Compliance with the Foreign Corrupt Practices Act and Export Control and Antiboycott Laws. a. Seller and its Representatives have not, to obtain or retain business, directly or indirectly offered, paid or promised to pay, or authorized the payment of, any money or other thing of value (including any fee, gift, sample, travel expense or entertainment with a value in excess of one hundred dollars ($100.00) in the aggregate to any one individual in any year) or any commission payment, to: (i) any person who is an official, officer, agent, employee or representative of any Governmental Body or of any existing or prospective customer (whether government owned or nongovernment owned); (ii) any political party or official thereof; (iii) any candidate for political or political party office; or (iv) any other individual or entity; while knowing or having reason to believe that all or any portion of such money or thing of value would be offered, given, or promised, directly or indirectly, to any such official, officer, agent, employee, representative, political party, political party official, candidate, individual, or any entity affiliated with such customer, political party or official or political office. b. Except as set forth in Exhibit 3.24(b), Seller has made all payments to Third Parties by check mailed to such Third Parties’ principal place of business or by wire transfer to a bank located in the same jurisdiction as such party’s principal place of business. c. Each transaction is properly and accurately recorded on the books and Records of Seller, and each document upon which entries in Seller’s books and Records are based is complete and accurate in all respects. Seller maintains a system of internal accounting controls adequate to insure that Seller maintains no off-the-books accounts and that Seller’s assets are used only in accordance with Seller’s management directives. d. Seller has at all times been in compliance with all Legal Requirements relating to export control and trade embargoes. No product sold or service provided by Seller during the last five (5) years has been, directly or indirectly, sold to or performed on behalf of Cuba, Iraq, Iran, Libya or North Korea. e. Except as set forth in Exhibit 3.24(e), Seller has not violated the antiboycott prohibitions contained in 50 U.S.C. sect. 2401 et seq. or taken any action that can be penalized under Section 999 of the Code. Except as set forth in Exhibit 3.24(e), during the last five (5) years, Seller has not been a party to, is not a beneficiary under and has not performed any service or sold any product under any Seller Contract under which a product has been sold to customers in Bahrain, Iraq, Jordan, Kuwait, Lebanon, Libya, Oman, Qatar, Saudi Arabia, Sudan, Syria, United Arab Emirates or the Republic of Yemen.
Appears in 1 contract
Compliance with the Foreign Corrupt Practices Act and Export Control and Antiboycott Laws. a. Seller (a) Vendor and its Representatives representatives have not, to obtain or retain business, directly or indirectly offered, paid or promised to pay, or authorized the payment of, any money or other thing of value (including any fee, gift, sample, travel expense or entertainment with a value in excess of one hundred dollars ($100.00) 10,000 in the aggregate to any one individual in any year) or any commission paymentpayment in excess of 5 percent (5%) of any amount payable, to:
(i) any person who is an official, officer, agent, employee or representative of any Governmental Body Authority or of any existing or prospective customer (whether government owned or nongovernment owned);
(ii) any political party or official thereof;
(iii) any candidate for political or political party office; or
(iv) any other individual or entity; while knowing or having reason to believe that all or any portion of such money or thing of value would be offered, given, or promised, directly or indirectly, to any such official, officer, agent, employee, representative, political party, political party official, candidate, individual, or any entity affiliated with such customer, political party or official or political office.
b. Except as set forth in Exhibit 3.24(b), Seller has made all payments to Third Parties by check mailed to such Third Parties’ principal place of business or by wire transfer to a bank located in the same jurisdiction as such party’s principal place of business.
c. (b) Each transaction is properly and accurately recorded on the books Books and Records of SellerVendor, and each document upon which entries in Seller’s books Vendor's Books and Records are based is complete and accurate in all respectsaccurate. Seller Vendor maintains a system of internal accounting controls adequate designed to insure that Seller Vendor maintains no off-the-books accounts and that Seller’s Vendor's assets are used only in accordance with Seller’s Vendor's management directives.
d. Seller (c) Vendor has at all times been in compliance with all Legal Requirements relating to export control and trade embargoes. No product sold or service provided by Seller Vendor during the last five (5) years has been, directly or indirectly, sold to or performed on behalf of Cuba, Iraq, Iran, Libya or North Korea.
e. Except as set forth in Exhibit 3.24(e), Seller (d) Vendor has not violated the antiboycott prohibitions contained in 50 U.S.C. sect. 2401 et seq. or taken any action that can be penalized under Section 999 of the Code. Except as set forth in Exhibit 3.24(e), during During the last five (5) years, Seller Vendor has not been a party to, is not a beneficiary under and has not performed any service or sold any product under any Seller Vendor Contract under which a product has been sold to customers in Bahrain, Iraq, Jordan, Kuwait, Lebanon, Libya, Oman, Qatar, Saudi Arabia, Sudan, Syria, United Arab Emirates or the Republic of Yemen.
Appears in 1 contract
Sources: Asset Purchase Agreement (North American Scientific Inc)
Compliance with the Foreign Corrupt Practices Act and Export Control and Antiboycott Laws. a. Seller and its Representatives have not, to obtain or retain business, directly or indirectly offered, paid or promised to pay, or authorized the payment of, any money or other thing of value (including any fee, gift, sample, travel expense or entertainment with a value in excess of one hundred dollars ($100.00) in the aggregate to any one individual in any year) or any commission payment, to:
(i) any person who is an official, officer, agent, employee or representative of any Governmental Body or of any existing or prospective customer (whether government owned or nongovernment non-government owned);
(ii) any political party or official thereof;
(iii) any candidate for political or political party office; or
(iv) any other individual or entity; while knowing or having reason to believe that all or any portion of such money or thing of value would be offered, given, or promised, directly or indirectly, to any such official, officer, agent, employee, representative, political party, political party official, candidate, individual, or any entity affiliated with such customer, political party or official or political office.
b. Except as set forth in Exhibit 3.24(b), Seller has made all payments to Third Parties by check mailed to such Third Parties’ principal place of business or by wire transfer to a bank located in the same jurisdiction as such party’s principal place of business.
c. Each transaction is properly and accurately recorded on the books and Records of Seller, and each document upon which entries in Seller’s books and Records are based is complete and accurate in all respects. Seller maintains a system of internal accounting controls adequate to insure that Seller maintains no off-the-books accounts and that Seller’s assets are used only in accordance with Seller’s management directives.
d. Seller has at all times been in compliance with all Legal Requirements relating to export control and trade embargoes. No product sold or service provided by Seller during the last five (5) years has been, directly or indirectly, sold to or performed on behalf of Cuba, Iraq, Iran, Libya or North Korea.
e. Except as set forth in Exhibit 3.24(e), Seller has not violated the antiboycott prohibitions contained in 50 U.S.C. sect. 2401 et seq. or taken any action that can be penalized under Section 999 of the Code. Except as set forth in Exhibit 3.24(e), during the last five (5) years, Seller has not been a party to, is not a beneficiary under and has not performed any service or sold any product under any Seller Contract under which a product has been sold to customers in Bahrain, Iraq, Jordan, Kuwait, Lebanon, Libya, Oman, Qatar, Saudi Arabia, Sudan, Syria, United Arab Emirates or the Republic of Yemen.
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Compliance with the Foreign Corrupt Practices Act and Export Control and Antiboycott Laws. a. Seller (a) PRB and its Representatives have not, to obtain or retain business, directly or indirectly offered, paid or promised to pay, or authorized the payment of, any money or other thing of value (including any fee, gift, sample, travel expense or entertainment with a value in excess of one hundred dollars ($100.00) in the aggregate to any one individual in any year) or any commission payment, to:
(i) any person who is an official, officer, agent, employee or representative of any Governmental Body or of any existing or prospective customer (whether government owned or nongovernment owned);
(ii) any political party or official thereof;
(iii) any candidate for political or political party office; or
(iv) any other individual or entity; while knowing or having reason to believe that all or any portion of such money or thing of value would be offered, given, or promised, directly or indirectly, to any such official, officer, agent, employee, representative, political party, political party official, candidate, individual, or any entity affiliated with such customer, political party or official or political office.
b. (b) Except as set forth in Exhibit 3.24(bSCHEDULE 3.10(b), Seller PRB has made all payments to Third Parties by check mailed to such Third Parties’ ' principal place of business or by wire transfer to a bank located in the same jurisdiction as such party’s 's principal place of business.
c. (c) Each transaction is properly and accurately recorded on the books and Records of SellerPRB, and each document upon which entries in Seller’s PRB's books and Records are based is complete and accurate in all respects. Seller PRB maintains a system of internal accounting controls adequate to insure that Seller PRB maintains no off-the-books accounts and that Seller’s PRB's assets are used only in accordance with Seller’s PRB's management directives.
d. Seller (d) PRB has at all times been in compliance with all Legal Requirements relating to export control and trade embargoes. No product sold or service provided by Seller PRB during the last five (5) years has been, directly or indirectly, sold to or performed on behalf of Cuba, Iraq, Iran, Libya or North KoreaKorea in violation of any Legal Requirements.
e. (e) Except as set forth in Exhibit 3.24(eSCHEDULE 3.10(e), Seller PRB has not violated the antiboycott prohibitions contained in 50 U.S.C. sect. 2401 et seq. or taken any action that can be penalized under Section 999 of the Code. Except as set forth in Exhibit 3.24(eSchedule 3.10(e), during the last five (5) years, Seller PRB has not been a party to, is not a beneficiary under and has not performed any service or sold any product under any Seller PRB Contract under which a product has been sold to customers in Bahrain, Iraq, Jordan, Kuwait, Lebanon, Libya, Oman, QatarQuatar, Saudi Arabia, Sudan, Syria, United Arab Emirates or the Republic of Yemen.
Appears in 1 contract
Sources: Pharmaceutical Product License and Distribution Agreement (Bi-Optic Ventures Inc)
Compliance with the Foreign Corrupt Practices Act and Export Control and Antiboycott Laws. a. Seller (a) Sellers, the Acquired Companies, and its their Representatives have not, to obtain or retain business, directly or indirectly offered, paid or promised to pay, or authorized the payment of, any money or other thing of value (including any fee, gift, sample, travel expense or entertainment with a value in excess of one hundred dollars ($100.00) in the aggregate to any one individual in any year) or any commission payment, to:
(i) any person who is an official, officer, agent, employee or representative of any Governmental Body or of any existing or prospective customer (whether government owned or nongovernment owned);
(iiA) any political party or official thereof;
(iiiB) any candidate for political or political party office; or
(ivC) any other individual or entity; while knowing or having reason to believe that all or any portion of such money or thing of value would be offered, given, or promised, directly or indirectly, to any such official, officer, agent, employee, representative, political party, political party official, candidate, individual, or any entity affiliated with such customer, political party or official or political office.
b. (b) Except as set forth in Exhibit 3.24(bPart 3.23(b), Seller has made all payments to Third Parties third parties by check mailed to such Third Parties’ ' principal place of business or by wire transfer to a bank located in the same jurisdiction as such party’s 's principal place of business.
c. (c) Each transaction is properly and accurately recorded on the books and Records of Seller, and each document upon which entries in Seller’s 's books and Records are based is complete and accurate in all respects. Seller maintains a system of internal accounting controls adequate to insure that Seller maintains no off-the-books accounts and that Seller’s 's assets are used only in accordance with Seller’s 's management directives.
d. (d) Seller has at all times been in compliance with all Legal Requirements relating to export control and trade embargoes. No product sold or service provided by Seller during the last five (5) years has been, directly or indirectly, sold to or performed on behalf of Cuba, Iraq, Iran, Libya or North Korea.
e. Except as set forth in Exhibit 3.24(e), (e) Seller has not violated the antiboycott prohibitions contained in 50 U.S.C. sect. 2401 ss.2401 et seq. or taken any action that can be penalized under Section 999 of the Code. Except as set forth in Exhibit 3.24(e), during During the last five (5) years, Seller has not been a party to, is not a beneficiary under and has not performed any service or sold any product under any Seller Contract under which a product has been sold to customers in Bahrain, Iraq, Jordan, Kuwait, Lebanon, Libya, Oman, QatarQuatar, Saudi Arabia, Sudan, Syria, United Arab Emirates or the Republic of Yemen.
Appears in 1 contract
Compliance with the Foreign Corrupt Practices Act and Export Control and Antiboycott Laws. a. (a) Seller and its Representatives have not, to obtain or retain business, directly or indirectly offered, paid or promised to pay, or authorized the payment of, any money or other thing of value (including any fee, gift, sample, travel expense or entertainment with a value in excess of one hundred dollars ($100.00) in the aggregate to any one individual in any year) or any commission paymentpayment in excess of one-half percent (0.5%) of any amount payable, to:
(i) any person who is an official, officer, agent, employee or representative of any Governmental Body Authority or of any existing or prospective customer (whether government owned or nongovernment owned);
(ii) any political party or official thereof;
(iii) any candidate for political or political party office; or
(iv) any other individual or entity; while knowing or having reason to believe that all or any portion of such money or thing of value would be offered, given, or promised, directly or indirectly, to any such official, officer, agent, employee, representative, political party, political party official, candidate, individual, or any entity affiliated with such customer, political party or official or political office.
b. (b) Except as set forth in Exhibit 3.24(b)on Schedule 5.24, Seller has made all payments to Third Parties by check mailed to such Third Parties’ ' principal place of business or by wire transfer to a bank located in the same jurisdiction as such party’s Third Party's principal place of business.
c. (c) Each transaction is properly and accurately recorded on the books and Records of Seller, and each document upon which entries in Seller’s 's books and Records are based is complete and accurate in all respects. Seller maintains a system of internal accounting controls adequate to insure that Seller maintains no off-the-books accounts and that Seller’s 's assets are used only in accordance with Seller’s 's management directives.
d. (d) Seller has at all times been in compliance with all Legal Requirements Laws relating to export control and trade embargoes. No product sold or service provided by Seller during the last five (5) years has been, directly or indirectly, sold to or performed on behalf of Cuba, Iraq, Iran, Libya or North Korea.
e. (e) Except as set forth in Exhibit 3.24(e)on Schedule 5.24, Seller has not violated the antiboycott prohibitions contained in 50 U.S.C. sectss. 2401 et seq. or taken any action that can be penalized under Section 999 of the Code. Except as set forth in Exhibit 3.24(e)on Schedule 5.24, during the last five (5) years, Seller has not been a party to, is not a beneficiary under and has not performed any service or sold any product under any Seller Contract under which a product has been sold to customers in Bahrain, Iraq, Jordan, Kuwait, Lebanon, Libya, Oman, Qatar, Saudi Arabia, Sudan, Syria, United Arab Emirates or the Republic of Yemen.
Appears in 1 contract
Sources: Asset Purchase Agreement (Cti Molecular Imaging Inc)