Common use of Anti-Terrorism; Anti-Money Laundering Clause in Contracts

Anti-Terrorism; Anti-Money Laundering. (a) Neither such Loan Party nor, to the knowledge of a Responsible Officer of the Borrower, any Affiliate, officer, employee or director, acting on behalf of such Loan Party is (i) the target of any sanctions administered or imposed by the any of the U.S. Government including, without limitation, the Office of Foreign Assets Control (“OFAC”), the United Nations Security Council, the European Union, His Majesty’s Treasury in the UK or any other governmental authority with jurisdiction over any Loan Party or, to the knowledge of a Responsible Officer of the Borrower, Germany, (collectively, “Sanctions”), (ii) located, organized or resident in a country or territory that is, or whose government is, the target of comprehensive Sanctions (as of the date hereof, Afghanistan, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, Kherson, Luhansk, and Zaporizhzhia regions of Ukraine) (“Sanctioned Countries”), (iii) a target or subject of Sanctions due to ownership or control by any of the persons in (i) through (iii) herein, (iv) otherwise a target or subject of Sanctions (together with Persons defined in clauses (i) through (iii) herein, collectively, a “Sanction Target”); or (v) a “Foreign Shell Bank” within the meaning of the USA Patriot Act, i.e., a foreign bank that does not have a physical presence in any country and that is not affiliated with a bank that has a physical presence and an acceptable level of regulation and supervision. Such Loan Party is and, to the knowledge of a Responsible Officer of the Borrower, each Affiliate, officer, employee or director, acting on behalf of such Loan Party is (and is taking no action which would result in any such Person not being) in compliance with all applicable Sanctions.

Anti-Terrorism; Anti-Money Laundering. (a) Neither such Loan Party nor, the Borrower nor any Affiliate (to the knowledge of a Responsible Officer best of the Borrower, any Affiliate’s knowledge), officer, employee (to the USActive 31637433.35 -92- best of the Borrower’s knowledge) or director, acting on behalf of such Loan Party is the Borrower (i) the target of is (A) a country, territory, organization, person or entity named on any sanctions list administered or imposed by the any of the U.S. Government including, without limitation, the Office of Foreign Assets Asset Control (“OFAC”)) list, or any other list maintained for the purposes of sanctions enforcement by any of the United Nations Security CouncilNations, the European Union, His Majesty’s Treasury in the UK or any other governmental authority with jurisdiction over any Loan Party or, to the knowledge of a Responsible Officer of the BorrowerUK, Germany, Canada, Australia, and any other country or multilateral organization (collectively, “Sanctions”), (ii) located, organized or resident in a country or territory that is, or whose government is, the target of comprehensive Sanctions (as of the date hereof, including but not limited to Afghanistan, Cuba, Iran, Syria, North Korea, Syriathe occupied territories in the “Donetsk People’s Republic” region of Ukraine, the occupied territories in the “Luhansk People’s Republic” region of Ukraine, the occupied territories in the “Kherson” region of Ukraine, the occupied territories in the “Zaporizhzhia” region of Ukraine and the Crimea, Donetsk, Kherson, Luhansk, and Zaporizhzhia regions Crimean region of Ukraine) Ukraine (the “Sanctioned Countries”), ; (iiiB) a target Person that resides, is organized or subject of Sanctions due to ownership or control by located in any of the persons Sanctioned Countries or which is designated as a “Non-Cooperative Jurisdiction” by the Financial Action Task Force on Money Laundering, or whose subscription funds are transferred from or through such a jurisdiction or any Sanctioned Countries; or (C) owned 50% or more or otherwise controlled, directly or indirectly by, or acting on behalf of, one or more Person defined in either of the preceding clauses (iA) through or (iiiB) herein, (iv) otherwise a target or subject of Sanctions (together along with Persons defined in clauses (iA) through and (iii) hereinB), collectively, a “Sanction Target”); or (vii) is a “Foreign Shell Bank” within the meaning of the USA Patriot Act, i.e., a foreign bank that does not have a physical presence in any country and that is not affiliated with a bank that has a physical presence and an acceptable level of regulation and supervision; or (iii) is a person or entity that resides in or is organized under the laws of a jurisdiction designated by the United States Secretary of the Treasury under Sections 311 or 312 of the USA Patriot Act as warranting special measures due to money laundering concerns. Such Loan Party The Borrower is and, and each Affiliate (to the knowledge of a Responsible Officer best of the Borrower, each Affiliate’s knowledge), officer, employee (to the best of the Borrower’s knowledge) or director, acting on behalf of such Loan Party the Borrower is (and is taking no action which would result in any such Person not being) in compliance with (a) all applicable SanctionsOFAC rules and regulations, (b) all United States of America, United Kingdom, United Nations, European Union, German, Canadian, Australian and all other sanctions, embargos and trade restrictions that the Borrower or any of its Affiliates is subject and (c) the Anti-Money Laundering Laws. In addition, the described purpose (“trade related business activities”) does not include any kind of activities or business of or with any Person or in any country or territory that is subject to or the target of any sanctions administered by the U.S. Government, OFAC, the United Kingdom, the European Union, Germany, Canada, Australia or the United Nations Security Council (including the Sanctioned Countries) and does not involve commodities or services of a Sanctioned Country origin or shipped to, through or from a Sanctioned Country, or on vessels or aircrafts owned or registered by a Sanctioned Country, or financed or subsidized any of the foregoing.

Anti-Terrorism; Anti-Money Laundering. (a) Neither such Loan Party nor, the Borrower nor any Affiliate (to the knowledge of a Responsible Officer best of the Borrower, any Affiliate’s knowledge), officer, employee (to the best of the Borrower’s knowledge) or director, acting on behalf of such Loan Party the Borrower is (i) the target of a country, territory, organization, person or entity named on any sanctions list administered or imposed by the any of the U.S. Government including, without limitation, the Office of Foreign Assets Asset Control (“OFAC”)) list, or any other list maintained for the purposes of sanctions enforcement by any of the United Nations Security CouncilNations, the European Union, His Her Majesty’s Treasury in the UK or any other governmental authority with jurisdiction over any Loan Party or, to the knowledge of a Responsible Officer of the BorrowerUK, Germany, Canada, Australia, and any other country or multilateral organization (collectively, “Sanctions”), (ii) located, organized or resident in a country or territory that is, or whose government is, the target of comprehensive Sanctions (as of the date hereof, Afghanistan, including but not limited to Cuba, Sudan, Iran, Syria, North Korea, Syria, and the Crimea, Donetsk, Kherson, Luhansk, and Zaporizhzhia regions of Ukraine) Crimea region in Ukraine (the “Sanctioned Countries”), ; or (iiiii) a target Person that resides, is organized or subject of Sanctions due to ownership or control by located in any of the persons in (i) through (iii) herein, (iv) otherwise a target Sanctioned Countries or subject of Sanctions (together with Persons defined in clauses (i) through (iii) herein, collectively, which is designated as a “Sanction Target”); Non-Cooperative Jurisdiction” by the Financial Action Task Force on Money Laundering, or whose subscription funds are transferred from or through such a jurisdiction or any Sanctioned Countries or is owned 50% or more or otherwise controlled, directly or indirectly by, or acting on behalf of, one or more Person who is the subject or target of Sanctions. The Borrower is and each Affiliate (v) a “Foreign Shell Bank” within the meaning of the USA Patriot Act, i.e., a foreign bank that does not have a physical presence in any country and that is not affiliated with a bank that has a physical presence and an acceptable level of regulation and supervision. Such Loan Party is and, to the knowledge of a Responsible Officer best of the Borrower, each Affiliate’s knowledge), officer, employee (to the best of the Borrower’s knowledge) or director, acting on behalf of such Loan Party the Borrower is (and is taking no action which would result in any such Person not being) in compliance with (a) all applicable SanctionsOFAC rules and regulations, (b) all United States of America, United Kingdom, United Nations, European Union, German, Canadian, Australian and all other sanctions, embargos and trade restrictions that the Borrower or any of its Affiliates is subject and (c) the Anti-Money Laundering Laws. In addition, the described purpose (“trade related business activities”) does not include any kind of activities or business of or with any Person or in any country or territory that is subject to or the target of any sanctions administered by the U.S. Government, OFAC, the United Kingdom, the European Union, Germany, Canada, Australia or the United Nations Security Council (including the Sanctioned Countries) and does not involve commodities or services of a Sanctioned Country origin or shipped to, through or from a Sanctioned Country, or on vessels or aircrafts owned or registered by a Sanctioned Country, or financed or subsidized any of the foregoing.

Anti-Terrorism; Anti-Money Laundering. (a) Neither such Loan Party nor, the Borrower nor any Affiliate (to the knowledge of a Responsible Officer best of the Borrower, any Affiliate’s knowledge), officer, employee (to the best of the Borrower’s knowledge) or director, acting on behalf of such Loan Party the Borrower is (i) the target of is (A) a country, territory, organization, person or entity named on any sanctions list administered or imposed by the any of the U.S. Government including, without limitation, the Office of Foreign Assets Asset Control (“OFAC”)) list, or any other list maintained for the purposes of sanctions enforcement by any of the United Nations Security CouncilNations, the European Union, His HerHis Majesty’s Treasury in the UK or any other governmental authority with jurisdiction over any Loan Party or, to the knowledge of a Responsible Officer of the BorrowerUK, Germany, Canada, Australia, and any other country or multilateral organization (collectively, “Sanctions”), (ii) located, organized or resident in a country or territory that is, or whose government is, the target of comprehensive Sanctions (as of the date hereof, including but not limited to Afghanistan, Cuba, Sudan, Iran, Syria, North Korea, Syria, and the Crimea, Donetsk, Kherson, Luhansk, and Zaporizhzhia regions Crimeathe occupied territories in the “Donetsk People’s Republic” region of Ukraine) , the occupied territories in the “Luhansk People’s Republic” region of Ukraine, the occupied territories in the “Kherson” region of Ukraine, the occupied territories in the “Zaporizhzhia” region of Ukraine and the Crimean region inof Ukraine (the “Sanctioned Countries”), ; or (iiiiiB) a target Person that resides, is organized or subject of Sanctions due to ownership or control by located in any of the persons Sanctioned Countries or which is designated as a “Non-Cooperative Jurisdiction” by the Financial Action Task Force on Money Laundering, or whose subscription funds are transferred from or through such a jurisdiction or any Sanctioned Countries; or is(C) owned 50% or more or otherwise controlled, directly or indirectly by, or acting on behalf of, one or more Person who is the subject or target of Sanctionsdefined in either of the preceding clauses (iA) through or (iiiB) herein, (iv) otherwise a target or subject of Sanctions (together along with Persons defined in clauses (iA) through and (iii) hereinB), collectively, a “Sanction Target”); or (vii) is a “Foreign Shell Bank” within the meaning of the USA Patriot Act, i.e., a foreign bank that does not have a physical presence in any country and that is not affiliated with a bank that has a physical presence and an acceptable level of regulation and supervision; or (iii) is a person or entity that resides in or is organized under the laws of a jurisdiction designated by the United States Secretary of the Treasury under Sections 311 or 312 of the USA Patriot Act as warranting special measures due to money laundering concerns. Such Loan Party The Borrower is and, and each Affiliate (to the knowledge of a Responsible Officer best of the Borrower, each Affiliate’s knowledge), officer, employee (to the best of the Borrower’s knowledge) or director, acting on behalf of such Loan Party the Borrower is (and is taking no action which would result in any such Person not being) in compliance with (a) all applicable SanctionsOFAC rules and regulations, (b) all United States of America, United Kingdom, United Nations, European Union, German, Canadian, Australian and all other sanctions, embargos and trade restrictions that the Borrower or any of its Affiliates is subject and (c) the Anti-Money Laundering Laws. In addition, the described purpose (“trade related business activities”) does not include any kind of activities or business of or with any Person or in any country or territory that is subject to or the target of any sanctions administered by the U.S. Government, OFAC, the United Kingdom, the European Union, Germany, Canada, Australia or the United Nations Security Council (including the Sanctioned Countries) and does not involve commodities or services of a Sanctioned Country origin or shipped to, through or from a Sanctioned Country, or on vessels or aircrafts owned or registered by a Sanctioned Country, or financed or subsidized any of the foregoing.

Anti-Terrorism; Anti-Money Laundering. (a) Neither such Loan Party nor, to the knowledge of a Responsible Officer of the Borrower, any Affiliate, officer, employee or director, acting on behalf of such Loan Party is (i) the a country, territory, organization, person or entity named onthe target of any sanctions list administered or imposed by the any of the U.S. Government including, without limitation, the Office of Foreign Assets AssetAssets Control (“OFAC”)) list, or any other list maintained for the purposes of sanctions enforcement by any of, the United Nations Security Council, the European Union, His Majesty’s Treasury in the UK UK, Germany, Canada, Australia, and any other country or multilateral organization or any other governmental authority with jurisdiction over any Loan Party or, to the knowledge of a Responsible Officer of the Borrower, Germany, (collectively, “Sanctions”), (iiincluding without limitation, Afghanistan, the Crimean region of Ukraine, occupied territories in the “Donetsk People’s Republic” region of Ukraine, occupied territories in the “Luhansk People’s Republic” region of Ukraine, occupied territories in the “Kherson” region of Ukraine, occupied territories in the “Zaporizhzhia” region of Ukraine(ii) located, organized or resident in a country or territory that is, or whose government is, the target of comprehensive Sanctions (as of the date hereof, Afghanistan, Cuba, Iran, North Korea, Syriaand Syria (the , and the Crimea, Donetsk, Kherson, Luhansk, and Zaporizhzhia regions of Ukraine) (“Sanctioned Countries”); (B) a Person that resides, is organized or located in any of the Sanctioned Countries or which is designated as a “Non-Cooperative Jurisdiction” by the Financial Action Task Force on Money Laundering, or whose subscription funds are transferred from or through such a jurisdiction or any Sanctioned Countries; or (C) owned 50% or more or otherwise controlled, directly or indirectly by, or acting on behalf of, one or more Person defined in either of the preceding clauses (A) or (B) (along, (iii) a target or subject of Sanctions due to ownership or control by any of the persons in (i) through (iii) herein, (iv) otherwise a target or subject of Sanctions (together with Persons defined in clauses (iA) and (B)i) through (iii) herein, collectively, a “Sanction Target”); or (viiv) is a “Foreign Shell Bank” within the meaning of the USA Patriot Act, i.e., a foreign bank that does not have a physical presence in any country and that is not affiliated with a bank that has a physical presence and an acceptable level of regulation and supervision; or (iii) is a person or entity that resides in or is organized under the laws of a jurisdiction designated by the United States Secretary of the Treasury under Sections 311 or 312 of the USA Patriot Act as warranting special measures due to money laundering concerns. Such Loan Party is and, to the knowledge of a Responsible Officer of the Borrower, each Affiliate, officer, employee or director, acting on behalf of such Loan Party is (and is taking no action which would result in any such Person not being) in compliance with (a) all OFAC rules and regulations, (b) all United States of America, United Kingdom, United Nations, European Union, German, Canadian, Australian and all other sanctions, embargos and trade restrictions that such Loan Party or any of its Affiliates is subject and (c) the Anti-Money Laundering Laws. In addition, the described purpose (“trade related business activities”) does not include any kind of activities or business of or with any Person or in any country or territory that is subject to or the target of any sanctions administered by the U.S. Government, OFAC, the United Kingdom, the European Union, Germany, Canada, Australia or the United Nations Security Council (including the Sanctioned Countries) and does not involve commodities or services of a Sanctioned Country origin or shipped to, through or from a Sanctioned Country, or on vessels or aircrafts owned or registered by a Sanctioned Country, or financed or subsidized any of the foregoing.all applicable Sanctions.

Anti-Terrorism; Anti-Money Laundering. (a) Neither such Loan Party the Borrower nor, to the knowledge of a Responsible Officer of the Borrower, any Affiliate, officer, employee or director, acting on behalf of such Loan Party is the Borrower (i) the target of is (A) a country, territory, organization, person or entity named on any sanctions list administered or imposed by the any of the U.S. Government including, without limitation, the Office of Foreign Assets Asset Control (“OFAC”)) list, or any other list maintained for the purposes of sanctions enforcement by any of the United Nations Security CouncilNations, the European Union, His Majesty’s Treasury in the UK or any other governmental authority with jurisdiction over any Loan Party or, to the knowledge of a Responsible Officer of the BorrowerUK, Germany, Canada, Australia, and any other country or multilateral organization, as applicable (collectively, “Sanctions”), (ii) located, organized or resident in a country or territory that is, or whose government is, the target of comprehensive Sanctions (as of the date hereof, including but not limited to Afghanistan, Cuba, Iran, Syria, North Korea, Syriathe “Donetsk People’s Republic”, the “Luhansk People’s Republic”, the “Zaporizhzhia” region in Ukraine, the “Kherson” region in Ukraine and the Crimea, Donetsk, Kherson, Luhansk, and Zaporizhzhia regions of Ukraine) Crimean region in Ukraine (the “Sanctioned Countries”), ; (iiiB) a target Person that resides, is organized or subject of Sanctions due to ownership or control by located in any of the persons Sanctioned Countries or which is designated as a “Non-Cooperative Jurisdiction” by the Financial Action Task Force on Money Laundering, or whose subscription funds are transferred from or through such a jurisdiction or any Sanctioned Countries; or (C) owned 50% or more or otherwise controlled, directly or indirectly by, or acting on behalf of, one or more Persons defined in either of the preceding clauses (iA) through or (iiiB) herein, (iv) otherwise a target or subject of Sanctions (together with such Persons defined in clauses (iA), (B) through and (iiiC) herein, collectively, a “Sanction Target”); or (vii) is a “Foreign Shell Bank” within the meaning of the USA Patriot Act, i.e., a foreign bank that does not have a physical presence in any country and that is not affiliated with a bank that has a physical presence and an acceptable level of regulation and supervision. Such Loan Party ; or (iii) is and, to a person or entity that resides in or is organized under the knowledge laws of a Responsible Officer jurisdiction designated by the United States Secretary of the Borrower, Treasury under Sections 311 or 312 of the USA Patriot Act as warranting special measures due to money laundering concerns. The Borrower is and each Affiliate, officer, employee or director, acting on behalf of such Loan Party the Borrower is (and is taking no action which would result in any such Person not being) in compliance with (a) all applicable SanctionsOFAC rules and regulations, (b) all United States of America, United Kingdom, United Nations, European Union, German, Canadian, Australian and all other sanctions, embargos and trade restrictions that the Borrower or any of its Affiliates is subject and (c) the Anti-Money Laundering Laws. In addition, the described purpose (“trade related business activities”) does not include any kind of activities or business of or with any Person or in any country or territory that is subject to or the target of any sanctions administered by the U.S. Government, OFAC, the United Kingdom, the European Union, Germany, Canada, Australia or the United Nations Security Council (including the Sanctioned Countries) and does not involve commodities or services of a Sanctioned Country origin or shipped to, through or from a Sanctioned Country, or on vessels or aircrafts owned or registered by a Sanctioned Country, or financed or subsidized any of the foregoing.