of the Company, or to each the Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither Except as set forth on Schedule 3.26 neither the Company or any Subsidiary nor, to the Company’s Knowledge, any director, officer, agent, agent or employee of the CompanyCompany or any Subsidiary has made any direct or, or to each Seller’s or in the Company’s Knowledge any other Person associated with or acting for or on behalf case of the Company, has directly or indirectly (a) made any indirect material contribution, gift, bribe, rebate, payoff, influence payment, kickbackkick back, 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, (iib) to pay for favorable treatment for business secured, (iiic) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the CompanySubsidiary, or (ivd) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Companylaw.

Certain Payments. Neither None of the Company or Seller nor, to the Knowledge of the Company or Seller, any director, manager, officer, agentemployee, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Companyany of them, 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 businessbusiness for the Company, (ii) to pay for favorable treatment for business securedsecured by the Company, (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 Legal RequirementLaw, or (b) established or maintained any fund or asset with respect to the Company that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any officer, director, officeremployee, agentmanager, or employee holder of any equity securities of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Company, has directly or indirectly used any funds of the Company to (a) made make 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, obtained for or in respect of the Company or any Affiliate of the Company, Company or (iv) in violation of any Legal RequirementLaw, or (b) established establish or maintained maintain any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or director, officer, agent, or employee of the Company, nor any of its directors, officers, agents or to each Seller’s Employees or the Company’s Knowledge any other Person associated affiliated with or acting for or on behalf of the Company, has directly or indirectly at any time, in violation of any Legal Requirement, (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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Companyits Affiliates, or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the CompanyCompany in violation of any Legal Requirement.

Certain Payments. Neither the Company or nor Seller, nor to Seller's Knowledge, any director, officer, agent, or employee of the Company, or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. (a) Neither the Company nor, to the Knowledge of the Company or Sellers, any director, officer, agentemployee, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Companyany of them, 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 businessbusiness for the Company, (ii) to pay for favorable treatment for business securedsecured by the Company, (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 Legal Requirementapplicable Law, or (b) established or maintained any fund or asset with respect to the Company that has not been be recorded in the books and records of the Company.

Certain Payments. Neither the Company or No director, officer, agent, or employee of the CompanyCompany or its Subsidiaries, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the CompanyCompany or its Subsidiaries, 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or its Subsidiaries or any Affiliate of the CompanyCompany or its Subsidiaries, or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Since July 1, 1993, no Company or director, ---------------- officer, agent, or employee of the any Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the any Company, has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment or offered or provided something of value to any Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the any Company or any Affiliate of the a Company, or (iv) in violation of any Legal RequirementLaw, (b) established or maintained any fund or asset that has not been recorded in the books and records of the CompanyCompanies.

Certain Payments. Neither the Company, the Shareholder or directors, nor to the knowledge of the Company or directorthe Shareholder, any officer, agent, or employee of the Company, Company or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of Person affiliated with the Company, or (iv) in violation of any Legal RequirementRequirements, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any Seller nor, to the Knowledge of the Company, any director, officer, agentemployee, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Companyany of them, 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 businessbusiness for the Company, (ii) to pay for favorable treatment for business securedsecured by the Company, (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 Legal RequirementLaw, or (b) established or maintained any fund or asset with respect to the Company that has not been be recorded in the books and records of the Company.

Certain Payments. Neither None of the Company or Company, any director, officer, agent, or employee of the Company, or to each Seller’s or the Knowledge of 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions con-cessions already obtained, for or in respect of the Company or any Affiliate of the Company, or (iv) in violation of any Legal Requirement, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither None of the Company or any Selling Stockholder nor, to the Knowledge of the Company or the Selling Stockholders, any director, officer, agentemployee, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Companyany of them, 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 (ia) to obtain favorable treatment in securing businessbusiness for the Company, (iib) to pay for favorable treatment for business securedsecured by the Company, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of Law with respect to the Company.

Certain Payments. (a) Neither the Company or Company, nor any director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Sellers' 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.or

Certain Payments. Neither the Company or Company, nor any director, officer, agent, agent or employee of the Company, or to each Seller’s or the best of the Company’s Knowledge '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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company None of Sellers or director, officer, agent, or employee of the Company, or to each Seller’s any of their respective directors, officers, agents, or the Company’s Knowledge employees or any other Person associated with or acting for or on behalf of the Company, any of them has directly or indirectly in connection with the Business: (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, propertyproperty or services, or services including without limitation: (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, 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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the Company’s books and records of the Companyrecords.

Certain Payments. Neither To the Company’s Knowledge, none of the Company or any director, officer, agent, agent or employee of the Company, or to each Seller’s or the Company’s Knowledge or Shareholders’ 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Company, Company or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the CompanyLaw.

Certain Payments. Neither the Company or Buyer, nor any director, officer, agent, agent or employee of the CompanyBuyer, or to each Seller’s or the Company’s Knowledge Buyer's Knowledge, any other Person person associated with or acting for or on behalf of the CompanyBuyer, has as 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, (ii) to pay for favorable treatment for business securedbusiness, (iii) to obtain special concessions or for special concessions already obtained, for in or in respect of the Company Buyer, or any Affiliate of the Companyits affiliates, or (iv) in violation of any Legal RequirementLaw, (bor(b) established or maintained any fund or asset assets that has not been be recorded in the books and or records of the CompanyBuyer.

Certain Payments. Neither To the Company or knowledge of Sellers, neither the Corporation nor any director, officer, agent, agent or employee of the CompanyCorporation, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the CompanyCorporation, has directly or indirectly 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 services: (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, or (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the CompanyCorporation, or (iv) in violation of any Legal Requirement, law; or (b) established or maintained any fund or asset that has not been recorded in the books and records of the CompanyCorporation.

Certain Payments. Neither the Company or director, officer, agent, or employee of the Company, or to each the Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company nor, to the Knowledge of the Company or Sellers, any director, officer, agentemployee, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person associated with or acting for or on behalf of the Companyany of them, 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 businessbusiness for the Company, (ii) to pay for favorable treatment for business securedsecured by the Company, (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 Legal Requirementapplicable Law, or (b) established or maintained any fund or asset with respect to the Company that has not been be recorded in the books and records of the Company.

Certain Payments. Neither the Company No Asset Vendor, any Related Person of any Asset Vendor or director, officer, agent, agent or employee of the Company, or to each Seller’s or the Company’s Knowledge any other such Person associated with or acting for or on behalf of any Asset Vendor in connection with the CompanyBusiness in any way, has directly or indirectly 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 to (i) to obtain favorable treatment in securing business, ; (ii) to pay for favorable treatment for business already secured, ; (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 Legal RequirementRequirement including the United States Foreign Corrupt Practices Act, or (b) established or maintained any fund or asset that has not been recorded in on the books and records of the CompanyBusiness.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Companythereof, or to each the Knowledge of the Company and Seller’s or the Company’s Knowledge , any other Person associated with or acting for or on behalf of the Company, has directly or indirectly (ai) made any improper or 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, or services (ia) to obtain favorable treatment in securing business, (iib) to pay for favorable treatment for business secured, (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 Legal Requirementlegal requirement, or (bii) established or maintained any fund or asset for the purposes described in sub-section (i) above that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge any 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, kickbackkick-back, or other payment to any Person, private or public, regardless of any form, whether in money, property, or services in violation of any Legal Requirement (iA) to obtain favorable treatment in securing business, (iiB) to pay for favorable treatment for business secured, (iiiC) to obtain special concessions or for special concessions already obtained, obtained for or in respect of the Company or any Affiliate of the Companythereof, or (iv) in violation of any Legal Requirement, (bii) established or maintained any fund or asset that has not been recorded in the books Books and records Records of the Company.

Certain Payments. Neither the Company or nor, to the Company's Knowledge, any director, officer, agent, or employee of the Company, or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither None of the Company or any of its Subsidiaries, or any director, officerofficer or, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge Knowledge, employee or agent of any other Person associated with or acting for or on behalf of the CompanyCompany or its Subsidiaries has, has in violation of applicable Law, 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Companyits Subsidiaries, or (iv) in violation of any Legal Requirement, (b) established or maintained any fund fund, or asset that has not been recorded in the books and records of the CompanyCompany or its Subsidiaries for such purposes.

Certain Payments. Neither the any Seller nor Company or nor any director, member, manager, officer, agent, or employee of the any Seller or Company, or to each Seller’s or the Company’s Knowledge nor any other Person associated with or acting for or on behalf of the any Seller or Company, has have directly or indirectly (ai) 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 (iA) to obtain favorable treatment in securing business, (iiB) to pay for favorable treatment for business secured, (iiiC) to obtain special concessions or for special concessions already obtained, for or in respect of the Company any Seller or any Affiliate of the Company, or (ivD) in violation of any Legal Requirement, (bii) established or maintained any fund or asset that has not been recorded in the books and records of the Sellers or Company.

Certain Payments. Neither the Company or nor any director, officer, agent, agent or employee of the CompanyCompany or, to the knowledge of the Company or to each Seller’s or any of the Company’s Knowledge Sellers, 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, 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions concessions, or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, Company or (iv) in violation of any Legal Requirement, legal requirement or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company nor any director or directorofficer of the Company nor, officerto the Knowledge of the Company and the Sellers, agent, any agent or employee of the Company, or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services services: (i) to obtain favorable treatment in securing business, ; (ii) to pay for favorable treatment for business secured, ; (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 Legal Requirement, ; nor (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither To the Knowledge of Seller and the Company, neither the Company or nor any director, officer, agent, or employee of the Company, or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, ; or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or any director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge any other Person person associated with or acting for or on behalf of the Company, has directly or indirectly and in violation of any Legal Requirement (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Personperson, private or public, 29 regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the CompanyCompany or, or to each Seller’s or the Company’s Knowledge '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 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, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, requirement of law; or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Company, or or, to each Seller’s or the Company’s Knowledge '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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, agent or employee of the Company or to the Knowledge of the Stockholders and the Company, or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, obtained for or in respect of the Company or any Affiliate of the Company, or (iv) in violation of any Legal Requirement, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Company, or to each Seller’s or the Company’s Knowledge Sellers' 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, kickbackkick-back, 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, (ii) to pay for favorable treatment for business secured, (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 Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the No Company or nor any Affiliate, director, officer, agent, agent or employee of the CompanyCompanies, or to each Seller’s or the Company’s Knowledge of the Sellers, any other Person associated with or acting for or on behalf of the Company, Companies has directly or indirectly (a) made any contribution, gift, bribe, rebate, payoff, influence payment, kickback, or other payment to any Person, private public or publicprivate, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing or maintaining business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the a Company or any Affiliate of the a Company, or (iv) in violation of any Legal RequirementLaw, or (b) established or maintained any fund or asset that has not been recorded in the books and records of one of the CompanyCompanies.

Certain Payments. Neither the Company or directorSince January 1, officer1998, agent, or employee of neither the Company, nor any of its officers, agents, or to each Seller’s or the Company’s Knowledge employees, nor any other Person Person, in each case, 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (iv) in violation of any Legal Requirement, legal requirement; or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or Buyer, nor any director, officer, agent, agent or employee of the CompanyBuyer, or to each Sellerthe Buyer’s or the Company’s Knowledge Knowledge, any other Person person associated with or acting for or on behalf of the CompanyBuyer, has as 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, (ii) to pay for favorable treatment for business securedbusiness, (iii) to obtain special concessions or for special concessions already obtained, for in or in respect of the Company Buyer, or any Affiliate of the Companyits affiliates, or (iv) in violation of any Legal RequirementLaw, (bor(b) established or maintained any fund or asset assets that has not been be recorded in the books and or records of the CompanyBuyer.

Certain Payments. Neither the Company or nor any director, officer, agent, agent or employee of the Company, or to each Seller’s or the Knowledge of 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 unlawful 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 (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions 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 Legal RequirementLaw, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither None of the Company Sellers or directordirectors of the Sellers, or to the knowledge of the Sellers, any officer, agent, or employee of the Company, Company or to each Seller’s or 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of Person affiliated with the Company, or (iv) in violation of any Legal RequirementRequirements, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither Since January 1, 2007, neither the Company or nor any director, officer, agent, or employee of the Company, or to each Seller’s or the Knowledge of the Company’s Knowledge , any other Person associated with or acting for or on behalf of the CompanyBusiness, 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 services, (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions concessions, or for special concessions already obtained, for or in respect of the Company or any Affiliate of the CompanyBusiness, or (iv) in violation of any Legal Requirement, ; or (b) established or maintained any fund or asset that has not been recorded in the books and records of the CompanyBusiness.

Certain Payments. Neither the Company or Company, the Members, any director, manager, officer, agent, or employee of the CompanyCompany or, to the knowledge of the Company or to each Seller’s or the Company’s Knowledge any Member, any other Person associated with or acting for or on behalf of the CompanyCompany has, has directly or indirectly (a) indirectly, 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 (ia) to obtain favorable treatment in for securing business, patients or referrals; (iib) to pay for favorable treatment for business patients or referrals secured, ; (iiid) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate of the Company, ; or (ive) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Companylaw.

Certain Payments. Neither the Company or nor any Affiliate, director, officer, agent, agent or employee of the Company, or to each Seller’s or the Company’s Knowledge of the Seller Parties, 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 public or publicprivate, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing or maintaining business, (ii) to pay for favorable treatment for business secured, (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 Legal Requirementstatute, law, ordinance, code, rule regulation, order, judgment or decree, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any director, officer, agent, or employee of the Company, or to each Seller’s the Company or the Company’s Designated Officers' 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 Person, private or public, regardless of form, whether in money, property, or services (i) to obtain favorable treatment in securing business, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (iv) in violation of any Legal Requirement, (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.

Certain Payments. Neither the Company or nor any stockholder, director, officer, agent, agent or employee of the Company, or to each Seller’s or the knowledge of 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, 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, (ii) to pay for favorable treatment for business secured, (iii) to obtain special concessions concessions, or for special concessions already obtained, for or in respect of the Company or any Affiliate affiliate of the Company, or (iv) in violation of any Legal Requirementlegal requirement, or (b) established or maintained any fund or asset that has not been recorded in the books and records of the Company.