Export and Sanctions Compliance. You acknowledge that the Software and/or Services may be subject to export control laws and trade sanctions laws (Export and Sanctions Laws). You are solely responsible for complying with Export and Sanctions Laws applicable to you and your Content, and the use by you and Users of the Services, Software and Support. We shall not be liable for a failure to: (a) perform Our obligations if sanctions on you, a member of your Group or a beneficial owner, or any of the foregoing are placed on a list of prohibited or restricted parties; or (b) transfer Content to any third- party subject to such controls. You warrant and represent that: (i) you and Users are not citizens of, or located in, a country that is subject to trade sanctions or restrictions (including Cuba, Iran, North Korea, Syria, Russia, and the Crimea, Donetsk, Luhansk, Kherson and Zaporizhzhia regions of Ukraine), and will not access or use, or export, re-export, divert, or transfer the Services or Software in or to those territories; (ii) you and your Group are not (and neither is any party that directly or indirectly owns or controls you or a member of your Group) subject to sanctions or on a list of prohibited or restricted parties; and (ii) you will not allocate a Subscription to a prohibited or restricted party. You will give Us prompt notice if any of the foregoing circumstances change. We may terminate or suspend this MSA, an Order, Subscription and/or Your Account as a result of any breach of this Section. All payments to Us must be in funds and through banking channels not blocked or frozen by any authority. We are not responsible for any name or end use screening on your or a User’s behalf.
Export and Sanctions Compliance. 19.1 The End-User hereby confirms that: (i) it shall, at all times conduct its business in compliance with all sanctions laws, regulations and regimes imposed by relevant authorities, including but not limited to, the Office of Foreign Assets Control (OFAC), the UN, the UK and EU; (ii) neither it nor any of its Affiliates is named on any “denied persons list” (or equivalent targeted sanctions list) in violation of any such sanctions restrictions, laws, regulations or regimes, nor is it or any of its Affiliates owned or controlled by a politically exposed person; and (iii) it has and shall maintain throughout term of this Agreement appropriate procedures and controls to ensure and be able to demonstrate its compliance with this clause 19.
1. End-User shall not permit any of its Personnel to access and/or use the Software in violation of any export restrictions in any jurisdiction or any sanctions law or regulation or in any Restricted Territories. Such access and/or use is not permitted by Sage and shall constitute a material breach of this Agreement. End-User will promptly notify Sage if either End-User or any of its Affiliates has violated, or if a third party has a reasonable basis for alleging that End-User or any of its Affiliates has violated, this clause 19.
1. End-user shall indemnify (and keep indemnified) Sage, its Affiliates and their officers, directors, employees, attorneys and agents against any claims, costs, damages, losses, liabilities and expenses (including attorney’s fees and costs) arising out of or in connection with End User’s (or End-User’s Personnel) breach of this clause 19.1.
19.2 Sage reserves the right to carry out an audit of the End-User’s locations and Personnel and Affiliates to assess its compliance with this clause 19.
Export and Sanctions Compliance. You are solely responsible for compliance with all import, reimport, export, re-export, sanctions, anti-boycott laws and other regulations that apply to your, your Group’s and Users’ use of the Services, Software and Support (including the transfer and processing of Content, the provision of it to Users and recipients, and the region in which any of those occur). We shall not be liable to you for failure to perform under this MSA in the event the United States Bureau of Industry and Security (BIS) or any other regulatory agency of any government with jurisdiction over Us, you or the Services shall designate you on any list of prohibited or restricted parties. You warrant and represent that: (i) you will not use, or permit any of your Group, your Users or other party to use, the Services, Software or Support for the transfer or sharing of dual use items, munitions, or other items subject to export controls and sanctions; (ii) you and your Group are not (and neither is any party that directly or indirectly owns or controls you or a member of your Group) subject to sanctions or designated on any list of prohibited or restricted parties (including any maintained by the UN Security Council, the US, the UK, the EU or any member state, or other applicable government authority); (iii) you will not transfer, and will not permit any other party to transfer, the Services or Software (or any right of access or use), or use them in or for the benefit of, or to transfer Content to, an embargoed country or prohibited or restricted party, or restricted end users or uses; and (iv) you will not re-export to China, Russia or Venezuela, or re-transfer to a military end user or for military end use (including by a state owned enterprise), any items on the USML or Wassenaar Munitions List or items classified under ECCNs in A018 or in a 600 series, or any item that supports or contributes to the operation, installation, refurbishing, development or production of these items. If you subscribe through a Reseller or through an app store, you agree to register with Us before use of the Services, Software and Support and agree to allow Us to terminate this MSA and your use of any of the foregoing if you breach any part of this Section. All payments to Us must be in funds and through banking channels not blocked or frozen by any authority. We are not responsible for any name or end use screening on your, your Group or a User’s behalf.
Export and Sanctions Compliance. Sky Xxxxx represents and warrants that (i) it is duly incorporated and in good standing under the laws of the jurisdiction in which it is incorporated, (ii) it has all necessary rights, power, legal capacity, and authority to enter into and fully perform the terms of this Agreement, (iii) it is not domiciled in or a resident of, physically present or located in, or has business activities in jurisdictions in which the Services are prohibited, restricted or unauthorized in any form or manner whether in full or in part under the laws, regulatory requirements or rules in such jurisdiction; (iv) it is not domiciled in or a resident of, physically present or located in, or conducts business activities in or with counterparties located in jurisdictions that are identified by the Monetary Authority of Singapore as subject to economic or trade sanctions under regulations promulgated under the Monetary Authority of Singapore Act (Chapter 186) of Singapore, the United Nations Act (Chapter 339) of Singapore, the Terrorism (Suppression of Financing) Act (Chapter 325) of Singapore, or the Office of Financial Assets Control of the United States Department of the Treasury (collectively, the “Economic Sanctions Laws”); (v) it is in compliance with Economic Sanctions Laws.
Export and Sanctions Compliance. You are solely responsible for compliance with all import, reimport, export, re-export, sanctions, anti-boycott laws and other regulations that apply to your, your Group’s and Users’ use of the Services, Software and Support. We shall not be liable for any failure to perform Our obligations if a relevant regulatory agency and/or government places sanctions on you, a member of your Group or any relevant beneficial owner, or otherwise designates any of the foregoing on a list of prohibited or restricted parties . You warrant and represent that: (i) you will not use, or permit the Services, Software or Support to be used for the transfer or sharing of dual use items or items subject to sanctions or embargoes; (ii) you and your Group are not (and neither is any party that directly or indirectly owns (50% of more) or controls you or a member of your Group) subject to sanctions or designated on any list of prohibited or restricted parties. You will give Us prompt notice if any of the foregoing are subject to such sanctions or designations; (iii) you will not transfer or permit the transfer of, the Services or Software (or any right of access or use), or use them in or for the benefit of, or to transfer Content to, an embargoed or sanctioned territory or prohibited or restricted party; and
Export and Sanctions Compliance. You are solely responsible for compliance with all import, reimport, export, re-export, sanctions, anti-boycott laws and other regulations that apply to your, your Group’s and Users’ use of the Services, Software and Support (including the transfer and processing of Content, the provision of it to Users and recipients, and the region in which any of those occur). You warrant and represent that: (i) you will not use, or permit any of your Group, your Users or other party to use, the Services, Software or Support for the transfer or sharing of dual use items, munitions, or other items subject to export controls and sanctions; (ii) you and your Group are not (and neither is any party that directly or indirectly owns or controls you or a member of your Group) subject to sanctions or designated on any list of prohibited or restricted parties (including any maintained by the UN Security Council, the US, the UK, the EU or any member state, or other applicable government authority);
Export and Sanctions Compliance. 9.1 The Customer acknowledges that any Commodities , software, technology and technical data (collectively, the “Export Components”) provided by the Company, where applicable, may be subject to US and/or non-US export control and sanctions laws and regulations, including, without limitation, those of Hong Kong, the US, the EU and the UK (collectively, “Export Control and Sanctions Laws”).
9.2 The Customer shall not participate in any transaction involving any Export Components with individuals or companies who are listed on any restricted party list maintained by Hong Kong, the US, the EU, the UK or any other country.
9.3 The Customer shall not export, re-export, or transfer any Export Components in violation of the abovementioned Export Control and Sanctions Laws.
9.4 Without limiting clause 9.3, the Customer shall not export or re-export any Export Components to Cuba, the Crimea region of Ukraine, Iran, North Korea, Syria or any embargoed or comprehensive-sanctioned country as may be designated by the US Government or any other government.
9.5 The Customer shall not use the Export Components for any activities that involve, or knowingly involve the following end-uses: nuclear, rocket/missile systems, chemical/biological weapons, maritime nuclear propulsion, or weapons of mass destruction.
Export and Sanctions Compliance. General. Performance of this Order may involve the use of or access to articles, Technical Data or software that is subject to export controls under 22 United States Code 2751 – 2799aa-2 (Arms Export Control Act) and 22 C.F.R. 120-130 (International Traffic in Arms Regulations or “ITAR”) or 50 United States Code 4801 – 4826 (Export Control Reform Act of 2018), 15 C.F.R. 730-774 (Export Administration Regulations), 50 United States Code 1701-1708, (International Emergency Economic Powers Act, as amended), and their successor and supplemental laws and regulations, or may implicate U.S. sanctions laws and regulations, including those administered by the U.S. Department of Treasury Office of Foreign Assets Control in 31 C.F.R. 500-599, their successor and supplemental laws and regulations, or the export control and economic sanctions laws and regulations of the jurisdiction in which Seller conducts any performance of this Order (collectively hereinafter referred to as the “Export and Sanctions Laws and Regulations”). Seller shall comply with any and all applicable Export and Sanctions Laws and Regulations, and any authorization(s) issued thereunder.
1. Seller represents that it maintains an effective export compliance program in accordance with the applicable Export and Sanctions Laws and Regulations.
2. Seller represents that it has disclosed to Buyer in writing the country in which it is incorporated/authorized/organized to do business, and all nationalities of any dual or third-country national employees who will require access to any export-controlled data, articles, or services provided hereunder. Xxxxxx agrees to immediately notify Buyer of any change in the information provided under this paragraph A.2.
3. Seller shall not re-transfer any export-controlled articles or information (e.g. Technical Data or software) to any other non-U.S. person or entity (including Seller’s dual and/or third-country national employees) without first complying with all the requirements of the applicable Export and Sanctions Laws and Regulations. Prior to any proposed re-transfer, Seller shall first obtain the written consent of Xxxxx. No consent granted by Xxxxx in response to Seller’s request shall relieve Seller of its obligations to comply with the provisions of paragraph A. of this clause or the Export and Sanctions Laws and Regulations, nor shall any such consent constitute a waiver of the requirements of paragraph A. hereinabove, nor constitute consent for Seller to v...
Export and Sanctions Compliance. You are solely responsible for compliance with all import, reimport, export, re-export, sanctions, anti-boycott laws and other regulations that apply to your, your Group’s and Users’ use of the Services, Software and Support (including the transfer and processing of Content, the provision of it to Users and recipients, and the region in which any of those occur). You warrant and represent that: (i) you will not use, or permit any of your Group, your Users or other party to use, the Services, Software or Support for the transfer or sharing of dual use items, munitions, or other items subject to export controls and sanctions; (ii) you and your Group are not (and neither is any party that directly or indirectly owns or controls you or a member of your Group) subject to sanctions or designated on any list of prohibited or restricted parties (including any maintained by the UN Security Council, the US, the UK, the EU or any member state, or other applicable government authority); and (iii) you will not transfer, and will not permit any other party to transfer, the Services or Software (or any right of access or use), or use them to transfer Content to, an embargoed country or prohibited or restricted party, or restricted end users or uses. All payments to Us must be in funds and through banking channels not blocked or frozen by any authority. We are not responsible for any name or end use screening on your, your Group or a User’s behalf.
Export and Sanctions Compliance. In connection with this Agreement, you will comply with all applicable import, re-import, sanctions, anti-boycott, export, and re- export control laws and regulations, including all such laws and regulations that may apply. For clarity, you are solely responsible for compliance related to the manner in which you choose to use the Product. You may not use Product if you are the subject of U.S. sanctions or of sanctions consistent with U.S. law imposed by the governments of the country where you are using the Product.
