Common use of Sanctions Compliance Clause in Contracts

Sanctions Compliance. Each of Moody’s and Client represents and warrants to the other party that it is not: (a) subject to asset freeze sanctions imposed by the United States, United Kingdom, Switzerland, European Union, United Nations, or any other governmental authority having jurisdiction over the parties to this Agreement, nor is it Controlled by any such person(s) whether individually or collectively; (b) subject to any other applicable economic or financial sanctions or export restrictions which prohibit the provision by Moody’s of the products or services under this Agreement, nor is it Controlled by any such person(s) whether individually or in the aggregate; (c) located, organized, established, headquartered in, or, if a natural person, ordinarily resident, in, or a citizen or national of, a country or territory that is or becomes subject to comprehensive geographic sanctions imposed by the U.S. Government (as of the date of this Agreement, Cuba, North Korea, Iran, Syria, and the Crimea, Donetsk and Luhansk regions of Ukraine). Each party agrees that it will promptly notify the other party if it learns that any warranty made herein is no longer accurate. Additionally, Client shall not (i) supply, or make available (whether directly or indirectly), any Moody’s products, data or services to any person that meets the criteria set forth in clause (a), (b), or (c) above (each a “Prohibited Entity”), or use Moody’s products, data or services for the benefit of, or for any transaction involving any Prohibited Entity; (ii) supply to Moody’s any data related to any Prohibited Entity, (iii) supply, or make available (whether directly or indirectly), Moody’s products, data or services to any person located, organized, established or headquartered in, or if a natural person, ordinarily resident in, or a citizen or national of, a country or territory where the provision of such products, data or services, by Moody’s or otherwise, would be prohibited; or (iv) use Moody’s products, data or services in a manner that would violate any applicable law or regulation. For the avoidance of doubt, the foregoing prohibitions apply notwithstanding any terms in the Order Form, addendum or other writing, whether express or implied. Accordingly, even if the scope of a usage right granted in the Order Form, addendum or any other writing would otherwise include a Prohibited Entity, the prohibitions herein shall prevail. For the purposes of this provision, “person” means any natural or legal person. If Client is in breach of this provision, or Moody’s determines that it is prohibited by any applicable law or regulation from providing products or services under this Agreement, or Moody’s determines that it will cease providing any or all products or services in any country or territory in which this Agreement is to be performed, in addition to any other rights or remedies it may have, Moody’s may immediately terminate or suspend performance under the Agreement without regard to any cure period that might otherwise apply. Client shall not supply, or make available (whether directly or indirectly), any of the products or services to any natural person or entity located, organized, established, headquartered, or ordinarily resident in Russia.

Sanctions Compliance. Each of Moody’s and Client represents and warrants to the other party that it is not: (a) subject to asset freeze sanctions imposed by the United States, United Kingdom, Switzerland, European Union, United Nations, or any other governmental authority having jurisdiction over the parties to this Agreement, nor is it Controlled by any such person(s) whether individually or collectively; (b) subject to any other applicable economic or financial sanctions or export restrictions which prohibit the provision by Moody’s of the products or services under this Agreement, nor is it Controlled by any such person(s) whether individually or in the aggregate; (c) located, organized, established, headquartered in, or, if a natural person, ordinarily resident, in, or a citizen or national of, a country or territory that is or becomes subject to comprehensive geographic sanctions imposed by the U.S. Government (as of the date of this Agreement, Cuba, North Korea, Iran, Syria, and the Crimea, Donetsk and Luhansk regions of Ukraine). Each party agrees that it will promptly notify the other party if it learns that any warranty made herein is no longer accurate. Additionally, Client shall not (i) supply, or make available (whether directly or indirectly), any Moody’s products, data or services to any person that meets the criteria set forth in clause (a), (b), or (c) above (each a “Prohibited Entity”), or use Moody’s products, data or services for the benefit of, or for any transaction involving any Prohibited Entity; (ii) supply to Moody’s any data related to any Prohibited Entity, (iii) supply, or make available (whether directly or indirectly), Moody’s products, data or services to any person located, organized, established or headquartered in, or if a natural person, ordinarily resident in, or a citizen or national of, a country or territory where the provision of such products, data or services, by Moody’s or otherwise, would be prohibited; or (iv) use Moody’s products, data or services in a manner that would violate any applicable law or regulation. For the avoidance of doubt, the foregoing prohibitions apply notwithstanding any terms in the Order Form, addendum or other writing, whether express or implied. Accordingly, even if the scope of a usage right granted in the Order Form, addendum or any other writing would otherwise include a Prohibited Entity, the prohibitions herein shall prevail. For the purposes of this provision, “person” means any natural or legal person. If Client is in breach of this provision, or Moody’s determines that it is prohibited by any applicable law or regulation from providing products or services under this Agreement, or Moody’s determines that it will cease providing any or all products or services in any country or territory in which this Agreement is to be performed, in addition to any other rights or remedies it may have, Moody’s may immediately terminate or suspend performance under the Agreement without regard to any cure period that might otherwise apply. Client shall not supply, or make available (whether directly or indirectly), any of the products or services to any natural person or entity located, organized, established, headquartered, or ordinarily resident in Russia.

Sanctions Compliance. Each of Moody’s and Client represents and warrants to the other party that it is not: (a) subject to asset freeze sanctions imposed by the United States, United Kingdom, Switzerland, European Union, United Nations, or any other governmental authority having jurisdiction over the parties to this Agreement, nor is it Controlled by any such person(s) whether individually or collectively; (b) subject to any other applicable economic or financial sanctions or export restrictions which prohibit the provision by Moody’s of the products or services under this Agreement, nor is it Controlled by any such person(s) whether individually or in the aggregate; (c) located, organized, established, headquartered in, or, if a natural person, ordinarily resident, in, or a citizen or national of, a country or territory that is or becomes subject to comprehensive geographic sanctions imposed by the U.S. Government (as of the date of this Agreement, Cuba, North Korea, Iran, Syria, and the Crimea, Donetsk and Luhansk regions of Ukraine). Each party agrees that it will promptly notify the other party if it learns that any warranty made herein is no longer accurate. Additionally, Client shall not (i) supply, or make available (whether directly or indirectly), any Moody’s products, data or services to any person that meets the criteria set forth in clause (a), (b), or (c) above (each a “Prohibited Entity”), or use Moody’s products, data or services for the benefit of, or for any transaction involving any Prohibited Entity; (ii) supply to Moody’s any data related to any Prohibited Entity, (iii) supply, or make available (whether directly or indirectly), Moody’s products, data or services to any person located, organized, established or headquartered in, or if a natural person, ordinarily resident in, or a citizen or national of, a country or territory where the provision of such products, data or services, by Moody’s or otherwise, would be prohibited; or (iv) use Moody’s products, data or services in a manner that would violate any applicable law or regulation. For the avoidance of doubt, the foregoing prohibitions apply notwithstanding any terms in the Order Form, addendum or other writing, whether express or implied. Accordingly, even if the scope of a usage right granted in the Order Form, addendum or any other writing would otherwise include a Prohibited Entity, the prohibitions herein shall prevail. For the purposes of this provision, “person” means any natural or legal person. If Client is in breach of this provision, or Moody’s determines that it is prohibited by any applicable law or regulation from providing products or services under this Agreement, or Moody’s determines that it will cease providing any or all products or services in any country or territory in which this Agreement is to be performed, in addition to any other rights or remedies it may have, Moody’s may immediately terminate or suspend performance under the Agreement without regard to any cure period that might otherwise apply. Client shall not supply, or make available (whether directly or indirectly), any of the products or services to any natural person or entity located, organized, established, headquartered, or ordinarily resident in Russia.’s

Sanctions Compliance. Each of Moody’s and Client represents and warrants to the other party that it is not: (a) subject to asset freeze sanctions imposed by the United States, United Kingdom, Switzerland, European Union, United Nations, or any other governmental authority having jurisdiction over the parties to this Agreement, nor is it Controlled owned or controlled by any such person(s) whether individually or collectively; (b) subject to any other applicable economic or financial sanctions or export restrictions which prohibit the provision by Moody’s of the products or services under this Agreement, nor is it Controlled owned or controlled by any such person(s) whether individually or in the aggregate; (c) located, organized, established, headquartered in, or, if a natural person, ordinarily resident, in, or a citizen or national of, a country or territory that is or becomes subject to comprehensive geographic sanctions imposed by the U.S. Government (as of the date of this Agreement, Cuba, North Korea, Iran, Syria, and the Crimea, Donetsk and Luhansk regions of Ukraine). Each party agrees that it will promptly notify the other party if it learns that any warranty made herein is no longer accurate. Additionally, Client shall not (i) supply, or make available (whether directly or indirectly), any Moody’s products, data or services to any person that meets the criteria set forth in clause (a), (b), or (c) above (each a “Prohibited Entity”), or use Moody’s products, data or services for the benefit of, or for any transaction involving any Prohibited Entity; (ii) supply to Moody’s any data related to any Prohibited Entity, (iii) supply, or make available (whether directly or indirectly), Moody’s products, data or services to any person located, organized, established or headquartered in, or if a natural person, ordinarily resident in, or a citizen or national of, a country or territory where the provision of such products, data or services, by Moody’s or otherwise, would be prohibited; or (iv) use Moody’s products, data or services in a manner that would violate any applicable law or regulation. For the avoidance of doubt, the foregoing prohibitions apply notwithstanding any terms in the Order Form, addendum or other writing, whether express or implied. Accordingly, even if the scope of a usage right granted in the Order Form, addendum or any other writing would otherwise include a Prohibited Entity, the prohibitions herein shall prevail. For the purposes of this provision, “person” means any natural or legal person. If Client is in breach of this provision, or Moody’s determines that it is prohibited by any applicable law or regulation from providing products or services under this Agreement, or Moody’s determines that it will cease providing any or all products or services in any country or territory in which this Agreement is to be performed, in addition to any other rights or remedies it may have, Moody’s may immediately terminate or suspend performance under the Agreement without regard to any cure period that might otherwise apply. Client shall not supply, or make available (whether directly or indirectly), any of the products or services to any natural person or entity located, organized, established, headquartered, or ordinarily resident in Russia.,

Sanctions Compliance. Each of Moody’s and Client represents and warrants to the other party that it is not: (a) subject to asset freeze sanctions imposed by the United States, United Kingdom, Switzerland, European Union, United Nations, or any other governmental authority having jurisdiction over the parties to this Agreement, nor is it Controlled by any such person(s) whether individually or collectively; (b) subject to any other applicable economic or financial sanctions or export restrictions which prohibit the provision by Moody’s of the products or services under this Agreement, nor is it Controlled by any such person(s) whether individually or in the aggregate; (c) located, organized, established, headquartered in, or, if a natural person, ordinarily resident, in, or a citizen or national of, a country or territory that is or becomes subject to comprehensive geographic sanctions imposed by the U.S. Government (as of the date of this Agreement, Cuba, North Korea, Iran, Syria, and the Crimea, Donetsk and Luhansk regions of Ukraine). Each party agrees that it will promptly notify the other party if it learns that any warranty made herein is no longer accurate. Additionally, Client shall not (i) supply, or make available (whether directly or indirectly), any Moody’s products, data or services to any person that meets the criteria set forth in clause (a), (b), or (c) above (each a “Prohibited Entity”), or use Moody’s products, data or services for the benefit of, or for any transaction involving any Prohibited Entity; (ii) supply to Moody’s any data related to any Prohibited Entity, (iii) supply, or make available (whether directly or indirectly), Moody’s products, data or services to any person located, organized, established or headquartered in, or if a natural person, ordinarily resident in, or a citizen or national of, a country or territory where the provision of such products, data or services, by Moody’s or otherwise, would be prohibited; or (iv) use Moody’s products, data or services in a manner that would violate any applicable law or regulation. For the avoidance of doubt, the foregoing prohibitions apply notwithstanding any terms in the Order Form, addendum or other writing, whether express or implied. Accordingly, even if the scope of a usage right granted in the Order Form, addendum or any other writing would otherwise include a Prohibited Entity, the prohibitions herein shall prevail. For the purposes of this provision, “person” means any natural or legal person. If Client is in breach of this provision, or Moody’s determines that it is prohibited by any applicable law or regulation from providing products or services under this Agreement, or Moody’s determines that it will cease providing any or all products or services in any country or territory in which this Agreement is to be performed, in addition to any other rights or remedies it may have, Moody’s may immediately terminate or suspend performance under the Agreement without regard to any cure period that might otherwise apply. Client shall not supply, or make available (whether directly or indirectly), any of the products or services to any natural person or entity located, organized, established, headquartered, or ordinarily resident in Russia.

Sanctions Compliance. Each of Moody’s and Client represents and warrants to the other party that it is not: (a) subject to asset freeze sanctions imposed by the United States, United Kingdom, Switzerland, European Union, United Nations, or any other governmental authority having jurisdiction over the parties to this Agreement, nor is it Controlled by any such person(s) whether individually or collectively; (b) subject to any other applicable economic or financial sanctions or export restrictions which prohibit the provision by Moody’s of the products or services under this Agreement, nor is it Controlled by any such person(s) whether individually or in the aggregate; (c) located, organized, established, headquartered in, or, if a natural person, ordinarily resident, in, or a citizen or national of, a country or territory that is or becomes subject to comprehensive geographic sanctions imposed by the U.S. Government (as of the date of this Agreement, Cuba, North Korea, Iran, Syria, and the Crimea, Donetsk and Luhansk regions of Ukraine). Each party agrees that it will promptly notify the other party if it learns that any warranty made herein is no longer accurate. Additionally, Client shall not (i) supply, or make available (whether directly or indirectly), any Moody’s products, data or services to any person that meets the criteria set forth in clause (a), (b), or (c) above (each a “Prohibited Entity”), or use Moody’s products, data or services for the benefit of, or for any transaction involving any Prohibited Entity; (ii) supply to Moody’s any data related to any Prohibited Entity, (iii) supply, or make available (whether directly or indirectly), Moody’s products, data or services to any person located, organized, established or headquartered in, or if a natural person, ordinarily resident in, or a citizen or national of, a country or territory where the provision of such products, data or services, by Moody’s or otherwise, would be prohibited; or (iv) use Moody’s products, data or services in a manner that would violate any applicable law or regulation. For the avoidance of doubt, the foregoing prohibitions apply notwithstanding any terms in the Order Form, addendum or other writing, whether express or implied. Accordingly, even if the scope of a usage right granted in the Order Form, addendum or any other writing would otherwise include a Prohibited Entity, the prohibitions herein shall prevail. For the purposes of this provision, “person” means any natural or legal person. If Client is in breach of this provision, or Moody’s determines that it is prohibited by any applicable law or regulation from providing products or services under this Agreement, or Moody’s determines that it will cease providing any or all products or services in any country or territory in which this Agreement is to be performed, in addition to any other rights or remedies it may have, Moody’s may immediately terminate or suspend performance under the Agreement without regard to any cure period that might otherwise apply. Client shall not supply, or make available (whether directly or indirectly), any of the products or services to any natural person or entity located, organized, established, headquartered, or ordinarily resident in Russia.scope