ATTACHMENT 2
CERTIFICATION LANGUAGE
[NAME/ADDRESS OF DISTRIBUTOR, SALES REPRESENTATIVE, VENDORS,
SUPPLIERS, JOINT VENTURE PARTNERS, AGENT, OR CONSULTANT]
Re: Written Assurances
Dear Mr/Ms: __________________:
It is the policy of Belden Inc. (collectively with its subsidiary companies, “Belden”) to ensure that contracts Belden may enter into with distributors, sales representatives, sales agents, sales consultants, or other sales-related third parties, such as any agreement(s) ______________1 (the “Contracting Party”) has entered into or contemplates entering into with Belden (collectively the “Agreement”), should include or be accompanied by a certification by the Contracting Party that it is in compliance with all applicable laws.
Accordingly, by signing below, the Contracting Party provides the following certifications and agreements:
EXPORT/ANTIBOYCOTT/FCPA ASSURANCE
1. Compliance with Applicable Laws. Belden Inc. is a Delaware corporation subject to the laws of the United States. Contracting Party will strictly comply with all applicable laws, together with all applicable local laws, and without limiting the foregoing agrees as follows:
A. Export Controls and Anti-Boycott. Contracting Party will strictly comply with all applicable export laws of all applicable jurisdictions, and will not engage in conduct that would cause Belden to violate U.S. export laws, including without limitation the Export Administration Regulations administered by the U.S. Department of Commerce and the regulations administered by the U.S. Department of the Treasury. Contracting Party understands that these U.S. regulations restrict the sale or export of items to certain countries (including Cuba, Iran, Sudan, North Korea, Syria, and for certain end-users, Iraq), directly or indirectly. In addition, these regulations prohibit any person, whether U.S. or non-U.S., from exporting or selling, directly or indirectly: (i) to anyone on the U.S. Department of Commerce’s Denied Persons List, Denied Entity List, the Unverified List, or parties identified in General Order No. 3 to Part 736 to the existing list of Commerce Department restricted parties; (ii) under certain circumstances, to anyone on the U.S. Department of Treasury's “Specially Designated Nationals and Blocked Persons List,” which includes terrorist-supporting groups; or (iii) to or for any proliferation-related end use (nuclear weapons, missile technology or chemical/biological weapons applications). (The lists described in (i), (ii) and (iii) are updated periodically and can be accessed through the Internet at the websites of the Departments of Commerce and Treasury)
In any transaction involving Belden’s products, Contracting Party will not participate in any boycott except those sanctioned by the U.S. government. Without limiting the foregoing, Contracting Party will not participate in the Arab League’s boycott of Israel.
B. Anti-Bribery. Contracting Party will (1) strictly comply with all applicable anti-bribery laws of all applicable jurisdictions, (2) not pay or offer to pay money or anything of value to any Government Official, directly or indirectly, in order to obtain or retain business, and (3) not engage in conduct that would cause Belden to violate the U.S. Foreign Corrupt Practices Act of 1977 as amended (the “FCPA”). The term “Governmental Official” includes an employee, officer or representative, regardless of rank or position, of any government, government agency, or state-owned or state-controlled business enterprise. Contracting Party represents and warrants that none of its principals or staff are officers, employees or representatives of governments, government agencies or state-owned or controlled enterprises.
Contracting party will maintain books and records that accurately and fairly reflect business transactions and have internal accounting controls that provide reasonable assurances that transactions are executed per management’s authorization and properly recorded. Accordingly, Contracting Party will provide true, accurate, and complete information in all product orders, reimbursement requests, and other communications relating to Belden and its products.
2. Violations. Any violation by Contracting Party of, or misstatements regarding, any provision of this letter shall give Belden the right to immediately terminate the Agreement.
Very truly yours,
BELDEN INC.
____________________________
Agreed and Acknowledged:
CONTRACTING PARTY
______________________________