Illegal Practices Clause Samples

The Illegal Practices clause prohibits any actions or conduct that would violate applicable laws or regulations within the scope of the agreement. In practice, this means that parties are not permitted to engage in activities such as fraud, bribery, or other unlawful behavior while performing their contractual obligations. This clause serves to protect both parties by ensuring that the contract cannot be used to justify or facilitate illegal acts, thereby reducing legal risk and promoting compliance with the law.
Illegal Practices. Neither the Company, any Subsidiary nor, to the Knowledge of the Company, any stockholder, officer, director, employee or agent acting on behalf of the Company or any Subsidiary has given or agreed to give any gift or similar benefit of more than nominal value to any customer, supplier, government employee or official or any other Person who is or may be in a position to help or hinder the Company or any Subsidiary in connection with any actual or proposed transaction, which gift or similar benefit: (i) is not reflected in the Financial Statements, (ii) constituted a violation of Law, a violation of a code of conduct or ethics adopted by the Company or any Subsidiary or a violation of a code of conduct or ethics with which the Company or any Subsidiary has agreed to comply, or (iii) if not given in the past might have materially and adversely affected the Company or any Subsidiary or which, if not continued in the future, might materially and adversely affect the Company or any Subsidiary.
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Illegal Practices. None of the Company, the Subsidiaries, any shareholder, officer, director, employee, or to the Knowledge of the Company, any agent, acting on behalf of the Company or any Subsidiary has ever given or agreed to give any gift or similar benefit of more than nominal value to any customer, supplier, government employee or official or any other person who is or may be in a position to help or hinder the Company, any Subsidiary or the Business in connection with any actual or proposed transaction, which gift or similar benefit: (i) is not reflected in the Financial Statements, or (ii) constituted a violation of law.
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Illegal Practices. Neither Company or Warfighter Foods nor any shareholder, officer, director, employee, or agent acting on behalf of either Company or Warfighter Foods has ever given or agreed to give any gift or similar benefit of more than nominal value to any customer, supplier, government employee or official, or any other person who is or may be in a position to help or hinder either Company, either Business or Warfighter Foods in connection with any actual or proposed transaction, which gift or similar benefit: (i) is not reflected in the Financial Statements or (ii) constitutes a violation of law.
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Illegal Practices. You will not engage in any deceptive, unfair or illegal practices, and you will comply with applicable law. You will comply with Herbalife Nutrition’s Rules of Conduct published in the countries in which you conduct any aspect of the Herbalife Nutrition business.
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Illegal Practices. Neither CGC nor, to the Knowledge of Seller or CGC, any shareholder, officer, director, employee, agent or other Person acting on behalf of CGC has given or agreed to give any gift or similar benefit of more than nominal value to any customer, supplier, government employee or official or any other person who is or may be in a position to help or hinder CGC in connection with any actual or proposed transaction, which gift or similar benefit: (i) is not reflected in the Financial Statements, (ii) constituted a violation of Law, a code of conduct or ethics adopted by CGC or a code of conduct or ethics with which CGC has agreed to comply, (iii) if not given in the past, might have had a material adverse effect on the Business or CGC or which, if not continued in the future, might have a material and adverse effect the Business.
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Illegal Practices. Neither the Corporation, Bi-Eau Pure, SDLT, Sagard and B.P. Water nor any shareholder, officer, director, employee, agent or other Person acting on behalf of the Corporation has given or agreed to give any gift or similar benefit of more than nominal value to any customer, supplier, government employee or official or any other Person who is or may be in a position to help or hinder the Corporation in connection with any actual or proposed transaction, which gift or similar benefit: (i) is not reflected in the Base Financial Statements, (ii) constituted a violation of law, a violation of a code of conduct or ethics adopted by the Corporation or a violation of a code of conduct or ethics with which the Corporation has agreed to comply, (iii) if not given in the past, might have materially and adversely affected the Business or the Corporation or which, if not continued in the future, might materially and adversely affect the Business, or the Corporation, or (iv) is likely to have a Material Adverse Effect on the Corporation or the Business.
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Illegal Practices. The Parties represent and warrant that they shall at all times refrain from engaging in any illegal, unfair, deceptive or unethical business practices whatsoever, with respect to the Products and Parts and the performance of the terms of this Agreement.
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Related to Illegal Practices

  • Personnel Practices Section 1. The parties agree to establish a Labor-Management Committee to consult on personnel practices. The Committee will consist of five (5) representatives selected by the County and five (5) representatives by the SEIU Local 721. The Chief Executive Officer will designate a representative from CEO/Employee Relations and Department of Human Resources who have authority to resolve issues. The Committee will meet quarterly and consult on County-wide personnel practices including, but not limited to, performance evaluations, appraisals of promotability, grievance, arbitration, appeal processes, and resolution and payment of awards. Section 2. Dignity and Professionalism in the Workplace 1. The Union and Management are committed to working together to ensure a healthy and professional work environment free from emotional and psychological abuse and intimidation and to promote dignity for all workforce members. 2. The Union and Management agree to work together to develop a training program open to managers and SEIU Local 721 represented employees through the Workforce Development Program, the Million Dollar Training Fund and/or other sources of funding designated to promote dignity, prevent and reduce intimidation and other forms of emotional and psychological abuse in the workplace and create awareness of its negative impact. 3. Labor and Management are committed to working together to address complaints of intimidation and other forms of emotional and psychological abuse in the workplace in a timely manner. 4. The County Department of Human Resources is committed to working with the Union to develop policy to promote dignity and respect at the workplace and to prevent intimidation and other forms of emotional and psychological abuse in the workplace. Section 3. Communication through County E-mail Recognizing that e-mail is a standard medium of business communication, the County will meet with representatives of the Union to consider the feasibility of communication with bargaining unit members through their County e-mail addresses. This workgroup will complete its work within 60 days of the Board of Supervisors’ approval of the MOU. The workgroup will present recommendations to the Board of Supervisors for any policy changes. Section 4. Education Based Discipline Education-Based Discipline (EBD) is offered when an employee must serve a suspension from duty as a result of some type of policy violation, but rather than serving the suspension days at home with a loss of pay, some or all of those days can be substituted for a relevant training class or classes. Participation in the program is voluntary for the employee. The Personnel Practices Committee defined in Section 1 will meet to discuss expansion of EBD to all departments in the County.

  • Commercial Practices Borrower assumes all risks of the acts or omissions of any LC Beneficiary or transferees of any Letter of Credit with respect to the use of such Letter of Credit. Borrower agrees that neither any LC Issuing Bank, Administrative Agent nor any Lender (nor any of their respective directors, officers, or employees) shall be liable or responsible for: (a) the use which may be made of any Letter of Credit or for any acts or omissions of any LC Beneficiary or transferee in connection therewith; (b) any reference which may be made to this Agreement or to any Letter of Credit in any agreements, instruments or other documents; (c) the validity, sufficiency or genuineness of documents other than the Letters of Credit, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged or any statement therein proved to be untrue or inaccurate in any respect whatsoever; (d) payment by any LC Issuing Bank against presentation of documents which do not strictly comply with the terms of the applicable Letter of Credit, including failure of any documents to bear any reference or adequate reference to such Letter of Credit; or (e) any other circumstances whatsoever in making or failing to make payment under any Letter of Credit, except only that an LC Issuing Bank shall be liable to Borrower for acts or events described in clauses (a) through (e) above, to the extent, but only to the extent, of any direct damages, as opposed to indirect, special or consequential damages, suffered by Borrower which Borrower proves were caused by (i) any LC Issuing Bank’s willful misconduct or gross negligence in determining whether a drawing made under the applicable Letter of Credit complies with the terms and conditions therefor stated in such Letter of Credit or (ii) any LC Issuing Bank’s willful failure to pay under any Letter of Credit after a drawing by the respective LC Beneficiary strictly complying with the terms and conditions of the applicable Letter of Credit. Without limiting the foregoing, any LC Issuing Bank may accept any document that appears on its face to be in order, without responsibility for further investigation. Borrower hereby waives any right to object to any payment made under a Letter of Credit with regard to a drawing that is in the form provided in such Letter of Credit but which varies with respect to punctuation (except punctuation with respect to any Dollar amount specified therein), capitalization, spelling or similar matters of form.

  • Payroll Practices All payments, benefits or other compensation under this paragraph 4 shall be paid in accordance with normal payroll practices as in effect on the Termination Date, except as provided in subparagraph (h) hereof, and subject to required payroll withholdings over the course of the period provided for within the applicable subsection above.

  • GOVERNMENT DATA PRACTICES Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract.

  • No Improper Practices (i) Neither the Company nor, to the Company’s knowledge, the Subsidiaries, nor to the Company’s knowledge, any of their respective executive officers has, in the past five years, made any unlawful contributions to any candidate for any political office (or failed fully to disclose any contribution in violation of law) or made any contribution or other payment to any official of, or candidate for, any federal, state, municipal, or foreign office or other person charged with similar public or quasi-public duty in violation of any law or of the character required to be disclosed in the Prospectus; (ii) no relationship, direct or indirect, exists between or among the Company or, to the Company’s knowledge, the Subsidiaries or any affiliate of any of them, on the one hand, and the directors, officers and stockholders of the Company or, to the Company’s knowledge, the Subsidiaries, on the other hand, that is required by the Securities Act to be described in the Registration Statement and the Prospectus that is not so described; (iii) no relationship, direct or indirect, exists between or among the Company or the Subsidiaries or any affiliate of them, on the one hand, and the directors, officers, stockholders or directors of the Company or, to the Company’s knowledge, the Subsidiaries, on the other hand, that is required by the rules of FINRA to be described in the Registration Statement and the Prospectus that is not so described; (iv) there are no material outstanding loans or advances or material guarantees of indebtedness by the Company or, to the Company’s knowledge, the Subsidiaries to or for the benefit of any of their respective officers or directors or any of the members of the families of any of them; and (v) the Company has not offered, or caused any placement agent to offer, Common Stock to any person with the intent to influence unlawfully (A) a customer or supplier of the Company or the Subsidiaries to alter the customer’s or supplier’s level or type of business with the Company or the Subsidiaries or (B) a trade journalist or publication to write or publish favorable information about the Company or the Subsidiaries or any of their respective products or services, and, (vi) neither the Company nor the Subsidiaries nor, to the Company’s knowledge, any employee or agent of the Company or the Subsidiaries has made any payment of funds of the Company or the Subsidiaries or received or retained any funds in violation of any law, rule or regulation (including, without limitation, the Foreign Corrupt Practices Act of 1977), which payment, receipt or retention of funds is of a character required to be disclosed in the Registration Statement or the Prospectus.