Common use of Sanctions Compliance Clause in Contracts

Sanctions Compliance. Seller confirms as a condition of this Agreement and warrants to Buyer that it will, and it will cause each of its controlled Subsidiaries to, abide by all applicable economic sanctions laws and trade restrictions, administered or enforced from time to time by the United States, including those administered by OFAC or the U.S. Department of State (collectively “Sanctions”), In particular, Seller represents and warrants that neither it, nor any of the Seller or its respective Affiliates, officers, directors, partners, or members (i) is an entity or other person that: (a) appears on the “List of Specially Designated Nationals and Blocked Persons” (the “SDN List”) maintained by OFAC; (b) is operating in, organized in, a national of or ordinarily resident in a country or territory subject to comprehensive sanctions, programs administered and enforced by OFAC, currently including, Cuba, Iran, Syria, North Korea, and the Crimean, Donetsk and Luhansk regions of Ukraine (“Sanctioned Jurisdiction”); (c) is otherwise the target of any Sanctions, including but not limited to U.S. Executive Order 14024 issued on April 15, 2021, U.S. Executive Order 13662 issued on March 20, 2014, and any directives or designations issued pursuant thereto; or (d) is directly or indirectly owned 50% or more in the aggregate, or controlled by or acting for or on behalf of entities or other persons described in clauses (a) through (c), above (any and all entities or other persons described in clauses (a) through (d) above are “Prohibited Persons”); (ii) engaged or engages in any dealings or transactions with or involving any Prohibited Persons or Sanctioned Jurisdiction; and (iii) otherwise engaged or engages in any dealings or transactions in violation of Sanctions. Neither Seller nor any of its Affiliates, officers, directors, partners, or members shall be included on the SDN List, the U.K. Sanctions List, or the E.U. Consolidated Financial Screening List.

Sanctions Compliance. Seller confirms as a condition of this Agreement agreement and warrants to Buyer that it will, and it will cause each of its controlled Subsidiaries Affiliate to, abide by all applicable economic sanctions laws and trade restrictions, administered or enforced from time to time by the United States, including those administered by OFAC or and the U.S. Department of State (collectively “Sanctions”), . In particular, Seller represents and warrants that neither it, nor any of the Seller or its respective Affiliates, officers, directors, partners, or members (i) is an entity or other person that: (a) appears on the “List of Specially Designated Nationals and Blocked Persons” (the “SDN List”) maintained by OFAC; (b) is operating in, organized in, a national of or ordinarily resident in a country or territory subject to comprehensive sanctions, sanctions programs administered and enforced by OFAC, currently including, Cuba, Iran, Syria, North Korea, and the Crimean, Donetsk and Luhansk regions of Ukraine (“Sanctioned Jurisdiction”); (c) is otherwise the target of any Sanctions, including but not limited to U.S. Executive Order 14024 issued on April 15, 2021, U.S. Executive Order 13662 issued on March 20, 2014, and any directives or designations issued pursuant thereto; or (d) is directly or indirectly owned 50% or more in the aggregate, or controlled by or acting for or on behalf of entities or other persons described in clauses (a) through (c), above (any and all entities or other persons described in clauses (a) through (d) above are “Prohibited Persons”); (ii) engaged or engages in any dealings or transactions with or involving any Prohibited Persons or Sanctioned Jurisdiction; and (iii) otherwise engaged or engages in any dealings or transactions in violation of Sanctions. Neither Seller nor any of its Affiliates, officers, directors, partners, or members shall be included on the SDN List, the U.K. Sanctions List, or the E.U. Consolidated Financial Screening List.

Sanctions Compliance. Seller confirms as a condition of this Agreement agreement and warrants to Buyer that it will, and it will cause each of its controlled Subsidiaries Affiliate to, abide by all applicable economic sanctions laws and trade restrictions, administered or enforced from time to time by the United States, including those administered by OFAC or the U.S. Department of State (collectively “Sanctions”), In particular, Seller represents and warrants that neither it, nor any of the Seller or its respective Affiliates, officers, directors, partners, or members (i) is an entity or other person that: (a) appears on the “List of Specially Designated Nationals and Blocked Persons” (the “SDN List”) maintained by OFAC; (b) is operating in, organized in, a national of or ordinarily resident in a country or territory subject to comprehensive sanctions, programs administered and enforced by OFAC, currently including, Cuba, Iran, Syria, North Korea, and the Crimean, Donetsk and Luhansk regions of Ukraine (“Sanctioned Jurisdiction”); (c) is otherwise the target of any Sanctions, including but not limited to U.S. Executive Order 14024 issued on April 15, 2021, U.S. Executive Order 13662 issued on March 20, 2014, and any directives or designations issued pursuant thereto; or (d) is directly or indirectly owned 50% or more in the aggregate, or controlled by or acting for or on behalf of entities or other persons described in clauses (a) through (c), above (any and all entities or other persons described in clauses (a) through (d) above are “Prohibited Persons”); (ii) engaged or engages in any dealings or transactions with or involving any Prohibited Persons or Sanctioned Jurisdiction; and (iii) otherwise engaged or engages in any dealings or transactions in violation of Sanctions. Neither Seller nor any of its Affiliates, officers, directors, partners, or members shall be included on the SDN List, the U.K. Sanctions List, or the E.U. Consolidated Financial Screening List.

Sanctions Compliance. Seller confirms as a condition of this Agreement and warrants to Buyer that it will, and it will cause each of its controlled Subsidiaries to, abide by all LEGAL02/43457575v11 applicable economic sanctions laws and trade restrictions, administered or enforced from time to time by the United States, including those administered by OFAC or the U.S. Department of State (collectively “Sanctions”), In particular, Seller represents and warrants that neither it, nor any of the Seller or its respective Affiliates, officers, directors, partners, or members (i) is an entity or other person that: (a) appears on the “List of Specially Designated Nationals and Blocked Persons” (the “SDN List”) maintained by OFAC; (b) is operating in, organized in, a national of or ordinarily resident in a country or territory subject to comprehensive sanctions, programs administered and enforced by OFAC, currently including, Cuba, Iran, Syria, North Korea, and the Crimean, Donetsk and Luhansk regions of Ukraine (“Sanctioned Jurisdiction”); (c) is otherwise the target of any Sanctions, including but not limited to U.S. Executive Order 14024 issued on April 15, 2021, U.S. Executive Order 13662 issued on March 20, 2014, and any directives or designations issued pursuant thereto; or (d) is directly or indirectly owned 50% or more in the aggregate, or controlled by or acting for or on behalf of entities or other persons described in clauses (a) through (c), above (any and all entities or other persons described in clauses (a) through (d) above are “Prohibited Persons”); (ii) engaged or engages in any dealings or transactions with or involving any Prohibited Persons or Sanctioned Jurisdiction; and (iii) otherwise engaged or engages in any dealings or transactions in violation of Sanctions. Neither Seller nor any of its Affiliates, officers, directors, partners, or members shall be included on the SDN List, the U.K. Sanctions List, or the E.U. Consolidated Financial Screening List.