Common use of Ethical Practices Clause in Contracts

Ethical Practices. Neither the Company, nor, to the Knowledge of the Company, any third party, on the Company’s behalf, has offered or given, anything of value to: (a) any official of a Governmental Entity, any political party or official thereof or any candidate for political office; (b) any customer or member of any Governmental Entity; or (c) any other Person, in any such case, while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer or member of any Governmental Entity or any candidate for political office for the purpose of the following: (i) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; (ii) inducing such Person to use such Person’s influence with any Governmental Entity to affect or influence any act or decision of such Governmental Entity to assist the Company in obtaining or retaining business for, with, or directing business to, any Person; or (iii) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company in obtaining or retaining business for, with, or directing business to, any Person.

Ethical Practices. Neither the Company, nor, to the Knowledge of the Company, Company nor any third party, on the Company’s behalf, authorized representative thereof has offered or given, and the Seller Parties have no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any official of a Governmental Entitygovernment entity, any political party or official thereof thereof, or any candidate for political office; (b) any customer or member of any Governmental Entitythe government; or (c) any other Person, in any such case, case while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer or customer, member of any Governmental Entity the government or any candidate for political office for the purpose of the following: (i) influencing any action or decision of such Person, in such Person’s his or its official capacity, including a decision to fail to perform such Person’s his or its official function; (ii) inducing such Person to use such Person’s his or its influence with any Governmental Entity government or instrumentality thereof to affect or influence any act or decision of such Governmental Entity government or instrumentality to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person; or (iii) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person.

Ethical Practices. (a) Neither the Company, nor, to the Knowledge Seller nor any representative acting on behalf of the Company, any third party, on the Company’s behalf, Seller has offered or given, and the Seller has no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any official of a Governmental Entity, any political party or official thereof or any candidate for political office; , (b) any customer or member of any Governmental Entity; Entity or (c) any other Person, in any such case, case while knowing or having reason to know that all or a portion of such money or thing of value may will be offered, given or promised, directly or indirectly, promised to any customer or member of any Governmental Entity or any candidate for political office for the purpose of the following: (i) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; , (ii) inducing such Person to use such Person’s influence with any Governmental Entity to affect or influence any act or decision of such Governmental Entity to assist the Company Seller in obtaining or retaining business for, with, or directing business to, any Person; Person or (iii) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company Seller in obtaining or retaining business for, with, or directing business to, any Person.

Ethical Practices. Neither the Company, Company nor, to the Knowledge of the Company, any third party, on the Company’s behalf, representative thereof has offered or given, and to the Knowledge of the Company no Person has offered or given on its behalf, anything of value to: (ai) any official of a Governmental Entityan Authority, any political party or official thereof or any candidate for political office; (bii) any customer or member of any Governmental EntityAuthority; or (ciii) any other Person, in any such case, case while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer or member of any Governmental Entity Authority or any candidate for political office for the purpose of the following: (ix) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; (iiy) inducing such Person to use such Person’s influence with any Governmental Entity Authority to affect or influence any act or decision of such Governmental Entity Authority to assist the Company in obtaining or retaining business for, with, or directing business to, any Person; or (iiiz) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company in obtaining or retaining business for, with, or directing business to, any Person.

Ethical Practices. Neither the Company, nor, to the Knowledge of the Company, Company nor any third party, on the Company’s behalf, representative thereof has offered or given, and the Company has no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any official of a Governmental Entity, any political party or official thereof or any candidate for political office; (b) any customer or member of any Governmental Entity; or (c) any other Person, in any such case, case while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer or member of any Governmental Entity or any candidate for political office for the purpose of the following: (i) influencing any action or decision of such Person, in such Person’s official capacity, including a decision to fail to perform such Person’s official function; function or (ii) inducing such Person to use such Person’s influence with any Governmental Entity to affect or influence any act or decision of such Governmental Entity to assist the Company in obtaining or retaining business for, with, or directing business to, any Person; or (iiid) any Person, where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company in obtaining or retaining business for, with, or directing business to, any Person.

Ethical Practices. Neither the Company, nor, to the Knowledge of the Company, Company nor any third party, on the Company’s behalf, representative thereof has offered or given, and the Seller Parties have no Knowledge of any Person that has offered or given on its behalf, anything of value to: (a) any official of a Governmental Entitygovernment entity, any political party or official thereof thereof, or any candidate for political office; (b) any customer or member of any Governmental Entitythe government; or (c) any other Person, in any such case, case while knowing or having reason to know that all or a portion of such money or thing of value may be offered, given or promised, directly or indirectly, to any customer or customer, member of any Governmental Entity the government or any candidate for political office for the purpose of the following: (i) influencing any action or decision of such Person, in such Person’s his or its official capacity, including a decision to fail to perform such Person’s his or its official function; (ii) inducing such Person to use such Person’s his or its influence with any Governmental Entity government or instrumentality thereof to affect or influence any act or decision of such Governmental Entity government or instrumentality to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person; or (iii) where such payment would constitute a bribe, kickback or illegal or improper payment to assist the Company in obtaining or retaining business for, or with, or directing business to, any Person.