Sanctions, Anti-Corruption Laws and USA Patriot Act Sample Clauses

Sanctions, Anti-Corruption Laws and USA Patriot Act. The use of the proceeds of the Loans does not violate, and will not cause a violation by any person of, any Applicable Anti-Corruption Laws, Anti- Terrorism and Money Laundering Laws, or Sanctions, and none of the Obligors, the Sponsor or any of their respective Affiliates, nor, to the Knowledge of the Obligors, any of their respective directors, officers or employees, is: (i) the target of Sanctions administered by the United States, including by OFAC and by the US Department of State, the European Union, any EU member state, or His Majesty’s Treasury of the United Kingdom; (ii) a Person listed in any Sanctions-related list of sanctioned Persons maintained by the United States, including by OFAC and the U.S. Department of State, by the United Nations Security Council, the European Union, any EU member state, or the His Majesty’s Treasury of the United Kingdom; (iii) a Person located, organized or resident in a country, territory, or region that is, or whose government is, the target of Sanctions under OFAC or by the US Department of State, the European Union, any EU member state, or His Majesty’s Treasury or the United Kingdom (as of the date of this Agreement, Cuba, Iran, North Korea, Syria, the Crimea region of Ukraine, the so-called Donetsk People’s Republic and the so-called Luhansk People’s Republic, and the non- government controlled areas of Ukraine in the oblasts of Zaporizhzhia and Kherson); (iv) a Person owned or controlled by a Person or Persons, country, territory, or region in (i) through (iii) (each such person in (i) through (iv), a “Sanctioned Person”); or (v) the subject of any action or investigation by any Governmental Authority with respect to any actual or alleged violation of any Applicable Anti-Corruption Laws, Anti-Terrorism and Money Laundering Laws, or Sanctions. The Obligors and the Sponsor, and, to the Knowledge of the Obligors, their respective Affiliates, directors, officers and employees, are in material compliance with Applicable Anti-Corruption Laws, Anti-Terrorism and Money Laundering Laws, and Sanctions. The Obligors and the Sponsor and, to the Knowledge of the Obligors, their respective Affiliates have instituted and maintain policies and procedures reasonably designed to promote compliance with Applicable Anti- Corruption Laws, Anti-Terrorism and Money Laundering Laws, and Sanctions.
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  • Amendments This Agreement may not be amended, modified or waived as to any particular provision, except by a written instrument executed by all parties hereto.

  • Definitions As used in this Agreement, the following terms shall have the following meanings:

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • Insurance The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.

  • Representations and Warranties Borrower represents and warrants as follows:

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  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

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