Foreign Corrupt Practices Act Compliance. None of the Triangle Entities, or to the knowledge of the Company, any director, officer, partner, manager, agent, employee, representative or affiliate of any Triangle Entity, has taken or will take any action in furtherance of an offer, payment, promise to pay, or authorization or approval of the payment or giving of money, property, gifts or anything else of value, directly or indirectly, to any “government official” (including any officer or employee of a government or government-owned or controlled entity or of a public international organization, or any person acting in an official capacity for or on behalf of any of the foregoing, or any political party or party official or candidate for political office) to influence official action or secure an improper advantage; and each Triangle Entity has conducted its business in compliance with applicable anti-corruption laws and has instituted and maintain and will continue to maintain policies and procedures designed to promote and achieve compliance with such laws and with the representation and warranty contained herein.
Foreign Corrupt Practices Act Compliance. Contractor agrees that it will not corruptly offer, promise or give any pecuniary benefit or other thing of value, whether directly or through intermediaries, in connection with this Agreement and the transactions contemplated hereby, to a Foreign Public Official, for receipt by that Official, or for a third party on behalf of that Official, in order to influence any act or decision of that Official, that the Official act or refrain from acting in violation of the performance of his or her official duties, or in order to obtain or retain business or other improper advantage for Contractor in connection with Contractor’s work related to this Agreement. Contractor warrants and represents that, before the execution of this Agreement, neither it nor its Affiliates took any action with respect to any work related to this Agreement that would have violated this Section 3.14.2 had this Agreement been signed at that time. As used herein: (i) “Foreign Public Official” and “Official” mean any officer or employee of a foreign government, or any department, agency, or instrumentality thereof; any officer or employee of a public international organization; any foreign political party or official thereof, or any candidate for foreign political office; and (ii) “country” includes all levels and subdivisions of a government from national to local.
Foreign Corrupt Practices Act Compliance. Neither Party, its subcontractors nor any of its officers, directors, employees or agents, shall make any payment or give anything of value, directly or indirectly, to any government official (including any director, employee or agent of any government department, agency or instrumentality, political party or candidate or government or state-owned enterprise) or official of any international organization, to influence his, her or its decision, or to gain any other advantage for such Party in connection with this Agreement. In addition, each Party represents and warrants that it does not act as a provider, agent or representative for, and is otherwise not affiliated with, any government, government official, political party, or government or state-owned enterprise and shall advise the other Party promptly in writing prior to entering into any such relationship. Both Parties shall provide, or shall cause to be provided, anti-corruption training to all of its officers, employees, agents and subcontractors involved with performance of this Agreement and notify them of the requirements of this Section 17.6. Each Party shall immediately notify the other Party if it has any reason to believe that a violation of this Section 17.6 has occurred or may likely occur. The Parties shall cooperate fully in any investigation of any such potential violation. If a violation has occurred, the violating Party shall immediately pay to the other Party an amount equal to the amount of the payment or the value of the gift that gives rise to such violation. The violating Party shall also indemnify, defend and hold harmless the other Party for all costs, losses and expenses arising out of such violation. Either Party may, either directly or through its authorized representatives, audit any and all of the other Party’s records relating to the performance of this Agreement and interview any of the other Party’s officers, employees and agents for the purpose of determining whether there has been compliance with this Section 17.6. Either Party may also disclose this Agreement, and any facts relating to this Agreement, to any governmental body including the United States government and the government of the country where services are to be provided under this Agreement in connection with any investigations or inquiries into compliance with this Section 17.6.
Foreign Corrupt Practices Act Compliance. Neither the Company nor any of its subsidiaries nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of its subsidiaries is aware of or has taken any action, directly or indirectly, that would result in a violation by such persons of the Foreign Corrupt Practices Act of 1977, as amended, and the rules and regulations thereunder (the “FCPA”), including, without limitation, making use of the mails or any means or instrumentality of interstate commerce corruptly in furtherance of an offer, payment, promise to pay or authorization of the payment of any money, or other property, gift, promise to give, or authorization of the giving of anything of value to any “foreign official” (as such term is defined in the FCPA) or any foreign political party or official thereof or any candidate for foreign political office, in contravention of the FCPA; and the Company, its subsidiaries and, to the knowledge of the Company, its affiliates have conducted their businesses in compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.
Foreign Corrupt Practices Act Compliance. DISTRIBUTOR represents that neither it, its VARs nor any of their respective directors, officers, shareholders, partners, employees, agents or persons having primary or supervisory responsibilities within DISTRIBUTOR's or VARs' business has ever been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining or attempting to obtain, or performing a public (Federal, state or local) contract or subcontract; violation of Federal or state antitrust statutes relating to the submission of offers; commission of embezzlement, theft, forgery, bribery, falsification or destruction of records; making false statements or receiving stolen property. DISTRIBUTOR shall promptly notify GUPTA LEGAL Department in the event DISTRIBUTOR learns of any such conviction or judgment or potential conviction or judgment. Upon GUPTA's request from time to time, DISTRIBUTOR shall certify to the continuing accuracy of the foregoing representations.
Foreign Corrupt Practices Act Compliance. The Company has not, directly or indirectly, in connection with its business, made or agreed to make any payment to any Person connected with or related to any Governmental Body, except payments or contributions required or allowed by applicable Law.
Foreign Corrupt Practices Act Compliance. Seller will maintain its ethical conduct and avoid any activity that might result in a violation of the U.S. Foreign Corrupt Practices Act, the UK Bribery Act, or any other such applicable law. In the event Buyer believes, in good faith, that Seller has violated the U.S. Foreign Corrupt Practices Act, the UK Bribery Act, or other such applicable law, this Contract shall be terminated immediately. Seller affirms that it has not and agrees that it will not, in connection with the transactions contemplated by this Contract or in the connection with any other business transactions involving Buyer make or promise to make any payment or transfer anything of value, directly or indirectly, (i) to any governmental official or employee (including employees of government corporations), (ii) to any political party, official of a political party or candidate (or to an intermediary for payment to any of the foregoing), (iii) to any officer, director, employee, or representative of any actual or potential customer/supplier of Buyer, (iv) to any officer, director, employee or representative of Buyer or any of its affiliates, or (v) to any other person or entity, if such payment or transfer would violate the laws of the country in which made or the laws of the United States or the United Kingdom. Seller further affirms that it will not fail to prevent a bribe being paid to obtain or retain business or a business advantage, as set out in the UK Bribery Act, and that it has processes in place to prevent such failure from occurring. In short, it is the intent of the Parties that no payments or transfers of value shall be made which have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business.
Foreign Corrupt Practices Act Compliance. LICENSEE represents and warrants that it is aware of and familiar with the provisions of the U. S. Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”) and its purposes, and will take no action and make no payment in violation of, or which might cause, LICENSEE or QUMU to be in violation of, the FCPA. LICENSEE further represents and warrants that no person employed by it in connection with the performance of its obligations under this Agreement is an official of the government of any foreign country, or of any agency thereof and that no part of any moneys or consideration paid hereunder shall accrue for the benefit of any such official. Notwithstanding anything to the contrary, if LICENSEE takes any action that could constitute a violation of the FCPA, QUMU may immediately terminate this Agreement and/or any Schedule issued hereunder. LICENSEE also certifies that LICENSEE has in the last year, and that LICENSEE will continue to, strictly comply with the FCPA. QUMU and LICENSEE have caused this Master License Sales and Support Agreement to be executed by their respective duly authorized representatives as of the Effective Date below. LICENSEE: [LIST NAME OF LICENSEE] QUMU: [LIST NAME OF QUMU ENTITY]. Signed: Signed: Name: Name: Title: Title: Date: Date: Qumu Order Form This Order Form adopts and incorporates by reference the terms and conditions of the Qumu Sales Terms & Conditions and End User License Agreement which may be found at xxx.xxxx.xxx/xxxxx or, if applicable, the fully executed sales agreement between QUMU and LICENSEE (“Agreement”). The effective date of this Order Form is the date executed by the last party to do so. Currency: USD Quote #: Rep Initials-20120101-001Presented To: Customer Name Date: 1-Jan-13Title: Title Expires: 31-Jan-13Company Nam e: Company Nam eStreet Address: Address Prepared By: Sales RepCity, State, Zip City, State, Zip Email: xxxxx@xxxx.xxxXxxxxxxxx: America Phone:Phone: (###) ### ####Fax: (###) ### ####Email: xxxxx@xxxxx.xxx Sales Person Maint. Level Sales Rep Customer is responsible for all applicable taxes and shipping charges, including VAT. Bronze USD USD Part # Product Description Unit Price Qty List Price Discount% Extended Price CAPTURE PRODUCTS - - - - - - - - - MANAGEMENT PRODUCTS - - - - - - - - - TECHNOLOGY INTEGRATION MODULES (XXXX) FOR VCC - - - - - - - - - DISTRIBUTION PRODUCTS - - - - - - - - - Options (Customer Support Services do NOT apply) - - - - - - - - - Professional Services - Installatio...
Foreign Corrupt Practices Act Compliance. 24 4.26 Indebtedness......................................................24
Foreign Corrupt Practices Act Compliance. Aerkomm advises Yuanjiu that the United States Foreign Corrupt Practices Act (“FCPA”) prohibits any offer, payment, promise to pay, or authorization of the payment of money or anything of value (including money, gifts, preferential treatment and any other sort of advantage), either directly or indirectly, by a United States person, including Aerkomm, or any of its contractors, such as Yuanjiu, subsidiaries, affiliates or agents, to any person, while knowing that all or a portion of such money or thing of value will be offered, given or promised, directly or indirectly, to a foreign official to influence the foreign official in his or her official capacity, induce the foreign official to do or omit to do an act in violation of his or her lawful duty, or to secure any improper advantage in order to assist in obtaining or retaining business for or with, or directing business to, any person. Yuanjiu understands and agrees that Yuanjiu may not and will not, directly or indirectly, offer, promise, grant or authorize the giving of money or anything else of value to any person, while knowing that all or a portion of such money or thing of value will be offered, given or promised, directly or indirectly, to a foreign official to influence the foreign official in his or her official capacity, induce the foreign official to do or omit to do an act in violation of his or her lawful duty, or to secure any improper advantage in order to assist in obtaining or retaining business for or with, or directing business to, any person. Yuanjiu understands that these legal restrictions apply fully to Yuanjiu with regard to Yuanjiu’s activities in the course of or in relation to Yuanjiu’s retention by Aerkomm. Yuanjiu represents and warrants that Yuanjiu fully understands and will act in accordance with all applicable laws regarding anti-corruption, including the FCPA, the U.K. Bribery Act, and any other applicable national, state and international laws related to anti-corruption. Yuanjiu agrees that it will not take any action which would cause Aerkomm to be in violation of the FCPA or any other applicable anti-corruption law, regulation or Aerkomm policy or procedure. Yuanjiu further represents and warrants that Yuanjiu will know and understand, and act in accordance with, all Aerkomm policies and procedures related to anti-corruption and business conduct. Yuanjiu agrees to attend all mandatory compliance training. Yuanjiu undertakes to duly notify Aerkomm if Yuanjiu becomes aw...
