Common use of Corrupt Practices; Sanctions Clause in Contracts

Corrupt Practices; Sanctions. Except as would not reasonably be expected to have a Material Adverse Effect on Acquiror or Nxu Tech: (a) Neither Acquiror, Nxu Tech, any directors, officers or employees of Acquiror or Nxu Tech, nor, to the Knowledge of Acquiror, any of their other Representatives have violated, conspired to violate or aided and abetted the violation of any Anti-Corruption Laws. Acquiror (i) has instituted policies and procedures reasonably designed to ensure compliance with Anti-Corruption Laws and anti-money laundering Laws and (ii) has maintained such policies and procedures in force. No Government Official nor any of his or her immediate family members is an officer or director or owns any securities of Acquiror or Nxu Tech. (b) Neither Acquiror, Nxu Tech, any directors, officers or employees of Acquiror or Nxu Tech nor, to the Knowledge of Acquiror, any of their other Representatives, is engaging and has not engaged, directly or indirectly, in any activities (including sales, reselling, licensing or sub-licensing arrangements, funding, making payments, procuring, insurance or otherwise providing assistance or support in connection with operations, business or any other activity) with or involving any Sanctioned Person or Sanctioned Territory, nor otherwise violated any applicable Sanctions or Ex-Im Laws. (c) Neither Acquiror nor Nxu Tech, nor any of their directors, officers, employees, nor to the Knowledge of Acquiror, any other Persons acting for or on behalf of any of the foregoing is, or has been, a Sanctioned Person. (d) Neither Acquiror nor Nxu Tech, nor, to the Knowledge of Acquiror, any Representatives of Acquiror or Nxu Tech, is currently or has in the past been a subject, target, or party of any current investigation, allegation (whether raised internally or externally), request for information, voluntary self-disclosure, or any other inquiry by or involving any Governmental Authority regarding the actual or possible violation of Sanctions, and neither Acquiror nor Nxu Tech has received any notice that there is any investigation, allegation, request for information, or any other inquiry by any Governmental Authority regarding an actual or possible violation of Sanctions.

Corrupt Practices; Sanctions. Except as would not reasonably be expected to have a Material Adverse Effect on Acquiror or Nxu Tech: (a) Neither AcquirorExcept as set forth on Schedule 4.20(a), Nxu Tech, neither the Company nor any directors, officers or employees of Acquiror or Nxu Tech, its Subsidiaries nor, to the Knowledge of Acquirorthe Company, any of their other its Representatives have violateddirectly or indirectly paid, conspired offered or promised to violate pay, or aided and abetted authorized or ratified the payment, directly or indirectly, of any monies or anything of value to any national, provincial, municipal or other Government Official or any political party or candidate for political office for the purpose of influencing any act or decision of such official or of any Governmental Authority to obtain or retain business, or direct business to any Person or to secure any other improper benefit or advantage in each case in violation of any Anti-Corruption Laws. Acquiror The Company (ix) has instituted policies and procedures reasonably designed to ensure compliance with the Anti-Corruption Laws and other anti-bribery, anti-corruption and anti-money laundering Laws in each jurisdiction in which the Company operates and (iiy) has maintained such policies and procedures in force. No Government Official nor any of his or her immediate family members is an officer or director or owns any securities of Acquiror the Company or Nxu Techits Subsidiaries. (b) Neither Acquiror, Nxu Tech, any directors, officers the Company or employees of Acquiror or Nxu Tech its Subsidiaries nor, to the Knowledge of Acquirorthe Company, any of their other its Representatives, has, or is engaging presently or has agreed to become, engaged in any conduct that violates any applicable Anti-Corruption Laws. (c) Neither the Company nor any of its Subsidiaries is conducting and has not engagedconducted, directly or indirectly, in any activities business (including including, without limitation, sales, reselling, licensing or sub-licensing arrangements, funding, making payments, procuring, insurance or otherwise providing assistance or support in connection with operations, business or any other activity) with or involving for the direct or indirect benefit of or on behalf of any Sanctioned Person or Sanctioned TerritoryPerson, nor otherwise violated any applicable Sanctions or Ex-Im LawsLaw. (cd) Neither Acquiror nor Nxu Tech, the Company nor any of their its directors, officers, employees, nor or to the Knowledge of Acquirorthe Company, any other Persons acting for or on behalf of any of the foregoing is, or has been, a Sanctioned Person. (de) Neither Acquiror nor Nxu Tech, nor, to the Knowledge of Acquiror, any Representatives of Acquiror or Nxu Tech, There is currently or has in the past been a subject, target, or party of any no current investigation, allegation (whether raised internally or externally)allegation, request for information, voluntary self-disclosure, or any other inquiry by or involving any Governmental Authority regarding the actual or possible violation of SanctionsSanctions by the Company, and neither Acquiror nor Nxu Tech over the past five years, the Company has not received any notice that there is any investigation, allegation, request for information, or any other inquiry by any Governmental Authority regarding an actual or possible violation of Sanctions.