Common use of Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions Clause in Contracts

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers and employees with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and their respective officers and directors and, to the knowledge of the Borrower, its employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby), are in compliance with Anti-Corruption Laws and applicable Sanctions in all material respects. None of (a) the Borrower, any Subsidiary or, to the knowledge of the Borrower or such Subsidiary, any of their respective directors, officers or employees, or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary that will act in any capacity in connection with the credit facility established hereby, is a Sanctioned Person. No Borrowing or Letter of Credit, use of proceeds or other transactions will violate any Anti-Corruption Law or applicable Sanctions, including in any manner that would result in the violation of any Sanctions applicable to any party hereto.

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower has implemented and maintains maintain in effect policies and procedures designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers officers, employees and employees agents with applicable Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable SanctionsSanctions laws, and the Borrower, its Subsidiaries and their respective officers and directors anddirectors, and to the knowledge of the Borrower, Borrower its employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)agents, are in compliance with applicable Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable Sanctions laws in all material respectsrespects and are not knowingly engaged in any activity that would reasonably be expected to result in the Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the knowledge of the Borrower or such Subsidiary, any of their respective directors, officers directors or employeesofficers, or (b) to the knowledge of the Borrower, any employee or agent of the Borrower or any Subsidiary that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No Borrowing Loan or Letter of Credit, use of proceeds or other transactions transaction contemplated by this Agreement will violate any Anti-Corruption Law, applicable Anti-Money Laundering Law or applicable Sanctions, including in any manner that would result in the violation of any Sanctions applicable to any party heretolaw.

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower has Borrowers have implemented and maintains maintain in effect policies and procedures designed to ensure compliance by the BorrowerBorrowers, its their respective Subsidiaries and their respective directors, officers officers, employees and employees agents with Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable Sanctions, and the BorrowerBorrowers, its their respective Subsidiaries and their respective officers officers, directors and directors andemployees, and to the knowledge of the Borrower, its employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)Borrower their respective agents, are in compliance with Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable Sanctions in all material respectsrespects and are not knowingly engaged in any activity that would reasonably be expected to result in any Borrower being designated as a Sanctioned Person. None of (a) the BorrowerBorrowers, any Subsidiary or, to the knowledge of the Borrower their respective Subsidiaries or such Subsidiary, any of their respective directors, officers or employees, or (b) to the knowledge of the any Borrower, any agent of the any Borrower or any Subsidiary of their respective Subsidiaries that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No Borrowing or Letter of CreditLoan, use of proceeds or other transactions transaction contemplated by this Agreement will violate any applicable Anti-Corruption Law Law, Anti-Money Laundering Laws or applicable Sanctions, including in any manner that would result in the violation of any Sanctions applicable to any party hereto.

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower has Borrowers have implemented and maintains maintain in effect policies and procedures designed to ensure compliance by the BorrowerBorrowers, its their respective Subsidiaries and their respective directors, officers officers, 44 employees and employees agents with Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable Sanctions, and the BorrowerBorrowers, its their respective Subsidiaries and their respective officers and directors andemployees, and to the knowledge of the Borrower, its employees any Borrower their respective directors and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)agents, are in compliance with Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable Sanctions in all material respectsrespects and are not knowingly engaged in any activity that would reasonably be expected to result in any Borrower being designated as a Sanctioned Person. None of (a) the BorrowerBorrowers, any Subsidiary or, to the knowledge of the Borrower their respective Subsidiaries or such Subsidiary, any of their respective directors, officers or employees, or (b) to the knowledge of the any Borrower, any officer, employee or agent of the any Borrower or any Subsidiary of their respective Subsidiaries that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No Borrowing or Letter of CreditLoan, use of proceeds or other transactions transaction contemplated by this Agreement will violate any applicable Anti-Corruption Law Law, Anti-Money Laundering Laws or applicable Sanctions, including in any manner that would result in the violation of any Sanctions applicable to any party hereto.

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower Each Loan Party has implemented and maintains in effect policies and procedures designed to ensure compliance by the Borrowersuch Loan Party, its Subsidiaries and their respective directors, officers officers, employees and employees agents with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable Sanctions, and the Borrowersuch Loan Party, its Subsidiaries and their respective officers and directors and, to the knowledge of the Borrowersuch Loan Party, its employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)agents, are in compliance with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable Sanctions in all material respectsrespects and are not knowingly engaged in any activity that would reasonably be expected to result in any Loan Party being designated as a Sanctioned Person. None of (a) the Borrowerany Loan Party, any Subsidiary or, to the knowledge of the Borrower or such Subsidiary, any of their respective directors, officers or , to the knowledge of any such Loan Party or Subsidiary, employees, or (b) to the knowledge of the Borrowerany such Loan Party or Subsidiary, any agent of the Borrower such Loan Party or any Subsidiary that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No Borrowing or Letter of Credit, use of proceeds proceeds, Transaction or other transactions transaction contemplated by this Agreement or the other Loan Documents will violate any Anti-Corruption Law Laws, Anti-Money Laundering Laws or applicable Sanctions, including in any manner that would result in the violation of any Sanctions applicable to any party hereto.

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower has Borrowers have implemented and maintains maintain in effect policies and procedures designed to ensure compliance by the BorrowerBorrowers, its their Subsidiaries and their respective directors, officers officers, employees and employees agents with applicable Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable SanctionsSanctions laws, and the BorrowerBorrowers, its their Subsidiaries and their respective officers officers, and directors and, to the knowledge of the Borrowereach Borrower its directors, its employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)agents, are in compliance with applicable Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable Sanctions laws in all material respectsrespects and are not knowingly engaged in any activity that would reasonably be expected to result in any Borrower being designated as a Sanctioned Person. None of (a) the BorrowerBorrowers, any Subsidiary or, to the knowledge of the Borrower or such Subsidiary, any of their respective directors, officers directors or employeesofficers, or (b) to the knowledge of the BorrowerBorrowers, any employee or agent of the Borrower Borrowers or any Subsidiary that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No Borrowing Loan or Letter of Credit, use of proceeds or other transactions transaction contemplated by this Agreement will violate any Anti-Corruption Law, applicable Anti-Money Laundering Law or applicable Sanctions, including Sanctions Law.” (r) delete Section 3.15 thereof in any manner that would result in its entirety. (s) add the violation of any Sanctions applicable to any party hereto.following as Section 6.08:

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. (i) The Borrower Parent has implemented and maintains maintain in effect policies and procedures designed to ensure compliance by the BorrowerParent, its Subsidiaries and their respective directors, officers officers, employees and employees agents with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable Sanctions, and the BorrowerParent, its Subsidiaries and their respective officers and directors and, and to the knowledge of the Borrower, Borrower its employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)agents, are in compliance with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable Sanctions in all material respects. None of (a) the Parent, the Borrower, any Subsidiary or, or to the knowledge of the Parent, the Borrower or such Subsidiary, Subsidiary any of their respective directors, officers or employees, or (b) to the knowledge of the Parent, the Borrower, any agent of the Parent, the Borrower or any Subsidiary that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. . (ii) No Borrowing Advance or Letter of Credit, use of proceeds or other transactions contemplated hereby or the Related Documents will violate any Anti-Corruption Law Law, Anti-Money Laundering Laws or applicable Sanctions, including in . (iii) No Transaction Party will fund any manner repayment of the Advance with proceeds derived from any transaction that would result be prohibited by Sanctions or would otherwise cause the Lender or any other party to this Agreement, or any entity affiliated with any such party, to be in the violation breach of any Sanctions applicable to any party heretoSanction.

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures reasonably designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers officers, employees and employees agents with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable SanctionsSanctions in all material respects, and the Borrower, its Subsidiaries and their respective officers and directors and, to the knowledge of the Borrower, its their respective directors, officers, employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)agents, are in compliance with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable Sanctions in all material respects. None of (a) the Borrower, any Subsidiary or any of their respective directors, officers or, to the knowledge of the Borrower or such Subsidiary, any of their respective directors, officers or employees, or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No Borrowing or Letter of Credit, use of proceeds or other transactions transaction contemplated by this Agreement will violate any Anti-Corruption Law, Anti-Money Laundering Law or applicable Sanctions, including in any manner that would result in the violation of any Sanctions applicable to any party heretoSanction.

Anti-Corruption Laws; Anti-Money Laundering Laws and Sanctions. The Borrower has implemented and maintains maintain in effect policies and procedures 017670-0129-Active.26122382.14 designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers officers, employees and employees agents with applicable Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable SanctionsSanctions laws, and the Borrower, its Subsidiaries and their respective officers and directors anddirectors, and to the knowledge of the Borrower, Borrower its employees and its agents that act or will act in any capacity in connection with the credit facility established hereby (including, without limitation, with respect to the proceeds thereof and the Transactions contemplated hereby)agents, are in compliance with applicable Anti-Corruption Laws, applicable Anti-Money Laundering Laws and applicable Sanctions laws in all material respectsrespects and are not knowingly engaged in any activity that would reasonably be expected to result in the Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the knowledge of the Borrower or such Subsidiary, any of their respective directors, officers directors or employeesofficers, or (b) to the knowledge of the Borrower, any employee or agent of the Borrower or any Subsidiary that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No Borrowing Loan or Letter of Credit, use of proceeds or other transactions transaction contemplated by this Agreement will violate any Anti-Corruption Law, applicable Anti-Money Laundering Law or applicable Sanctions, including in any manner that would result in the violation of any Sanctions applicable to any party heretolaw.