Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. (a) None of Holdings or any of its Subsidiaries, nor, to the knowledge of Holdings, any Affiliate, director, officer agent or employee of any of the foregoing, is (i) the target of any Sanctions or (ii) organized in, resident in, or doing business within a Sanctioned Country; and the Borrower will not directly or, to the knowledge of the Borrower, indirectly use the proceeds of the Loan or otherwise directly or, knowingly, indirectly make available such proceeds to any Person for the purpose of financing the activities or business of any Person, or in any Sanctioned Country, except to the extent permissible for a Person required to comply with Sanctions.
Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. (a) No Loan Party, none of its Subsidiaries and, to the knowledge of each Loan Party, none of its controlled Affiliates and none of the respective officers, directors, brokers or agents of such Loan Party, such Subsidiary or controlled Affiliate (i) has violated or is in violation of Anti-Terrorism Laws or Anti-Corruption Laws or (ii) has engaged or engages in any transaction, investment, undertaking or activity that conceals the identity, source or destination of the proceeds from any category of offenses designated in the “Forty Recommendations” and “Nine Special Recommendations” published by the Organisation for Economic Co-operation and Development’s Financial Action Task Force on Money Laundering.
Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. The Loan Parties, their Subsidiaries and (to the Knowledge of any Loan Party) their respective Affiliates, Directors, officers, employees and agents, are in compliance with Anti-Corruption Laws and applicable Sanctions in all material respects. None of the Loan Parties or their Subsidiaries nor (to the Borrower’s Knowledge) any Director, officer, employee, agent or Affiliate of any Loan Party or any Subsidiary, is or shall be (a) a Sanctioned Person, (b) engaged in any business with, or involved in making or receiving any contribution of funds, goods or services to or for the benefit of, a Sanctioned Person or a Sanctioned Country, in each case, in violation of Sanctions, or in any transaction that evades or avoids, or has the purpose of evading or avoiding, the prohibitions set forth in any Anti-Terrorism Law or Anti-Corruption Law, or (c) otherwise in violation of any Anti-Terrorism Law or Anti-Corruption Law. To the Knowledge of the Borrower, no agent or representative of any Loan Party or any Subsidiary that will act in any capacity in connection with or benefit from the Facilities has taken any action, directly or indirectly, that would result in a violation by such Persons of any Anti-Terrorism Laws, applicable Sanctions or Anti-Corruption Laws. The Loan Parties have instituted and maintain policies and procedures designed to promote and achieve continued compliance with Anti-Corruption Laws.
Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. Ensure that (i) none of the Borrower, any Subsidiary nor any Affiliate (other than an Excluded Affiliate) of the Borrower or any Subsidiary will become a Sanctioned Person, (ii) none of the Borrower, any Subsidiary nor any Affiliate (other than an Excluded Affiliate) of the Borrower or any Subsidiary, either in its own right or through any third party, will (A) have any of its assets in a country subject NAI-1513061749v11 57
Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. (a) No Consolidated Entity or any director, officer, employee, agent or, to the knowledge of a Responsible Officer of the Managing Member or any Borrower, any Affiliate of any Consolidated Entity is, or is owned or controlled by Persons that are, (i) the subject of any sanctions administered or enforced by OFAC, the U.S. Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”) or (ii) located, organized or resident in a country or territory that is, or whose government is, the subject of Sanctions (including, as of the Closing Date, Cuba, Iran, North Korea, Sudan and Syria).
Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. 4.27.1 The Borrower, each guarantor or pledgor of collateral, and each subsidiary of the foregoing (each, a “Covered Entity”) and, to the knowledge of the Borrower, their respective officers, employees, directors and agents acting in any capacity in connection with the Loan, are in compliance with, and have not engaged, and do not engage, in any dealings or transactions prohibited by, all applicable Anti-Corruption Laws, Anti-Terrorism Laws and Sanctions. No Covered Entity (i) is a Sanctioned Person, (ii) is a Person organized or resident in a Sanctioned Country, or (iii) is owned, directly or indirectly or Controlled by (including by virtue of such Person being a director or owning voting shares or interests), or acts, directly or indirectly, for or on behalf of, any Sanctioned Person or government of a Sanctioned Country such that the entry into, or performance under, this Agreement or any other Loan Document would be prohibited by U.S. law.
Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. (a) To the extent applicable to the Borrower or a Subsidiary, neither the Borrower nor such Subsidiary nor, to the knowledge of any Responsible Officer of the Borrower, any director, officer, employee, or Affiliate of the Borrower or any such Subsidiary (i) is a Sanctioned Person, (ii) has assets in Sanctioned Countries, (iii) derives any operating income from investments in, or transactions with, Sanctioned Persons or Sanctioned Countries, or (iv) is engaged in any transaction with any Sanctioned Person or a Person located in a Sanctioned Country. To the extent applicable to the Borrower or a Subsidiary, no part of the proceeds of any Loan hereunder will be used directly or, to the knowledge of any Responsible Officer, indirectly to fund any operations in, finance any investments or activities in or make any payments to, a Sanctioned Person or a Sanctioned Country.
Sanctions; Anti-Terrorism Laws; Anti-Corruption Laws. (a) No Company, nor any officer, director, or employee, and to the knowledge of the Loan Parties, none of the Companies’ respective Affiliates are in violation of any Legal Requirements relating to Anti-Terrorism Laws.
