Audiovox 2012 Annual Report Download - page 245

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Each of the Credit Parties and their Subsidiaries is in compliance with the Foreign Corrupt Practices Act, 15 U.S.C. §§ 78dd-1,
, and any foreign counterpart thereto. None of the Credit Parties or their Subsidiaries has made a payment, offering, or promise to
pay, or authorized the payment of, money or anything of value (a) in order to assist in obtaining or retaining business for or with, or
directing business to, any foreign official, foreign political party, party official or candidate for foreign political office, (b) to a foreign
official, foreign political party or party official or any candidate for foreign political office, and (c) with the intent to induce the recipient
to misuse his or her official position to direct business wrongfully to such Credit Party or its Subsidiary or to any other Person, in
violation of the Foreign Corrupt Practices Act, 15 U.S.C. §§ 78dd-1, 
 
None of the Credit Parties or their Subsidiaries is a party to any agreement or instrument or subject to any other obligation or any
charter or corporate restriction or any provision of any applicable law, rule or regulation which, individually or in the aggregate, could
reasonably be expected to have a Material Adverse Effect.
 
None of the Credit Parties or their Subsidiaries has any obligation to any Person in respect of any finder's, broker's, investment
banking or other similar fee in connection with any of the Transactions other than the closing and other fees payable pursuant to this
Agreement and as set forth in the Fee Letter.
 
Except as disclosed on Schedule 3.21 hereto, there are no collective bargaining agreements or Multiemployer Plans covering
the employees of the Credit Parties or any of their Subsidiaries as of the Closing Date. None of the Credit Parties or their Subsidiaries
(a) has suffered any strikes, walkouts, work stoppages or other material labor difficulty within the last five years or (b) has knowledge of
any potential or pending strike, walkout or work stoppage; no unfair labor practice complaint is pending against any Credit Party or any of
its Subsidiaries; and there are no strikes, walkouts, work stoppages or other material labor difficulty pending or threatened against any
Credit Party.
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