Ethics and Compliance Sample Clauses

Ethics and Compliance. Purchaser agrees that (a) in its business dealings with ▇▇▇▇▇▇, it will adhere to the highest standards of ethical conduct, such as set forth in the Michelin Code of Ethics, available at ▇▇▇▇://▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/en; and (b) be aware of and comply with the laws and regulations that apply to Purchaser. In the event of inconsistency between any applicable law or regulation and any provision of these Terms and Conditions, the more stringent requirement shall take precedence. Purchaser shall apply a “zero tolerance” policy with regard to corruption and influence peddling. In particular, ▇▇▇▇▇▇▇▇▇ agrees that it will not (1) offer, promise, or give, or (2) attempt to conspire to offer, promise or give, any unfair advantage, whether monetary or of any other nature, directly or indirectly through an intermediary, to a public official or to any professional relation, for that official or professional relation or for a third party, such that the official, professional relation, or third party acts or refrains from acting in the performance of their duties, with a view to obtaining or retaining an activity or other advantage improperly. With respect to gifts and invitations, ▇▇▇▇▇▇▇▇▇ agrees to refrain from any practice aimed at (1) directly or indirectly improperly influencing the judgment of any of ▇▇▇▇▇▇’▇ personnel or (2) obtaining any undue advantage. In the event that ▇▇▇▇▇▇ reasonably believes that Purchaser has violated this clause, ▇▇▇▇▇▇ reserves the right to (a) immediately suspend its performance under the Agreement; (b) request further information or documentary evidence from Purchaser that in ▇▇▇▇▇▇’▇ good faith judgment is related to the suspected violation; and (c) take any other appropriate and proportionate measure regarding its commercial relationship with Purchaser. An Ethics Line is available that can be used by anyone to report any potential breach of any applicable laws and regulations and/or Michelin’s Code of Ethics and Anti-Corruption Code of Conduct. An alert can be submitted through the following link: ▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/. Signature: _ This Software or Application Services Rider (“Rider”) shall apply to the extent that Purchaser purchases any software, mobile application, or other technology services (collectively, “Services”) from ▇▇▇▇▇▇. To the extent there is any conflict or inconsistency between this Rider and any mutually executed agreement currently in effect between ▇▇▇▇▇▇ and Purchaser, such mutually executed a...

Ethics and Compliance. 17.1 Supplier at all times shall conduct itself, directly through its employees and officers, and indirectly through third parties, in the performance of this Agreement honestly and fairly, using the highest ethical standards, and treat its employees, agents, contractors and customers with dignity. 17.2 Supplier, on behalf of itself and its Supply Chain, represents and warrants that (i) all Products are produced, manufactured, assembled, packaged, labeled, and supplied, and (ii) services are rendered, and (iii) the actual Products and services provided are in compliance with applicable laws, rules, regulations and standards, and (iv) Supplier holds an affirmative duty to immediately correct any non-compliance with the foregoing requirements. Supplier shall indemnify, defend, and hold harmless the Ceribell lndemnitees from any Claim arising from or caused by an act or omission of Supplier's Supply Chain. Upon request Supplier shall re-certify compliance annually.

Ethics and Compliance. 15.1 The Supplier warrants and represents to Buyer that when performing the Contract it will comply with all applicable laws, regulations, regulatory policies, guidelines or industry codes which may apply to their activities. 15.2 The Supplier warrants and represents to Buyer that it has not been debarred or declared ineligible to contract with or directly or indirectly supply goods or services to any government entity, or government funded project, anywhere in the world. 15.3 The Supplier warrants and represents that it has received copies of and, when performing the Contract it will comply with the requirements of, the ▇▇▇▇▇ ▇▇▇▇▇ Santasalo Third Party Code of Conduct (as updated from time to time). Copies of these policies are available at ▇▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/legal/ethics-compliance/

Ethics and Compliance. Seller acknowledges and accepts full and sole responsibility to behave in an ethical manner throughout the performance of this Contract. Buyer strongly encourages Seller to maintain an ethics and compliance program modeled in accordance with the U.S. Sentencing Commission Guidelines, applicable guidance from enforcement authorities, and industry best practices.

Ethics and Compliance. 18.1 The Parties acknowledge their commitment to conduct their business, directly through its employees and officers, and indirectly though third parties, in conformance with key beliefs of uncompromising integrity and constant respect for people. In recognition of the significance of this commitment, the Parties agree to conduct themselves at all times in the performance of this Agreement honestly and fairly, using the highest ethical standards, and to treat their employees, agents, contractors and customers with dignity. 18.2 Supplier, on behalf of itself and its suppliers and subcontractors (collectively, its “Supply Chain”), represents to the best of its knowledge, and warrants that (i) all Products are produced, manufactured, assembled, packaged, labeled, and supplied, and (ii) services are rendered, and (iii) the actual Products and services provided are in compliance with applicable laws, rules, regulations and standards, including those set out in Exhibit C, and (iv) Supplier holds an affirmative duty to immediately correct any non-compliance with the foregoing requirements. Supplier will indemnify, defend and hold harmless Motorola Indemnitees from Claims arising from acts or omissions of Supplier’s Supply Chain. Upon request Supplier will re-certify compliance annually.

Ethics and Compliance. The values of the Kuraray Corporate Statement, Compliance Handbook and of the Calgon Carbon Code of Conduct are essential to Chemviron to create a sustainable value. The Purchaser agrees to comply with the said Statement, Handbook and Code of Conduct which can be found at Chemviron’s website (▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇) or which will be sent when requested.

Ethics and Compliance. 12.1 The Parties acknowledge and agree the importance of (a) conducting their respective businesses and affairs in an ethical, responsible and accountable manner with regard to all human rights and (b) maintaining and developing a culture of compliance and policies and procedures reasonably designed to prevent unethical or improper business practices and respect and ensure support for human rights. 12.2 The Parties shall and shall direct any person acting on its behalf to comply with all Anti-Bribery Laws in connection with this Deed, each other Transaction Agreement and the transactions contemplated thereby, the management and exercise of control of TH and Turkcell and transfer of the Turkcell Shares, and, without limiting the generality of the foregoing, in such connection (i) shall not offer, promise, give or authorise the giving of anything of value, directly or indirectly, to (A) any Government Official or (B) any other person with the knowledge that all or any portion of the money or thing of value will be offered or given to a Government Official, in the case of each of (A) or (B) for the purpose of influencing any action or decision of the Government Official in his or her official capacity with respect to TH or Turkcell, this Deed, each other Transaction Agreement and the transactions contemplated thereby, including a decision to fail to perform his or her official duties, or inducing the Government Official to use his or her influence with any government authority to affect or influence any official act in violation of Anti-Bribery Laws, and (ii) shall not use any funds in connection with this Deed, each other Transaction Agreement and the transactions contemplated thereby or the management and exercise of control over TH or Turkcell, or that are derived from any such transaction (including from the transfer of the Turkcell Shares), activity or source that did not or does not comply with all Anti-Bribery Laws. 12.3 Each Party warrants that it has not taken or authorised any action in connection with this Deed, each other Transaction Agreement and the transactions contemplated thereby prior to the date hereof that would have violated Clause 12.2 if such action had occurred following execution of this Deed. 12.4 Notwithstanding any other provision of this Deed, at the reasonable request of a Party, at any time prior to the Completion, any other Party shall promptly provide to the requesting person such know-your customer and other information reaso...

Ethics and Compliance. This trial will be conducted in accordance with the ethical principles that have their origin in the Declaration of Helsinki and the referenced directives, regulations, guidelines, and/or standards.

Ethics and Compliance. 22.1 Supplier will conduct itself and shall cause its employees and agents to conduct themselves in a manner consistent with Company’s policies, including the “Defense Industry Initiative Supplier Code of Conduct” as outlined in Company’s website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇.▇▇▇/about/suppliers. Accordingly, Supplier warrants that this Agreement will be performed in material compliance with all applicable laws and regulations, including, without limitation, laws and regulations related to safety, health, the environment, fair labor practices and unlawful discrimination. Company shall have the ability and the right to terminate this Agreement for Default immediately if Supplier or any of its employees or agents violates any provision of this paragraph.