Common use of OFAC Sanctions Clause in Contracts

OFAC Sanctions. None of the Manager nor any of its subsidiaries (collectively, the “Manager Entity”) nor any director, officer or employee thereof, nor, to the Manager Entity’s knowledge, any agent, affiliate or representative of the Manager Entity, is a Person that is, or is owned or controlled by a Person that is (i) currently subject to any Sanctions or (ii) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Cuba, Iran, North Korea, Syria, Russia, Belarus, the Crimea, so-called Donetsk People’s Republic and so-called Luhansk People’s Republic regions of Ukraine and the non-government controlled areas of Herson and Zaporizhzhia), and the Manager Entity 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 or entity, for the purpose of financing the activities of any person currently subject to any Sanctions or 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). For the past 5 years, the Manager Entity 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.

OFAC Sanctions. None of the Manager nor Company or any of its subsidiaries Subsidiaries (collectively, the “Manager Entity”) nor any director, officer or employee thereof, nor, to the Manager Entity’s knowledge, any agent, affiliate or representative of the Manager Entity, is a Person an individual or entity (“Person”) that is, or is owned or controlled by a Person that is (i) currently subject to any Sanctions U.S. sanctions administered or enforced by the Office of Foreign Assets Control of the U.S. Treasury Department (“OFAC”), the United Nations Security Council, the European Union, His Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”) or (ii) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Cuba, Iran, North Korea, Syria, Russia, Belarus, the Crimea, so-called Donetsk People’s Republic and so-called Luhansk People’s Republic regions of Ukraine and the non-government controlled areas of Herson and Kherson Zaporizhzhia), and the Manager Entity 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 or entity, for the purpose of financing the activities of any person currently subject to any Sanctions or 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). For the past 5 years, the Manager Entity 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.

OFAC Sanctions. None of the Manager nor Company or any of its subsidiaries Subsidiaries (collectively, the “Manager Entity”) nor any director, officer or employee thereof, nor, to the Manager Entity’s knowledge, any agent, affiliate or representative of the Manager Entity, is a Person an individual or entity (“Person”) that is, or is owned or controlled by a Person that is (i) currently subject to any Sanctions U.S. sanctions administered or enforced by the Office of Foreign Assets Control of the U.S. Treasury Department (“OFAC”), the United Nations Security Council, the European Union, His Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”) or (ii) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Cuba, Iran, North Korea, Syria, Russia, Belarus, the Crimea, so-called Donetsk People’s Republic and so-called Luhansk People’s Republic regions of Ukraine and the non-government controlled areas of Herson Kherson and Zaporizhzhia), and the Manager Entity 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 or entity, for the purpose of financing the activities of any person currently subject to any Sanctions or 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). For the past 5 years, the Manager Entity 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.