Common use of Economic Sanctions Clause in Contracts

Economic Sanctions. (i) None of the Company, the Sponsor, any non-independent director or officer or, to the best knowledge of the Company after due and careful inquiry, any independent director or director nominee, agent or affiliate of the Company is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons that are (x) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), or (y) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Crimea, Donetsk, Luhansk, Cuba, Iran, North Korea and Syria); (ii) the Company will not, directly or indirectly, use the proceeds of the Offering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (x) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, or (y) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offering, whether as underwriter, advisor, investor or otherwise); and (iii) the Company has not knowingly engaged in, is not now knowingly engaged in, and will not engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

Economic Sanctions. (i) None Neither the Company nor any of the Companyits subsidiaries, the Sponsornor any director, any non-independent director officer, or officer oremployee thereof, nor, to the best knowledge Company’s knowledge, any agent, affiliate or representative of the Company after due and careful inquiryor any of its subsidiaries, any independent director or director nominee, agent or affiliate of the Company is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons a Person that are is: (xA) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), or nor (yB) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Crimea, Donetsk, LuhanskBurma/Myanmar, Cuba, Iran, Libya, North Korea Korea, Sudan and Syria); ) (ii) the Company will not, directly or indirectly, use the proceeds of the Offeringoffering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (xA) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, ; or (yB) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offeringoffering, whether as underwriter, advisor, investor or otherwise); and ) (iii) for the past five years, the Company has and its subsidiaries have not knowingly engaged in, is are not now knowingly engaged in, and will not engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

Economic Sanctions. (i) None Neither the Company nor any of the Companyits subsidiaries, the Sponsornor any director, any non-independent director officer, or officer oremployee thereof, nor, to the best knowledge Company’s knowledge, any agent, affiliate or representative of the Company after due and careful inquiryor any of its subsidiaries, any independent director or director nominee, agent or affiliate of the Company is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons a Person that are is: (xA) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), or nor (yB) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, CrimeaBurma/Myanmar, Donetsk, LuhanskCrimea Region of Ukraine, Cuba, Iran, Libya, North Korea Korea, Sudan and Syria); , (ii) the Company will not, directly or indirectly, use the proceeds of the Offeringoffering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (xA) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, ; or (yB) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offeringoffering, whether as underwriter, advisor, investor or otherwise); ) and (iii) for the past five years, the Company has and its subsidiaries have not knowingly engaged in, is are not now knowingly engaged in, and will not engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

Economic Sanctions. (i) None Neither the Company nor any of its subsidiaries, nor, to the knowledge of the Company or any director or executive officer of the Company, the Sponsorany director, any non-independent director officer, agent, affiliate or officer or, to the best knowledge representative of the Company after due and careful inquiryor any of its subsidiaries, any independent director or director nominee, agent or affiliate of the Company is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons a Person that are is: (xA) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, Treasury or other relevant sanctions authority (collectively, “Sanctions”), or (yB) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Crimea, Donetsk, LuhanskBurma/Myanmar, Cuba, Iran, Libya, North Korea Korea, Sudan and Syria); (ii) the The Company will not, directly or indirectly, use the proceeds of the Offeringoffering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (xX) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, ; or (yY) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offeringoffering, whether as underwriter, advisor, investor or otherwise); and (iii) For the past 5 years, the Company has and its subsidiaries have not knowingly engaged in, is are not now knowingly engaged in, and will not engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

Economic Sanctions. (i) None of the CompanyCompany and the Sponsor or their affiliates or any director, the Sponsordirector nominee, any non-independent director officer or officer employee thereof or, to the best knowledge Company’s knowledge, any agent, affiliate or representative associated with or acting on behalf of the Company after due and careful inquiry, any independent director the Sponsor or director nominee, agent or affiliate of the Company their affiliates is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons that are (xA) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), or (yB) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Crimea, Donetsk, Luhansk, Cuba, Iran, North Korea and Syria); . (ii) the The Company will not, directly or indirectly, use the proceeds of the Offering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (xA) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, ; or (yB) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offering, whether as underwriter, advisor, investor or otherwise); and . (iii) the The Company has not knowingly engaged innot, is not now knowingly engaged innot, and will not knowingly engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

Economic Sanctions. (i) None Neither the Company nor any of the Companyits Subsidiaries, the Sponsor, nor any non-independent director or officer orofficer, nor, to the best knowledge Company’s knowledge, any employee, agent, affiliate or representative of the Company after due and careful inquiryor any of its Subsidiaries, any independent director or director nominee, agent or affiliate of the Company is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons a Person that are is (xi) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets ControlControl (OFAC), the United Nations Security CouncilCouncil (UN), the European UnionUnion (EU), Her Majesty’s TreasuryTreasury (UK HMT), or other relevant sanctions authority (collectively, “Sanctions”), or nor (yii) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Burma/Myanmar, Crimea, Donetsk, Luhansk, Cuba, Iran, North Korea Korea, Sudan and Syria); (ii) the . The Company will not, directly or indirectly, use the proceeds of the Offeringoffering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: Person (xi) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, ; or (yii) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offeringoffering, whether as underwriter, advisor, investor or otherwise); and (iii) . For the past five years, the Company has and its subsidiaries have not knowingly engaged in, is are not now knowingly engaged in, and will not knowingly engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

Economic Sanctions. (i) None Neither the Company nor any of the Companyits subsidiaries, the Sponsornor any director, any non-independent director officer, or officer oremployee thereof, nor, to the best knowledge Company’s knowledge, any agent, affiliate or representative of the Company after due and careful inquiryor any of its subsidiaries, any independent director or director nominee, agent or affiliate of the Company is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons a Person that are is: (xA) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), or nor (yB) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Crimea, Donetsk, Luhanskthe Crimea Region of Ukraine, Cuba, Iran, North Korea and Syria); , (ii) the Company will not, directly or indirectly, use the proceeds of the Offeringoffering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (xA) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, ; or (yB) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offeringoffering, whether as underwriter, advisor, investor or otherwise); ) and (iii) for the past five years, the Company has and its subsidiaries have not knowingly engaged in, is are not now knowingly engaged in, and will not engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

Economic Sanctions. (i) None Neither the Company nor any of the Companyits subsidiaries, the Sponsornor any director, any non-independent director officer, or officer oremployee thereof, nor, to the best knowledge Company’s knowledge, any agent, affiliate or representative of the Company after due and careful inquiryor any of its subsidiaries, any independent director or director nominee, agent or affiliate of the Company is an individual or entity (“Person”) that is, or is owned or controlled by one or more Persons a Person that are is: (xA) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), or nor (yB) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Crimea, Donetsk, LuhanskBurma/Myanmar, Cuba, Iran, Libya, North Korea Korea, Sudan and Syria); , (ii) the Company will not, directly or indirectly, use the proceeds of the Offeringoffering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (xA) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions, ; or (yB) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the Offeringoffering, whether as underwriter, advisor, investor or otherwise); ) and (iii) for the past five years, the Company has and its subsidiaries have not knowingly engaged in, is are not now knowingly engaged in, and will not engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.