Common use of Anti-Terrorism; OFAC; Anti-Corruption Clause in Contracts

Anti-Terrorism; OFAC; Anti-Corruption. (i) None of the Servicer, its subsidiaries, their respective directors or officers or, to the knowledge of the Servicer, their respective agents or employees nor any of the Servicer's Affiliates nor, to the actual knowledge of the Servicer, any Obligor is (i) a Sanctioned Person; or (ii) in breach of Sanctions. (ii) None of the Servicer nor any of its Affiliates (x) is a Politically Exposed Person, immediate family member of a Politically Exposed Person or close associate of a Politically Exposed Person; or (y) a foreign shell bank. For purposes of the forgoing, "foreign shell bank" means a bank that does not maintain a physical presence in any country and is not subject to inspection by a banking authority. (iii) No part of the proceeds of any Advance will be used by the Servicer or any of its Affiliates, or permitted to be used by any other Person (in each case, directly or indirectly including by an Obligor), to lend, contribute or otherwise make available such proceeds to any Person, (x) to fund or facilitate any activities of or agreement, transaction or dealing with or for the benefit of any Sanctioned Person (or involving any property thereof) or involving any Sanctioned Territory, (y) to fund or facilitate any money laundering or terrorist financing activities, or (z) in any other manner that would cause or result in a violation of any Anti-Corruption Laws, Anti-Money Laundering Laws or Sanctions by any Person (including any party to this Agreement). (iv) No Collateral or any portion thereof is or will consist of funds, assets or other property or interests in property that is blocked or frozen pursuant to any Sanctions. (v) The Servicer acknowledges by executing this Agreement that Lenders (or the Administrative Agent on their behalf) have notified the Servicer that, pursuant to the requirements of the Patriot Act, each Lender is required to obtain, verify and record such information as may be necessary to identify the Servicer or any Person owning twenty-five percent (25%) or more of the direct or indirect Equity Interests of the Servicer (including the name and address of such Person) in accordance with the Patriot Act. (vi) The Servicer and its Subsidiaries have instituted and maintained and will continue to maintain policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws, the Anti-Money Laundering Laws, Sanctions and with the representations and warranties contained herein concerning the subject matter of this clause (p).

Appears in 2 contracts

Samples: Loan and Servicing Agreement (AG Twin Brook Capital Income Fund), Loan and Servicing Agreement (AGTB Private BDC)

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Anti-Terrorism; OFAC; Anti-Corruption. (i) None of the Servicer, its subsidiaries, their respective directors or officers or, to the knowledge of the Servicer, their respective agents or employees nor any of the Servicer's Affiliates nor, to the actual knowledge of the Servicer, any Obligor is (i) a Sanctioned Person; or (ii) in breach of Sanctions. (ii) None of the Servicer nor any of its Affiliates (x) is a Politically Exposed Person, immediate family member of a Politically Exposed Person or close associate of a Politically Exposed Person; or (y) a foreign shell bank. For purposes of the forgoing, "foreign shell bank" means a bank that does not maintain a physical presence in any country and is not subject to inspection by a banking authority. (iii) No part of the proceeds of any Advance will be used by the Servicer or any of its Affiliates, or permitted to be used by any other Person (in each case, directly or indirectly including by an Obligor), to lend, contribute or otherwise make available such proceeds to any Person, (x) to fund or facilitate any activities of or agreement, transaction or dealing with or for the benefit of any Sanctioned Person (or involving any property thereof) or involving any Sanctioned Territory, (y) to fund or facilitate any money laundering or terrorist financing activities, or (z) in any other manner that would cause or result in a violation of any Anti-Corruption Laws, Anti-Money Laundering Laws or Sanctions by any Person (including any party to this Agreement). (iv) No Collateral or any portion thereof is or will consist of funds, assets or other property or interests in property that is blocked or frozen pursuant to any Sanctions. (v) The Servicer acknowledges by executing this Agreement that Lenders (or the Administrative Agent on their behalf) have notified the Servicer that, pursuant to the requirements of the Patriot Act, each Lender is required to obtain, verify and record such information as may be necessary to identify the Servicer or any Person owning twenty-five twenty‑five percent (25%) or more of the direct or indirect Equity Interests of the Servicer (including the name and address of such Person) in accordance with the Patriot Act. (vi) The Servicer and its Subsidiaries have instituted and maintained and will continue to maintain policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws, the Anti-Money Laundering Laws, Sanctions and with the representations and warranties contained herein concerning the subject matter of this clause (p).

Appears in 1 contract

Samples: Loan and Servicing Agreement (AGTB Private BDC)

Anti-Terrorism; OFAC; Anti-Corruption. (i) None of the ServicerBorrower, its subsidiaries, their respective directors or officers or, to the knowledge of the ServicerBorrower, their respective agents or employees nor any of the ServicerBorrower's Affiliates nor, to the actual knowledge of the ServicerBorrower, any Obligor is (i) a Sanctioned Person; or (ii) in breach of Sanctions. (ii) None of the Servicer Borrower nor any of its Affiliates (x) is a Politically Exposed Person, immediate family member of a Politically Exposed Person or close associate of a Politically Exposed Person; or (y) is a foreign shell bank. For purposes of the forgoing, "foreign shell bank" means a bank that does not maintain a physical presence in any country and is not subject to inspection by a banking authority. (iii) No part of the proceeds of any Advance will be used by the Servicer Borrower or any of its Affiliates, or permitted to be used by any other Person (in each case, directly or indirectly including by an Obligor), to lend, contribute or otherwise make available such proceeds to any Person, (x) to fund or facilitate any activities of or agreement, transaction or dealing with or for the benefit of any Sanctioned Person (or involving any property thereof) or involving any Sanctioned Territory, (y) to fund or facilitate any money laundering or terrorist financing activities, or (z) in any other manner that would cause or result in a violation of any Anti-Corruption Laws, Anti-Money Laundering Laws or Sanctions by any Person (including any party to this Agreement). (iv) No Collateral or any portion thereof is or will consist of funds, assets or other property or interests in property that is blocked or frozen pursuant to any Sanctions. (v) The Servicer Borrower acknowledges by executing this Agreement that the Lenders (or the Administrative Agent on their behalf) have notified the Servicer Borrower that, pursuant to the requirements of the Patriot Act, each Lender is required to obtain, verify and record such information as may be necessary to identify the Servicer Borrower or any Person owning twenty-five twenty‑five percent (25%) or more of the direct or indirect Equity Interests of the Servicer Borrower (including the name and address of such Person) in accordance with the Patriot Act. (vi) The Servicer Borrower and its Subsidiaries and Affiliates have instituted and maintained and will continue to maintain policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws, the Anti-Money Laundering Laws, Sanctions and with the representations and warranties contained herein concerning the subject matter of this clause (p)herein.

Appears in 1 contract

Samples: Loan and Servicing Agreement (AGTB Private BDC)

Anti-Terrorism; OFAC; Anti-Corruption. (i) None of the Servicer, its subsidiaries, their respective directors or officers or, to the knowledge of the Servicer, their respective agents or employees Borrower nor any of its Affiliates is a Person that is, or is owned or controlled by one or more Persons that is, (x) the Servicer's Affiliates nor, to the actual knowledge subject of the Servicer, any Obligor is (i) a Sanctioned Person; Sanctions or (iiy) located, organized or resident in breach a country or territory that is, or whose government is, the subject of Sanctionscomprehensive territorial Sanctions (including, without limitation, Crimea, Cuba, Iran, North Korea, Syria, and the so-called Donetsk People's Republic and the Luhansk People's Republic). (ii) None of the Servicer nor any of its Affiliates The Borrower is not (x) is a Politically Exposed Person, immediate family member of a Politically Exposed Person or close associate of a Politically Exposed Person; or (y) a foreign shell bank. For purposes of the forgoing, "foreign shell bank" means a bank that does not maintain a physical presence in any country and is not subject to inspection by a banking authority. (iii) No part of the proceeds of any Advance will be used by the Servicer Borrower or any of its Affiliates, or or, to the knowledge of the Borrower, permitted to be used by any other Person (in each case, directly or indirectly including by an Obligor), to or lend, contribute or otherwise make available such proceeds to any Person, (x) to fund or facilitate any activities or business of or agreementwith any Person, transaction or dealing with or for that, at the benefit time of any Sanctioned Person (or involving any property thereof) or involving any Sanctioned Territorysuch funding, is the subject of Sanctions, (y) to fund or facilitate any money laundering or terrorist financing activities, or (z) in any other manner that would cause or result in a violation of any Anti-Corruption Laws, Anti-Money Laundering Laws or Sanctions by any Person (including any party to this Agreement). (iv) No Collateral or any portion thereof is or will consist of funds, assets or other property or interests in property that is blocked or frozen pursuant to any Sanctions. (v) The Servicer Borrower acknowledges by executing this Agreement that the Lenders (or the Administrative Agent on their behalf) have notified the Servicer Borrower that, pursuant to the requirements of the Patriot Act, each Lender is required to obtain, verify and record such information as may be necessary to identify the Servicer Borrower or any Person owning twenty-five percent (25%) or more of the direct or indirect Equity Interests of the Servicer Borrower (including the name and address of such Person) in accordance with the Patriot Act. (vi) The Servicer Borrower and its Subsidiaries and Affiliates have instituted and maintained or are subject to, and will continue to maintain or be subject to, policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws, the Anti-Money Laundering Laws, Sanctions and with the representations and warranties contained herein concerning the subject matter of this clause (p)herein.

Appears in 1 contract

Samples: Loan and Servicing Agreement (Antares Private Credit Fund)

Anti-Terrorism; OFAC; Anti-Corruption. (i) None of the ServicerManager, its subsidiaries, their respective directors or officers or, to the knowledge of the ServicerManager, their respective agents or employees nor any of the Servicer's Manager’s Affiliates nor, to the actual knowledge of the ServicerManager, any Obligor is (i) a Sanctioned Person; or (ii) in breach of Sanctions. (ii) None of the Servicer nor Manager nor, to the knowledge of the Manager, any of its Affiliates (x) is a Politically Exposed Person, immediate family member of a Politically Exposed Person or close associate of a Politically Exposed Person; or (y) a foreign shell bank. For purposes of the forgoing, "foreign shell bank" means a bank that does not maintain a physical presence in any country and is not subject to inspection by a banking authority. (iii) No part of the proceeds of any Advance will be used by the Servicer Manager or any of its Affiliates, or permitted to be used by any other Person (in each case, directly or indirectly including by an Obligor), to lend, contribute or otherwise make available such proceeds to any Person, (x) to fund or facilitate any activities of or agreement, transaction or dealing with or for the benefit of any Sanctioned Person (or involving any property thereof) or involving any Sanctioned Territory, (y) to fund or facilitate any money laundering or terrorist financing activities, or (z) in any other manner that would cause or result in a violation of any Anti-Corruption Laws, Anti-Money Laundering Laws or Sanctions by any Person (including any party to this Agreement). (iv) No Collateral or any portion thereof is or will consist of funds, assets or other property or interests in property that is blocked or frozen pursuant to any Sanctions. (v) The Servicer Manager acknowledges by executing this Agreement that Lenders (or the Administrative Agent on their behalf) have notified the Servicer Manager that, pursuant to the requirements of the Patriot Act, each Lender is required to obtain, verify and record such information as may be necessary to identify the Servicer Manager or any Person owning twenty-five percent (25%) or more of the direct or indirect Equity Interests of the Servicer Manager (including the name and address of such Person) in accordance with the Patriot Act. (vi) The Servicer Manager has used commercially reasonable efforts to institute and its Subsidiaries have instituted and maintained and will continue to maintain policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws, the Anti-Money Laundering Laws, Sanctions and with the representations and warranties contained herein concerning the subject matter of this clause (pn).

Appears in 1 contract

Samples: Loan and Security Agreement (Stepstone Private Credit Fund LLC)

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Anti-Terrorism; OFAC; Anti-Corruption. (i) None of the Servicer, its subsidiaries, their respective directors or officers or, to the knowledge of the Servicer, their respective agents or employees nor any of the Servicer's Affiliates nor, to the actual knowledge of the Servicer, any Obligor is (i) a Sanctioned Person; or (ii) in breach of Sanctions. (ii) None of the Servicer nor any of its Affiliates is, or is owned or controlled by one or more Persons that is, (x) the subject of any Sanctions, or (y) located, organized or resident in a country or territory that is, or whose government is, the subject of comprehensive territorial Sanctions (including, without limitation, Crimea, Cuba, Iran, North Korea, Syria, and the so-called Donetsk People's Republic and the Luhansk People's Republic). (ii) The Servicer is not (x) is a Politically Exposed Person, immediate family member of a Politically Exposed Person or close associate of a Politically Exposed Person; or (y) a foreign shell bank. For purposes of the forgoing, "foreign shell bank" means a bank that does not maintain a physical presence in any country and is not subject to inspection by a banking authority. (iii) No part of the proceeds of any Advance will be used by the Servicer or any of its Affiliates, or or, to the knowledge of the Servicer, permitted to be used by any other Person (in each case, directly or indirectly including by an Obligor), to nor will the Servicer or any of its Affiliates lend, contribute or otherwise make available such proceeds to any Person, (x) to fund or facilitate any activities or business of or agreementwith any Person or in any country or territory, transaction that, at the time of such funding, is, or dealing with or for whose government is, the benefit subject of any Sanctioned Person (or involving any property thereof) or involving any Sanctioned TerritorySanctions, (y) to fund or facilitate any money laundering or terrorist financing activities, or (z) in any other manner that would cause or result in a violation of any Anti-Corruption Laws, Anti-Money Laundering Laws or Sanctions by any Person (including any party to this Agreement). (iv) No Collateral or any portion thereof is or will consist of funds, assets or other property or interests in property that is blocked or frozen pursuant to any Sanctions. (v) The Servicer acknowledges by executing this Agreement that Lenders (or the Administrative Agent on their behalf) have notified the Servicer that, pursuant to the requirements of the Patriot Act, each Lender is required to obtain, verify and record such information as may be necessary to identify the Servicer or any Person owning twenty-five percent (25%) or more of the direct or indirect Equity Interests of the Servicer (including the name and address of such Person) in accordance with the Patriot Act. (vi) The Servicer and its Subsidiaries and Affiliates have instituted and maintained and will continue to maintain policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws, the Anti-Money Laundering Laws, Sanctions and with the representations and warranties contained herein concerning the subject matter of this clause (p)herein.

Appears in 1 contract

Samples: Loan and Servicing Agreement (Antares Private Credit Fund)

Anti-Terrorism; OFAC; Anti-Corruption. (i) None of the ServicerBorrower, its subsidiaries, their respective directors or officers or, to the knowledge of the ServicerBorrower, their respective its agents or employees nor any of the Servicer's Borrower’s Affiliates nor, to the actual knowledge of the ServicerBorrower, any Obligor is (i) a Sanctioned Person; or (ii) in breach of Sanctions. (ii) None of the Servicer nor Borrower nor, to the knowledge of the Borrower, any of its Affiliates (x) is a Politically Exposed Person, immediate family member of a Politically Exposed Person or close associate of a Politically Exposed Person; or (y) is a foreign shell bank. For purposes of the forgoing, "foreign shell bank" means a bank that does not maintain a physical presence in any country and is not subject to inspection by a banking authority. (iii) No part of the proceeds of any Advance will be used by the Servicer Borrower or any of its Affiliates, or permitted to be used by any other Person (in each case, directly or indirectly including by an Obligor), to lend, contribute or otherwise make available such proceeds to any Person, (x) to fund or facilitate any activities of or agreement, transaction or dealing with or for the benefit of any Sanctioned Person (or involving any property thereof) or involving any Sanctioned Territory, (y) to fund or facilitate any money laundering or terrorist financing activities, or (z) in any other manner that would cause or result in a violation of any Anti-Corruption Laws, Anti-Money Laundering Laws or Sanctions by any Person (including any party to this Agreement). (iv) No Collateral or any portion thereof is or will consist of funds, assets or other property or interests in property that is blocked or frozen pursuant to any Sanctions. (v) The Servicer Borrower acknowledges by executing this Agreement that the Lenders (or the Administrative Agent on their behalf) have notified the Servicer Borrower that, pursuant to the requirements of the Patriot Act, each Lender is required to obtain, verify and record such information as may be necessary to identify the Servicer Borrower or any Person owning twenty-five percent (25%) or more of the direct or indirect Equity Interests of the Servicer Borrower (including the name and address of such Person) in accordance with the Patriot Act. (vi) The Servicer Borrower (or the Manager on its behalf) has used commercially reasonable efforts to institute and its Subsidiaries have instituted and maintained and will continue to maintain policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws, the Anti-Money Laundering Laws, Sanctions and with the representations and warranties contained herein concerning the subject matter of this clause (p)herein.

Appears in 1 contract

Samples: Loan and Security Agreement (Stepstone Private Credit Fund LLC)

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