Common use of Sanctions and AML Compliance Clause in Contracts

Sanctions and AML Compliance. Neither any Relevant Party nor, to the knowledge of the any Relevant Party after due inquiry, any of its Affiliates or their officers, directors or employees appears on the Specially Designated Nationals and Blocked Persons List published by the Office of Foreign Assets Control (“OFAC”), or is subject to sanctions, restrictions or embargoes administered by the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws, or appears on the Consolidated Canadian Autonomous Sanctions List, or is otherwise a person with which any person is prohibited from dealing under the laws of the such jurisdictions, unless authorized by such jurisdictions. Neither any Relevant Party nor, to the knowledge of such Relevant Party after due inquiry, any of its Affiliated Entities conducts business or completes transactions with the governments of, or persons within, any country under economic sanctions administered and enforced by OFAC, the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to such Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws. No Relevant Party has directly or, to the knowledge of such Relevant Party after due inquiry, indirectly used the proceeds from this Agreement, or lent, contributed or otherwise made available such proceeds to any Affiliated Entity, subsidiary, joint venture partner or other person to fund any activities of or business with any person that, at the time of such funding to the knowledge of such Relevant Party (and after due inquiry with respect to any Affiliated Entity, subsidiary or joint venture partner), was the subject of economic sanctions administered or enforced by the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates, or was in any country or territory that, at the time of such funding or facilitation, is the subject of economic sanctions administered or enforced by the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws. Each Relevant Party and, to the knowledge of such Relevant Party after due inquiry, the Affiliated Entities are in compliance, and will continue to be in compliance, with all anti-money laundering laws and regulation applicable to them and have established an anti-money laundering program that is designed to comply with applicable U.S. laws, regulations, and guidance, including rules of self-regulatory organizations, relating to the prevention of money laundering, terrorist financing, and related financial crimes and none is in violation of Executive Order No. 13224 or the Patriot Act.

Sanctions and AML Compliance. Neither any Relevant Party the Borrower nor, to the knowledge of the any Relevant Party Borrower after due inquiry, any of its Affiliates or their officers, directors or employees appears on the Specially Designated Nationals and Blocked Persons List published by the Office of Foreign Assets Control (“OFAC”), or is subject to sanctions, restrictions or embargoes administered by the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic AffairsAffairs of Switzerland, the Monetary Authority Swiss Directorate of SingaporeInternational Law, the Hong Kong Monetary Authority, the European Union, Monetary Authority of Singapore or any other relevant sanctions authority applicable to any Relevant Party Borrower or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party the Borrower or its Affiliates pursuant to Applicable Laws, or appears on the Consolidated Canadian Autonomous Sanctions List, or is otherwise a person with which any U.S. or Canadian person is prohibited from dealing under the laws of the such jurisdictionsUnited States or Canada, unless authorized by such jurisdictionsOFAC or the Government of Canada. Neither any Relevant Party the Borrower nor, to the knowledge of such Relevant Party the Borrower after due inquiry, any of its Affiliated Entities conducts business or completes transactions with the governments of, or persons within, any country under economic sanctions administered and enforced by OFAC, the U.S. governmentGovernment of Canada, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic AffairsAffairs of Switzerland, the Monetary Authority Swiss Directorate of SingaporeInternational Law, the Hong Kong Monetary Authority, the European Union, Monetary Authority of Singapore or any other relevant sanctions authority applicable to such Relevant Party Borrower or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party the Borrower or its Affiliates pursuant to Applicable Laws. No Relevant Party The Borrower has not directly or, to the knowledge of such Relevant Party the Borrower after due inquiry, indirectly used the proceeds from this Agreement, or lent, contributed or otherwise made available such proceeds to any Affiliated Entity, subsidiary, joint venture partner or other person to fund any activities of or business with any person that, at the time of such funding to the knowledge of such Relevant Party the Borrower (and after due inquiry with respect to any Affiliated Entity, subsidiary or joint venture partner), was the subject of economic sanctions administered or enforced by OFAC or the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority Government of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to any Relevant Party or its AffiliatesCanada, or was in any country or territory that, at the time of such funding or facilitation, is the subject of economic sanctions administered or enforced by the U.S. governmentOFAC, the United Nations Security Council, His Majesty’s TreasuryGovernment of Canada, the Swiss State Secretariat for Economic AffairsAffairs of Switzerland, the Monetary Authority Swiss Directorate of SingaporeInternational Law, the Hong Kong Monetary Authority, the European Union, Monetary Authority of Singapore or any other relevant sanctions authority applicable to any Relevant Party Borrower or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party the Borrower or its Affiliates pursuant to Applicable Laws. Each Relevant Party The Borrower and, to the knowledge of such Relevant Party the Borrower after due inquiry, the Affiliated Entities are in compliance, and will continue to be in compliance, with all anti-money laundering laws and regulation applicable to them and have established an antiAnti-money laundering program Money Laundering Program that is designed to comply with applicable U.S. laws, regulations, and guidance, including rules of self-regulatory organizations, relating to the prevention of money laundering, terrorist financing, and related financial crimes and none is in violation of Executive Order No. 13224 or the Patriot Act.

Sanctions and AML Compliance. Neither any Relevant Party nor, to the knowledge of the any Relevant Party after due inquiry, any of its Affiliates or their officers, directors or employees appears on the Specially Designated Nationals and Blocked Persons List published by the Office of Foreign Assets Control (“OFAC”), or is subject to sanctions, restrictions or embargoes 118556040.20118095118.53 -41- administered by the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws, or appears on the Consolidated Canadian Autonomous Sanctions List, or is otherwise a person with which any person is prohibited from dealing under the laws of the such jurisdictions, unless authorized by such jurisdictions. Neither any Relevant Party nor, to the knowledge of such Relevant Party after due inquiry, any of its Affiliated Entities conducts business or completes transactions with the governments of, or persons within, any country under economic sanctions administered and enforced by OFAC, the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to such Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws. No Relevant Party has directly or, to the knowledge of such Relevant Party after due inquiry, indirectly used the proceeds from this Agreement, or lent, contributed or otherwise made available such proceeds to any Affiliated Entity, subsidiary, joint venture partner or other person to fund any activities of or business with any person that, at the time of such funding to the knowledge of such Relevant Party (and after due inquiry with respect to any Affiliated Entity, subsidiary or joint venture partner), was the subject of economic sanctions administered or enforced by the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates, or was in any country or territory that, at the time of such funding or facilitation, is the subject of economic sanctions administered or enforced by the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority of Singapore, the Hong Kong Monetary Authority, the European Union, or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws. Each Relevant Party and, to the knowledge of such Relevant Party after due inquiry, the Affiliated Entities are in compliance, and will continue to be in compliance, with all anti-money laundering laws and regulation regulationregulations applicable to them and have established an anti-money laundering program that is designed to comply with applicable U.S. laws, regulations, and guidance, including rules of self-regulatory organizations, relating to the prevention of money laundering, terrorist financing, and related financial crimes and none is in violation of Executive Order No. 13224 or the Patriot Act.

Sanctions and AML Compliance. Neither any Relevant Party nor, to the knowledge of the any Relevant Party after due inquiry, any of its Affiliates or their officers, directors or employees appears is, or is owned or controlled by Persons that are, (i) the target of any sanctions administered or enforcedappears on the Specially Designated Nationals and Blocked Persons List published by the U.S. Department of the Treasury’s Office of Foreign Assets Control Control, (“OFAC”), or is subject to sanctions, restrictions or embargoes administered by the U.S. governmentDepartment of State, the United Nations Security Council, His European Union or Her Majesty’s TreasuryTreasury (collectively, the “ Secretariat for Economic Affairs of Switzerland, the Swiss State Secretariat for Economic Affairs, the Monetary Authority Directorate of SingaporeInternational Law, the Hong Kong Monetary Authority, the European Union, Monetary Authority of Singapore or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws, or appears on the Consolidated Canadian Autonomous Sanctions ListAuthorities”)List, or is (ii) located, organized or resident in a country or territory that isis otherwise a person with which any U.S. or Canadian person is prohibited from dealing under the laws targetlaws of sanctions, including currently, the such jurisdictionsCrimea, Donetsk and Luhansk regions of Ukraine, Cuba, Iran, North Korea and Syriathe United States or Canada, unless authorized by such jurisdictionsOFAC or the Government of Canada. Neither NoNeither any Relevant Party nor, to the knowledge of such Relevant Party after due inquiry, any of its Affiliated Entities conducts business or completes transactions with the governments of, or persons within, any country under economic sanctions administered and enforced by OFACa Sanctions AuthorityOFAC, the U.S. governmentGovernment of Canada, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic AffairsAffairs of Switzerland, the Monetary Authority Swiss Directorate of SingaporeInternational Law, the Hong Kong Monetary Authority, the European Union, Monetary Authority of Singapore or any other relevant sanctions authority applicable to such Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws. No Relevant Party has willhas directly or, to the knowledge of such Relevant Party after due inquiry, indirectly used useused the proceeds from this Agreement, or lentlendlent, contributed contributecontributed or otherwise made makemade available such proceeds to any Affiliated Entity, subsidiary, joint venture partner or other person to fund any activities of or business with any person that, at the time of such funding funding, is to the knowledge of such Relevant Party (and after due inquiry with respect to any Affiliated Entity, subsidiary or joint venture partner), was the subject of economic sanctions administered or enforced by a Sanctions AuthorityOFAC or the U.S. government, the United Nations Security Council, His Majesty’s Treasury, the Swiss State Secretariat for Economic Affairs, the Monetary Authority Government of Singapore, the Hong Kong Monetary Authority, the European UnionCanada, or any other relevant sanctions authority applicable to any Relevant Party or its Affiliates, or was iswas in any country or territory that, at the time of such funding or facilitation, is the subject of economic sanctions administered or enforced by the U.S. governmenta Sanctions AuthorityOFAC, the United Nations Security Council, His Majesty’s TreasuryGovernment of Canada, the Swiss State Secretariat for Economic AffairsAffairs of Switzerland, the Monetary Authority Swiss Directorate of SingaporeInternational Law, the Hong Kong Monetary Authority, the European Union, Monetary Authority of Singapore or any other relevant sanctions authority applicable to any such Relevant Party or its Affiliates to the extent such sanctions authority has jurisdiction over such Relevant Party or its Affiliates pursuant to Applicable Laws. Each NoEach Relevant Party and, to the knowledge of such Relevant Party after due inquiry, the Affiliated Entities are in compliance, and will continue to be in compliance, with all anti-money laundering laws and regulation applicable to them and have established an anti-money laundering program that is designed to comply with applicable U.S. laws, regulations, and guidance, including rules of self-regulatory organizations, relating to the prevention of money laundering, terrorist financing, and related financial crimes and none is in violation of Executive Order No. 13224 or the Patriot Act.