Anti-Boycott Laws Sample Clauses
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Anti-Boycott Laws. The U.S. Department of Commerce and the U.S. Internal Revenue Service enforce Anti-boycott Laws and regulations that prohibit cooperation with foreign embargoes that are not endorsed by the U.S. government. The U.S. Anti-boycott Laws are aimed particularly at preventing cooperation with the Arab League boycott of Israel. These laws prohibit agreements to cooperate with such boycotts and actions to support such boycotts. These laws also require reporting to the U.S. government of operations in countries enforcing such embargoes and reporting of certain requests to cooperate with such embargoes. The Customer agrees that it will strictly comply with the requirements of Anti-boycott Laws and regulations. This INTELLECTUAL PROPERTY TRANSFER AND LICENSE AGREEMENT (this “Agreement”), dated as of [●], 2015 (the “Effective Date”), is made by and between Santa Fe Natural Tobacco Company, Inc., a New Mexico corporation (“SFNTC” or “Seller”), JT International Holding BV, a Dutch private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) (“Buyer”). Seller and Buyer are separately referred to in this Agreement as a “Party” and, together, as the “Parties.”
Anti-Boycott Laws. ATI-2587197v29 47
(a) Neither Barco, Inc. nor BFS, in connection with the Business, have within the past two years participated in or cooperated with, agreed to participate in or cooperate with, furnished discriminatory information about U.S. Persons related to, or furnished information about business relationships with, any Person subject to an Unsanctioned Boycott.
(b) Barco, Inc. and BFS have during the past two years, in connection with the Business, timely made required quarterly reports with respect to requests to participate in or cooperate with an Unsanctioned Boycott to the Office of Antiboycott Compliance (“OAC”), U.S. Department of Commerce using BIS-621P and annual reports of operations in countries that require participation in or cooperation with an Unsanctioned Boycott to the Internal Revenue Service (“IRS”), U.S. Department of the Treasury using Form 5713.
Anti-Boycott Laws. Clause 17.8 and Clause 17.9 are subject to, and valid only to the extent that they do not result in a violation of, the Council Regulation (EC) No. 2271/96 of 22 November 1996, section 7 of the German Foreign Trade Ordinance (Außenwirtschaftsverordnung - AWV) or any other applicable anti-boycott or similar laws or regulations.
Anti-Boycott Laws. Holdco and its Subsidiaries:
(a) will comply with the Export Administration Act and the Code and with any other applicable Anti-boycott Laws,
(b) will refrain from taking any action that would result in a violation by the Purchasers of the Export Administration Act and the Code or any other applicable law regarding boycotts issued by a foreign government and not endorsed by the United States, and
(c) without limiting the generality of the foregoing, will not refuse or agree to refuse to do business with Israel or any other nation or company subject to a boycott not endorsed by the United States, agree to discriminate or discriminate against any person on the basis of race, religion, sex, national origin, or nationality, nor implement letters of credit containing terms or conditions prohibited by the Anti-boycott Laws, in each case, except as could not reasonably be expected to have a Material Adverse Effect.
Anti-Boycott Laws. The U.S. Department of Commerce and the U.S. Internal Revenue Service enforce Anti-boycott Laws and regulations that prohibit cooperation with foreign embargoes that are not endorsed by the U.S. government. The U.S. Anti-boycott Laws are aimed particularly at preventing cooperation with the Arab League boycott of Israel. These laws prohibit agreements to cooperate with such boycotts and actions to support such boycotts. These laws also require reporting to the U.S. government of operations in countries enforcing such embargoes and reporting of certain requests to cooperate with such embargoes. The Buyer agrees that it will strictly comply with the requirements of Anti-boycott Laws and regulations. This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [●], 2015 (the “Effective Date”), is made by and among Santa Fe Natural Tobacco Company, Inc., a New Mexico corporation (“SFNTC”); ▇. ▇. ▇▇▇▇▇▇▇▇ Global Products, Inc., a Delaware corporation (“Seller GP”); ▇. ▇. ▇▇▇▇▇▇▇▇ Tobacco B.V., a Dutch private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) (“Seller BV,” and collectively with SFNTC and Seller GP, the “Sellers” and, each individually, a “Seller”); and JT International Holding BV, a Dutch private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) (“Buyer”). Sellers and Buyer are separately referred to in this Agreement as a “Party” and, together, as the “Parties.”
Anti-Boycott Laws. Each of the Underwriters agrees and confirms that it does not seek and is not entitled to the benefit of the representation and covenants given in Section 1(ff) to the extent that those provisions would result in a violation of (i) Council Regulation (EC) 2271/1996 and/or any associated and applicable national law, instrument or regulation related thereto, (ii) Section 7 of the German Foreign Trade Ordinance (Außenwirtschaftsverordnung –AWV) or (iii) any other applicable and similar anti-boycott law, instrument or regulation applicable in the United Kingdom.