Common use of Anti-Terrorism Clause in Contracts

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, any regulations of the U.S. Treasury Department's Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- most current list published by OFAC at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or (2) a person or entity who is identified as, or affiliated with, a person or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's compliance with this Section 24.17.

Appears in 2 contracts

Sources: Industrial Building Lease (Spectranetics Corp), Industrial Building Lease (Clearfield, Inc.)

Anti-Terrorism. Tenant represents The Borrower and warrants to and covenants its Restricted Subsidiaries are in compliance in all material respects with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, in violation of any United States laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, including Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 (the “Executive Order”), and the PATRIOT Act. (a) Neither the Borrower nor any of its Restricted Subsidiaries acting or benefiting in any capacity in connection with the Loans is any of the following: (i) a Person or entity that is listed in the annex to, or is otherwise subject to the provisions of, the Executive Order; (ii) a Person or entity that is majority-owned or controlled by, or acting for or on behalf of, any regulations of Person or entity that is listed in the U.S. annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a Person or entity with which a Lender is prohibited from dealing or otherwise engaging in any transaction by any Anti-Terrorism Law; (iv) a Person or entity that commits, threatens or conspires to commit or supports “terrorism” as defined in the Executive Order; (v) a Person or entity that is included on the Specially Designated Nationals and Blocked Persons List maintained by the Treasury Department's ’s Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked or any list of Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- most current list published issued by OFAC pursuant to the Executive Order at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, website or at any replacement website or other replacement official publication of such listlist (collectively, the “OFAC Lists”); (vi) is, nor are any of their respective directors, officers, agents, employees or Affiliates, subject to any U.S. sanction administered by OFAC. (2b) a person or entity who is identified asNeither the Borrower nor, or affiliated withto its knowledge, a person or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated any of its Restricted Subsidiaries acting in any capacity in connection with the USA Patriot Act); and Loans (i) conducts any business or engages in making or receiving any contribution of funds, goods or services to or for the benefit of any Person described in subsection (a)(ii) above, (ii) deals in, or otherwise engages in any transaction relating to, any property or interests in property blocked pursuant to the Executive Order or (iii) Tenant engages in or conspires to engage in any transaction that evades or avoids, or has takenthe purpose of evading or avoiding, and shall continue or attempts to take during violate, any of the Term, reasonably appropriate steps to understand its legal obligations under the prohibitions set forth in any United States Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's compliance with this Section 24.17Law.

Appears in 2 contracts

Sources: Superpriority Secured Debtor in Possession Term Loan Agreement (Pacific Drilling S.A.), Credit Agreement (Pacific Drilling S.A.)

Anti-Terrorism. Tenant Each party represents and warrants to to, and covenants with Landlord with, the other party that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, it is not nor shall any of them be, be at any time during the Term, term of the Lease in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, including without limitation, limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, any regulations of Threaten to Commit, or Support Terrorism (the U.S. Treasury Department's Office of Foreign Assets Control (OFACExecutive Order”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"). Each party covenants with the other party that it is not nor shall be during the term of the Lease, a “Prohibited Person,” which is defined as follows: (i) a person or entity that is listed in the Annex to, or is otherwise subject to, the provisions of the Executive Order; (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or entity with whom the other party is prohibited from dealing with or otherwise engaging in any transaction by any Anti-Terrorism Law, including without limitation the Executive Order and the USA Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or support “terrorism” as defined in Section 3(d) of the Executive Order; (v) a person or entity that is named as a “Specially Designated Nationalspecially designated national and blocked person” on the then- then-most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcementeotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or ; and (2vi) a person or entity who is identified as, or affiliated with, with a person or entity designated as a terroristlisted in items (i) through (v), or associated with terrorism or money laundering, pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time-to-time during the Termterm of the Lease, Tenant each party shall deliver to Landlordthe other party, within ten (10) days after receipt of a written request therefor, a written certification and or such other evidence as Landlord may reasonably request acceptable to the other party evidencing and confirming Tenant's such party’s compliance with this Section 24.17Section.

Appears in 2 contracts

Sources: Lease Agreement, Lease Agreement (SP Plus Corp)

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, . at any time during the Term, in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, any regulations of the U.S. Treasury Department's ’s Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- most current list published by OFAC at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or (2) a person or entity who is identified as, or affiliated with, a person or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's ’s compliance with this Section 24.17.. – 21 –

Appears in 2 contracts

Sources: Industrial Building Lease (ArcherDX, Inc.), Industrial Building Lease (ArcherDX, Inc.)

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) affiliates currently is, nor shall any of them be, at any time during the Term, in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, Executive Order No. 13224 13,224 on Terrorist Financing, effective September 24, 2001, any and regulations of the U.S. Treasury Department's Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect(SDN's OFAC Regulations), and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties and any of its members, partners, shareholders, affiliates, officers, and directors is nor shall any of them be, during the Term, a Prohibited PersonPerson (as hereinafter defined). A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- then-most current list published by OFAC at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcementeotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or and (2) a person or entity who is identified as, or affiliated with, a person or entity designated as a terrorist, or associated with terrorism or money laundering, laundering pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, taken reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, implemented appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders all Landlord Indemnified Parties from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees Landlord Indemnified Parties arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time-to-time during the Term, Tenant shall deliver to Landlord, Landlord within ten thirty (1030) days after receipt of a written request therefor, a written certification and or such other evidence as reasonably acceptable to Landlord may reasonably request evidencing and confirming Tenant's compliance with this Section 24.17.

Appears in 1 contract

Sources: Lease Agreement (Water Now, Inc.)

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, any regulations of the U.S. Treasury Department's Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- most current list published by OFAC at its official website, h▇▇▇▇://://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement▇▇▇▇▇▇▇/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or (2) a person or entity who is identified as, or affiliated with, a person or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's compliance with this Section 24.1725.17.

Appears in 1 contract

Sources: Industrial Building Lease (CompoSecure, Inc.)

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant 7.14.1 Neither Lake District nor any of its affiliates nor any of Tenant’s other Person owning a direct or its affiliates’ officers, directors, members, partners, shareholders or other equity indirect interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, in Lake District is in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect Legal Requirements, including requirements of The Proceeds of Crime (collectively, the "Anti-Terrorism Laws"), including, without limitationMoney Laundering) and Terrorist Financing Act (Canada) and Regulations, Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, (the “Executive Order”) and the Patriot Act. 7.14.2 None of Lake District, the direct members of Lake District, Guarantors, nor any of their respective constituents, investors or affiliates, any regulations of their respective brokers or other agents, if any, acting or benefiting in any capacity in connection with the U.S. Treasury Department's Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties Loan is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” which is defined as follows: (1i) a person Person that is listed in the Annex to, or entity is otherwise subject to the provisions of, the Executive Order; (ii) a Person owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity Person that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a Person with whom ▇▇▇▇▇▇ is prohibited from dealing or otherwise engaging in any transaction by any terrorism or money laundering Legal Requirements, including the Executive Order and the Patriot Act; (iv) a Person who commits, threatens or conspires to commit or supports “terrorism” as defined in the Executive Order; (v) a Person that is named as a “Specially Designated Nationalspecially designated national and blocked person” on the then- most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets control at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, /ofachl 1 sdn.pdf or at any replacement website or other replacement official publication of such list, or other similar lists maintained by the Office of Foreign Assets Control (2“OFAC”), the Department of the Treasury or included in any Executive Orders; and (vi) a person or entity Person who is identified asaffiliated with a Person listed above. 7.14.3 None of Lake District, the direct members of Lake District, Guarantors or affiliated withany of their respective affiliates, a person investors or entity designated as a terroristconstituents or any of their respective brokers or other agents, or associated with terrorism or money launderingif any, pursuant to regulations promulgated acting in any capacity in connection with the USA Patriot Act)Loan are or will (i) conduct any business or engage in any transaction or dealing with any Prohibited Person, including the making or receiving of any contribution of funds, goods or services to or for the benefit of any Prohibited Person, (ii) deal in, or otherwise engage in any transaction relating to, any property or interests in property blocked pursuant to the Executive Order; and (iii) Tenant engage in or conspire to engage in any transaction that evades or avoids, or has takenthe purposes of evading or avoiding, and shall continue or attempts to take during the Termviolate, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, the prohibitions set forth in the Executive Order or related to, the Patriot Act or (iv) violate any breach of the foregoing representations, warranties applicable bank secrecy act laws and covenants. At any time regulations. 7.14.4 Lake District covenants and from time- to- time during the Term, Tenant shall agrees to deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written Lender any certification and such or other evidence as Landlord may reasonably request evidencing and requested from time to time by ▇▇▇▇▇▇ in its reasonable discretion, confirming Tenant's compliance with this Section 24.17Section. (i) None of the funds or other assets of Lake District, any member of Lake District or Guarantors constitute property of, or are beneficially owned, directly or indirectly, by any Embargoed Person (as defined below); (ii) no Embargoed Person has any interest of any nature whatsoever in

Appears in 1 contract

Sources: Construction Loan Agreement

Anti-Terrorism. Tenant Mortgagor hereby represents and warrants to and covenants with Landlord that (i) neither Tenant Mortgagor nor any of its affiliates nor any of TenantMortgagor’s or its affiliates’ officersmembers, shareholders, directors, membersofficers, partners, shareholders trustees, affiliates, or other equity interest holders principals: (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”a) currently is, nor shall any of them be, at any time during the Term, is in violation of any laws legal requirements relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws")laundering, including, without limitation, Executive Order No. 13224 on Terrorist Financing, Financing effective September 24, 2001, any regulations of 2001 (the U.S. Treasury Department's Office of Foreign Assets Control (OFACExecutive Order) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect), and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (2001, Public Law 107-56) 56 (as heretofore or hereafter amended, the "USA Patriot Act"); , (iib) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” which is defined as follows: (1i) a person or entity that is listed in the annex to, or is otherwise subject to the provisions of, the Executive Order, (ii) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the annex to, or is otherwise subject to the provisions of, the Executive Order, (iii)a person or entity with whom Mortgagor is prohibited from dealing or otherwise engaging in any transaction by any terrorism or money laundering legal requirements, including the Executive Order and the Patriot Act, (iv)a person or entity who commits, threatens or conspires to commit or supports “terrorism” as defined in the Executive Order, (v)a person or entity that is named as a “Specially Designated Nationalspecially designated national and blocked person” on the then- most current list published by OFAC at its official websitethe U.S. Treasury Department Office of Foreign Assets Control, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or and (2vi) a person or entity who is identified as, or affiliated with, a with any person or entity designated as a terroristlisted above, and (c) will (i) conduct any business or engage in any transaction or dealing with any Prohibited Person, including the making or receiving of any contribution of funds, goods or services to or for the benefit of any Prohibited Person, (ii) deal in, or associated with terrorism otherwise engage in any transaction relating to, any property or money laundering, interests in property blocked pursuant to regulations promulgated in connection with the USA Patriot Act); and Executive Order, or (iii) Tenant engage in or conspire to engage in any transaction that evades or avoids, or has takenthe purposes of evading or avoiding, and shall continue or attempts to take during the Termviolate, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, the prohibitions set forth in the Executive Order or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's compliance with this Section 24.17Patriot Act.

Appears in 1 contract

Sources: Mortgage and Security Agreement (Trinity Place Holdings Inc.)

Anti-Terrorism. Tenant represents and warrants (a) None of Borrower, KRC or (to and covenants with Landlord that (iBorrower’s knowledge without investigation) neither Tenant nor any of its their respective constituents or affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, are in violation of any laws Laws relating to terrorism or money laundering that may now or hereafter be in effect (collectivelylaundering, the "Anti-Terrorism Laws"), including, without limitation, including Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, any regulations of Threaten to Commit, or Support Terrorism (as amended, the U.S. Treasury Department's Office of Foreign Assets Control (OFACExecutive Order”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (, as heretofore or hereafter amended, the "USA Patriot Act"); . (iib) none None of the Tenant Parties is nor shall Borrower, KRC, or (to ▇▇▇▇▇▇▇▇’s knowledge without investigation) any of them betheir respective constituents or affiliates, during or any of their respective brokers or other agents acting or benefiting in any capacity in connection with the TermLoan, is a Prohibited Person. A “Prohibited Person” which is defined as follows: (1i) a person or entity that is listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001 and relating to the Executive Order; (ii) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or entity with whom ▇▇▇▇▇▇ is prohibited from dealing or otherwise engaging in any transaction by any terrorism or money laundering Law, including the Executive Order and the Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or supports “terrorism” as defined in the Executive Order; and (v) a person or entity that is named as a “Specially Designated Nationalspecially designated national and blocked person” on the then- most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/ofac/enforcement/ofac/sdn/t11sdn.pdf, t11sdn.pdf or at any replacement website or other replacement official publication of such list. (c) None of Borrower, KRC, or (2to Borrower’s knowledge without investigation) a person any of their respective affiliates or entity who is identified asconstituents, or affiliated with, a person any of their respective brokers or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated other agents acting in any capacity in connection with the USA Patriot Act)Loan is or will knowingly (i) conduct any business or engage in any transaction or dealing with any Prohibited Person, including the making or receiving any contribution of funds, goods or services to or for the benefit of any Prohibited Person, (ii) deal in, or otherwise engage in any transaction relating to, any property or interests in property blocked pursuant to the Executive Order; and or (iii) Tenant engage in or conspire to engage in any transaction that evades or avoids, or has takenthe purpose of evading or avoiding, and shall continue or attempts to take during the Termviolate, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, the prohibitions set forth in the Executive Order or related to, any breach of the foregoing representations, warranties Patriot Act. Borrower covenants and covenants. At any time and from time- to- time during the Term, Tenant shall agrees to deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written Lender any certification and such or other evidence as Landlord may reasonably request evidencing and requested from time to time by ▇▇▇▇▇▇ in its sole discretion confirming Tenant's Borrower’s compliance with this Section 24.178.4.

Appears in 1 contract

Sources: Promissory Note (Kilroy Realty Corp)

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, any regulations of the U.S. Treasury Department's Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- most current list published by OFAC at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or (2) a person or entity who is identified as, or affiliated with, a person or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's compliance with this Section 24.17.. 24.18

Appears in 1 contract

Sources: Industrial Building Lease

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officerssubsidiaries( collectively, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, any regulations of the U.S. Treasury Department's ’s Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- then most current list published by OFAC at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or (2) a person or entity who is identified as, or affiliated with, a person or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses losses, liabilities, damages, causes of action, judgments, administrative proceedings, administrative orders, costs and expenses (including, but not limited to, reasonable attorneys’ fees and court costs) suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. Such indemnity shall survive the termination or expiration of the Lease. At any time and from time- to- time to time during the Term, but no more frequently than once in any twelve (12) month period, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's ’s compliance with this Section 24.179.10.

Appears in 1 contract

Sources: Deed of Lease (Elizabeth Arden Inc)

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all of the foregoing persons and entities being referred to herein collectively as the “Tenant Parties”) currently is, nor shall any of them be, at any time during the Term, in violation of any laws relating to terrorism or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), including, without limitation, Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, any regulations of the U.S. Treasury Department's ’s Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"); (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as a “Specially Designated National” on the then- most current list published by OFAC at its official website, h▇▇▇▇://://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement▇▇▇▇▇▇▇/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, or (2) a person or entity who is identified as, or affiliated with, a person or entity designated as a terrorist, or associated with terrorism or money laundering, pursuant to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord and its affiliates and their respective officers, directors, members, partners, shareholders and other equity interest holders from and against any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising from, or related to, any breach of the foregoing representations, warranties and covenants. At any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's ’s compliance with this Section 24.17Section.

Appears in 1 contract

Sources: Industrial Building Lease (JP Outfitters, Inc.)

Anti-Terrorism. Tenant represents and warrants to and covenants with Landlord that (i) neither Tenant nor any of its affiliates nor any of Tenant’s or its affiliates’ officers, directors, members, partners, shareholders or other equity interest holders (all The operations of the foregoing persons Issuer and entities being referred to herein collectively as its Subsidiaries have for the “Tenant Parties”) currently is, nor shall any of them be, last five years been conducted at any time during all times in compliance with the Term, in violation of any applicable federal and state laws relating to terrorism terrorism, corruption or money laundering that may now or hereafter be in effect (collectively, the "Anti-Terrorism Laws"), includingincluding the financial recordkeeping and reporting requirements of The Bank Secrecy Act of 1970, without limitationas amended, Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 (the “Executive Order”), any regulations the Foreign Corrupt Practices Act of the U.S. Treasury Department's Office of Foreign Assets Control (“OFAC”) related to Specially Designated Nationals and Blocked Persons that may now or hereafter be in effect, 1977 and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (2001, Public Law 107-56) (as heretofore or hereafter amended, the "USA Patriot Act"Corruption of Foreign Public Officials Act (Canada) and the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada); , and, none of the Issuer or its Subsidiaries is (i) a person that is listed in the annex to, or is otherwise subject to the provisions of, the Executive Order, (ii) none of the Tenant Parties is nor shall any of them be, during the Term, a Prohibited Person. A “Prohibited Person” is (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the annex to, or is otherwise subject to the provisions of, the Executive Order, (iii) a person with which the Issuer is prohibited from dealing or otherwise engaging in any transaction by any Anti-Terrorism Law, (iv) a person that commits, threatens or conspires to commit or supports “terrorism” as defined in the Executive Order or (v) a person that is named as a “Specially Designated Nationalspecially designated national and blocked person” on the then- most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control (“OFAC”) at its official website, ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/offices/enforcement/ofac/sdn/t11sdn.pdf, website or at any replacement website or other replacement official publication of such listlist or any other person (including any foreign country and any national of such country) with whom the United States Treasury Department prohibits doing business in accordance with OFAC regulations. No action, suit or (2) a person proceeding by or entity who is identified asbefore any court or governmental agency, authority or affiliated with, a person body or entity designated as a terrorist, any arbitrator involving the Issuer or associated its Subsidiaries with terrorism or money laundering, pursuant respect to regulations promulgated in connection with the USA Patriot Act); and (iii) Tenant has taken, and shall continue to take during the Term, reasonably appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implementedis pending or, and shall continue to implement during the Term, appropriate procedures to assure its continued compliance with knowledge of the above-referenced laws. Tenant hereby defends, indemnifies, and holds harmless Landlord Issuer and its affiliates Subsidiaries, threatened. None of the Issuer and their respective officersits Subsidiaries nor, directorsto the knowledge of the Issuer, membersany director, partnersofficer or employee of the Issuer (i) conducts any business or engages in making or receiving any contribution of funds, shareholders and other equity interest holders from and against goods or services to or for the benefit of any and all Losses suffered or incurred by any or all of Landlord or any of such other indemnitees arising fromperson described above, (ii) deals in, or related otherwise engages in any transaction relating to, any breach property or interests in property blocked pursuant to the Executive Order or (iii) engages in or conspires to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the foregoing representations, warranties and covenants. At prohibitions set forth in any time and from time- to- time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefor, a written certification and such other evidence as Landlord may reasonably request evidencing and confirming Tenant's compliance with this Section 24.17Anti-Terrorism Law.

Appears in 1 contract

Sources: Share Subscription Agreement (Skyline Champion Corp)