Sanctions; Anti-Corruption; Anti-Money Laundering. (a) Directly or indirectly, use the proceeds of any Borrowing or Letter of Credit, or lend, contribute or otherwise make available such proceeds to any Subsidiary, joint venture partner or other individual or entity, to fund, finance or facilitate any activities, business or transaction of or with any Sanctioned Person, or in any Sanctioned Country, or in any other manner that would result in a violation by any individual or entity (including any individual or entity participating in the transaction, whether as Lender, Bookrunner, Lead Arranger, Administrative Agent, Letter of Credit Issuer, Swing Line Lender, or otherwise) of Sanctions.
(b) Directly or indirectly, use the proceeds of any Borrowing or any Letter of Credit in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money, or anything else of value, to any Person in violation of any Anti-Corruption Laws or Anti-Terrorism Laws.
(c) Directly or indirectly engage in any transaction, investment, undertaking or activity that conceals the identity, source or destination of the proceeds from any category of offenses designated in any applicable Law, regulation or other binding measure implementing the “Forty Recommendations” and “Nine Special Recommendations” published by the Organisation for Economic Cooperation and Development’s Financial Action Task Force on Money Laundering or violate these laws or any other applicable anti-money laundering law or engage in these actions.
Sanctions; Anti-Corruption; Anti-Money Laundering. Each of the Parent and its Subsidiaries is in compliance in all material respects with (1) Anti-Money Laundering Laws and (2) to the extent applicable to the Parent and its Subsidiaries, the Patriot Act and any enabling legislation or executive order relating thereto. Each of the Parent and its Subsidiaries is in compliance in all material respects with all applicable Sanctions. None of the Parent and its Subsidiaries is (1) currently the target of any Sanctions or (2) located, organized or resident in a country or territory that is the target of Sanctions broadly prohibiting dealings with such country or territory. No part of the proceeds of any Credit Extension will be used, directly or (to the knowledge of the Parent or any of its Subsidiaries) indirectly, for any purpose which would violate applicable Sanctions. No part of the proceeds of any Credit Extension will be used, directly or (to the knowledge of the Parent or any of its Subsidiaries) indirectly, for any purpose which would breach (i) the US Foreign Corrupt Practices Act of 1977 (as amended) and applicable similar laws of all jurisdictions in which the Parent and its subsidiaries conduct their business and to which they are lawfully subject or (ii) any applicable law, statutes, regulations or obligatory government orders, decrees, ordinances or rules applicable to terrorism financing or money laundering, including any applicable provision of The Currency and Foreign Transactions Reporting Act and similar laws of all jurisdictions in which the Parent and its subsidiaries conduct their business and to which they are lawfully subject.
Sanctions; Anti-Corruption; Anti-Money Laundering. Permit any Exela Party or any of their respective Affiliates or agents to:
(i) conduct any business or engage in any transaction or dealing of, with or involving any Blocked Person,
(ii) fail to (comply with (A) Anti-Corruption Laws or applicable Sanctions, or (B) in any material respect, Anti-Money Laundering Laws or Export Controls or
(iii) fail to maintain and enforce policies and procedures designed to promote and achieve compliance by the Borrower and its directors, officers, employees and agents with Anti-Corruption Laws, Anti-Money Laundering Laws, Export Controls and applicable Sanctions.
Sanctions; Anti-Corruption; Anti-Money Laundering. Spirit REIT and its Subsidiaries shall not, directly or indirectly, use the proceeds of any borrowing or proceeds of any other extension of credit hereunder or lend, contribute or otherwise make available such proceeds to any subsidiary, affiliate, joint venture partner or other person or entity (i) for any purpose that to the actual knowledge of the Borrower would violate Anti-Corruption Laws; (ii) to the actual knowledge of the Borrower, would fund any activities of or business with any individual or entity that, at the time of such funding, is (A) the subject of Sanctions or (B) in any Sanctioned Country, in each case in violation in any material respect of any Sanctions; or (iii) in any other manner that to the actual knowledge of Borrower will result in a material violation by any individual or entity (including any individual or entity participating in the financing transaction contemplated by this Agreement, whether as a Lender, Titled Agent, Administrative Agent or otherwise) of any Sanctions.
Sanctions; Anti-Corruption; Anti-Money Laundering. No Spruce Party nor, to the Knowledge of any Spruce Party, any of its officers, directors or employees (i) is a Sanctioned Person or (ii) is in violation of Anti-Corruption Laws, Anti-Money Laundering Laws, or Sanctions. No Spruce Party conducts business or completes transactions with, or for the benefit of, any Sanctioned Person or with or in any Sanctioned Country.
Sanctions; Anti-Corruption; Anti-Money Laundering. The Initial Servicer covenants and agrees that:
(i) it shall immediately notify the Administrative Agent and each of the Purchasers in writing upon the occurrence of a Reportable Compliance Event;
(ii) if, at any time, any Sold Assets and Seller Collateral becomes Embargoed Property, then, in addition to all other rights and remedies available to the Administrative Agent and each of the Purchasers, upon request by the Administrative Agent or any of the Purchasers , the Initial Servicer shall cause the Seller to provide substitute Sold Assets and Seller Collateral acceptable to the Administrative Agent that is not Embargoed Property;
(iii) it shall, and shall require each other Covered Entity to, conduct its business in compliance with all Anti-Corruption Laws and maintain policies and procedures designed to ensure compliance with such Laws;
(iv) it and its Subsidiaries will not: (A) become a Sanctioned Person or allow any employees, officers, directors, affiliates, consultants, brokers, or agents acting on its behalf in connection with this Agreement to become a Sanctioned Person; (B) directly, or indirectly through a third party, engage in any transactions or other dealings with or for the benefit of any Sanctioned Person or Sanctioned Jurisdiction, including any use of the proceeds of the Investments to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Person or Sanctioned Jurisdiction; (C) pay or repay any Seller Obligations with Embargoed Property or funds derived from any unlawful activity; (D) permit any Sold Assets and Seller Collateral to become Embargoed Property; or (E) cause any Purchaser or the Administrative Agent to violate any Anti-Terrorism Law; and
(v) it will not, and will not permit any its Subsidiaries to, directly or indirectly, use the Investments or any proceeds thereof for any purpose which would breach any Anti-Corruption Laws in any jurisdiction in which any Covered Entity conducts business.
Sanctions; Anti-Corruption; Anti-Money Laundering. No HPS Party nor, to the Knowledge of any HPS Party, any of its officers, directors or employees (i) is a Sanctioned Person or (ii) is in violation of Anti-Corruption Laws, Anti-Money Laundering Laws, or Sanctions. No HPS Party conducts business or completes transactions with any Sanctioned Person or with or in any Sanctioned Country.
Sanctions; Anti-Corruption; Anti-Money Laundering. Permit the Borrower or any Restricted Subsidiary to use the proceeds, directly or indirectly, of any borrowing or proceeds of any other extension of credit hereunder or lend, contribute or otherwise make available such proceeds to any Subsidiary, Affiliate, joint venture partner or other person or entity, or conduct its business in a manner that (i) would violate Anti-Corruption Laws, (ii) fund any activities of or business with any individual or entity that, at the time of such funding, is (A) the subject of Sanctions or (B) in any Sanctioned Country, in each case, except to the extent permitted for a Person required to comply with Sanctions or (iii) to the knowledge of the Borrower will result in a violation by any individual or entity (including any individual or entity participating in the financing transaction contemplated by this Agreement, whether as a Lender, Administrative Agent or otherwise) of any Anti-Corruption Laws or Sanctions.
Sanctions; Anti-Corruption; Anti-Money Laundering. The Exela Parties and their respective employees, Affiliates and agents shall:
(i) not conduct any business or engage in any transaction or dealing of, with or involving any Blocked Person,
(ii) comply with (A) Anti-Corruption Laws or applicable Sanctions, or (B) in any material respect, Anti-Money Laundering Laws or Export Controls, and
(iii) continue to maintain and enforce policies and procedures designed to promote and achieve compliance by the Borrower and its directors, officers, employees and agents with Anti-Corruption Laws, Anti-Money Laundering Laws, Export Controls and applicable Sanctions. The Initial Servicer shall deliver to the Lenders any certification or other evidence requested from time to time by any Lender in its sole discretion, confirming the Initial Servicer’s compliance herewith.
Sanctions; Anti-Corruption; Anti-Money Laundering shall prove to have been untrue or misleading in any respect as of the date made; or (ii) any (A) representation or warranty made by the Sponsor or the Relevant Parties in the Loan Documents, or (B) certificate or any Financial Statement made or prepared by, under the control of or on behalf of the Sponsor or the Relevant Parties and furnished to the Administrative Agent or any Lender pursuant to this Agreement or any other Loan Document (including, without limitation, in a certificate of an Authorized Officer of the Sponsor or Relevant Party delivered pursuant to the Loan Documents) shall prove to have been untrue or misleading in any material respect as of the date made, [***] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED SEPARATELY WITH THE COMMISSION. provided, however, with respect to this clause (ii), that if any such misstatement is capable of being remedied and has not caused a Material Adverse Effect, the Borrower may correct such misstatement by curing such misstatement (or the effect thereof) and delivering a written correction of such misstatement to the Administrative Agent, in the form and substance satisfactory to the Administrative Agent (acting on the written instructions of the Majority Lenders), within thirty (30) days of (x) obtaining Knowledge of such misstatement or (y) receipt by the Borrower of written notice from the Administrative Agent of such default; provided, further, that no Event of Default shall occur in respect of a misrepresentation regarding any Eligible Project to the extent that Borrower has made a mandatory prepayment in respect of such Project pursuant to Section 3.04(c);
