A Guide to Anti-Corruption Representations in Third-Party Contracts: Clauses for High-Risk Situations and Enforcement Strategies (Part Two of Two)

Doing business with third parties – whose actions may subject companies to FCPA liability – remains one of the most challenging aspects of anti-corruption compliance.  An effective way to mitigate the corruption risk posed by third parties is to include FCPA reps and warranties in third-party contracts.  This, the second article in our series examining the optimal ways to incorporate those clauses, suggests specific reps and warranties for special situations and discusses techniques for enforcing the rights associated with the reps and warranties.  The first article described nine basic reps and warranties to include in third-party contracts.  See also “Mitigating FCPA Risks Associated with Incentive Awards to Third Parties” (Jun. 11, 2014).

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