Common use of Sanctions Laws Clause in Contracts

Sanctions Laws. None of the Company nor any of its subsidiaries or, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company and its subsidiaries is currently the subject or target of any sanctions administered or enforced by the Office of Foreign Assets Control of the U.S. Treasury Department (“OFAC”) or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”, the United Nations Security Council, the European Union, His Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor, with the exception of OIS International Limited – Qeshm Free Area (Qeshm/Iran), is the Company or any of its subsidiaries located, organized or resident in a country or territory that is itself the subject or target of comprehensive Sanctions, including, without limitation, the Crimea Region and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of Ukraine, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, Cuba, Iran, North Korea and Syria (each, a “Sanctioned Country”); and the Company will not directly or indirectly use the proceeds of the offering of the Securities hereunder, or lend, contribute or otherwise make available such proceeds to any subsidiary, any joint venture partner or any other person or entity, (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or target of Sanctions, (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as underwriter, initial purchaser, advisor, investor or otherwise) of Sanctions. For the past five years, the Company and its subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

Appears in 1 contract

Samples: Registration Rights Agreement (Oceaneering International Inc)

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Sanctions Laws. None of the Company No Plains Entity or GP Entity, nor any of its subsidiaries their respective subsidiaries, directors or officers, nor any employee, affiliate or, to the knowledge Issuers’ knowledge, agent of the CompanyPlains Entities, the GP Entities or any directorof their respective subsidiaries, officeris an individual or entity (“Person”) that is, agentor is 50% or more owned or controlled by a Person that is, employee or affiliate of the Company and its subsidiaries is currently the subject or the target of any sanctions administered or enforced by the U.S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Treasury Department (“OFAC”) or the U.S. Department of State Department, and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council, the European UnionUnion and any of its member states, His Majesty’s Treasury, or any other relevant applicable sanctions laws or authority (collectively, “Sanctions”), nornor are any of the Plains Entities, with the exception of OIS International Limited – Qeshm Free Area (Qeshm/Iran), is the Company GP Entities or any of its their respective subsidiaries located, organized or resident in a country or territory that is itself the subject or the target of comprehensive Sanctions, including, without limitation, the Crimea Region and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of Ukraine, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, Cuba, Iran, North Korea and Syria (each, a “Sanctioned Country”); and the Company Issuers will not knowingly directly or indirectly use the proceeds of the offering of the Securities hereunderoffering, or lend, contribute or otherwise make available such proceeds to any subsidiary, any joint venture partner or any other person or entity, Person (i) to fund or facilitate any activities or business of or business with any person Person that, at the time of such funding or facilitation, is the subject or the target of any Sanctions in violation of applicable Sanctions, (ii) to fund or facilitate any activities of or business in any Sanctioned Country in violation of applicable Sanctions, or (iii) in any other manner that will result in a violation of any Sanctions by any person Person (including any person Person participating in the transactionoffering, whether as underwriter, initial purchaser, underwriter, advisor, investor or otherwise) ). Each Plains Entity, GP Entity and each of Sanctions. For the past five years, the Company and its their respective subsidiaries have not knowingly for the last five years engaged in in, and are not now knowingly engaged in in, any dealings or transactions with any person Person that at the time of the dealing or transaction is or was the subject or the target of any Sanctions or with any Sanctioned Country, in each case in violation of applicable Sanctions.

Appears in 1 contract

Samples: Underwriting Agreement (Plains All American Pipeline Lp)

Sanctions Laws. None of Neither the Company nor any of its subsidiaries ornor, to the knowledge of the Company’s Knowledge, any director, officer, agent, employee or affiliate of the Company and or any of its subsidiaries (i) is, or is controlled or 50% or more owned in the aggregate by or is acting on behalf of, one or more individuals or entities that are currently the subject or target of any sanctions administered or enforced by the United States (including any administered or enforced by the Office of Foreign Assets Control of the U.S. Department of the Treasury Department (“OFAC”) or ), the U.S. Department of State or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, His a member state of the European Union (including sanctions administered or enforced by Her Majesty’s Treasury, Treasury of the United Kingdom) or other relevant sanctions authority (collectively, “Sanctions” and such persons, “Sanctioned Persons” and each such person, a “Sanctioned Person”), nor, with the exception of OIS International Limited – Qeshm Free Area (Qeshm/Iran), ii) is the Company or any of its subsidiaries located, organized or resident in a country or territory that is itself is, or whose government is, the subject of Sanctions that broadly prohibit dealings with that country or target of comprehensive Sanctionsterritory (collectively, including, without limitation, the Crimea Region “Sanctioned Countries” and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of Ukraine, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, Cuba, Iran, North Korea and Syria (each, a “Sanctioned Country”); and the Company will not ) or (iii) will, directly or indirectly indirectly, use the proceeds of the offering of the Securities hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any subsidiary, any joint venture partner or any other person individual or entity, (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or target of Sanctions, (ii) to fund or facilitate any activities of or business entity in any Sanctioned Country or (iii) in any other manner that will would result in a violation by of any person Sanctions by, or would result in the imposition of Sanctions against, any individual or entity (including any person individual or entity participating in the transactionoffering, whether as underwriter, initial purchaser, advisor, investor or otherwise) of Sanctions). For the past five years, Neither the Company and nor any of its subsidiaries have not knowingly engaged in and are not now knowingly has engaged in any dealings or transactions with any person that at or for the time benefit of the dealing or transaction is or was the subject or the target of Sanctions a Sanctioned Person, or with or in a Sanctioned Country, in the preceding three (3) years, nor does the Company or any of its subsidiaries have any plans to engage in dealings or transactions with or for the benefit of a Sanctioned Person, or with or in a Sanctioned Country.

Appears in 1 contract

Samples: Investment Agreement (CRISPR Therapeutics AG)

Sanctions Laws. None of Neither the Company nor any of its subsidiaries orsubsidiaries, directors or officers, nor, to the knowledge of the CompanyCompany or any of the Guarantors, any directoremployees, officeragents, agentaffiliates, employee or affiliate other person associated with or acting on behalf of the Company and or any of its subsidiaries is currently the subject or the target of any sanctions administered or enforced by the U.S. government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury Department (“OFAC”) or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council, the European Union, His Her Majesty’s Treasury, Treasury or other relevant sanctions authority authority, or any orders or licenses issued under any of the foregoing (collectively, “Sanctions”), nor, with the exception of OIS International Limited – Qeshm Free Area (Qeshm/Iran), nor is the Company or any of its subsidiaries located, organized or resident in a country or territory that is itself the subject or the target of comprehensive Sanctions, Sanctions (including, without limitation, the Crimea Region and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of UkraineCuba, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, CubaCrimea, Iran, North Korea and Syria (each, a “Sanctioned Country”); and the ). The Company will not not, directly or indirectly indirectly, use any of the proceeds of the offering of the Securities hereunderoffering, or lend, contribute or otherwise make available any such proceeds to any subsidiary, any joint venture partner or any other person or entity, (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or target of any Sanctions, (ii) to fund or facilitate any activities of or any business in any Sanctioned Country or (iii) in any other manner that will could reasonably be expected to result in a violation by any person (including any person participating in the transaction, whether as underwriter, initial purchaser, advisor, investor or otherwise) of any Sanctions. For the past five years, none of the Company and or any of its subsidiaries have not has knowingly engaged in and are not or is now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of any Sanctions or with any Sanctioned Country.

Appears in 1 contract

Samples: Purchase Agreement (World Acceptance Corp)

Sanctions Laws. None of Neither the Company nor any of its subsidiaries ornor, to the knowledge of the Company, any director, officer, agent, employee employee, affiliate or affiliate other person associated with or acting on behalf of the Company and or any of its subsidiaries is currently the subject or the target of any sanctions administered or enforced by the Office of Foreign Assets Control of U.S. government (including, without limitation, the U.S. Treasury Department (“OFAC”) OFAC or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council, the European Union, His Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor, with the exception of OIS International Limited – Qeshm Free Area (Qeshm/Iran), nor is the Company or any of its subsidiaries located, organized or resident in a country or territory that is itself the subject or target of comprehensive Sanctions, including, without limitation, the Crimea Region and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of Ukraine, the so-called Donetsk People’s Republic, the so-called Luhansk People’s RepublicCrimea, Cuba, Iran, North Korea Korea, Sudan and Syria (each, a “Sanctioned Country”); and the Company will not directly or indirectly use the proceeds of the offering of the Securities hereunder, or lend, contribute or otherwise make available such proceeds to any subsidiary, any joint venture partner or any other person or entity, entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or target of Sanctions, (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as underwriter, initial purchaser, advisor, investor or otherwise) of Sanctions. For the past five years, the Company and its subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

Appears in 1 contract

Samples: Underwriting Agreement (Sinclair Broadcast Group Inc)

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Sanctions Laws. None of Neither the Company nor any of its subsidiaries ornor, to the knowledge of the Company, any Acquired Company or any director, officer, agent, employee or controlled affiliate of the Company and Company, any of its subsidiaries or any Acquired Company (i) is, or is controlled or 50% or more owned by or is acting on behalf of, an individual or entity that is currently the subject or target of to any sanctions administered or enforced by the United States (including any administered or enforced by the Office of Foreign Assets Control of the U.S. Treasury Department (“OFAC”) or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, the United Kingdom (including sanctions administered or enforced by His Majesty’s Treasury, ) or other relevant U.S., U.K., U.N. or E.U. sanctions authority (collectively, “Sanctions” and such persons, “Sanctioned Persons”), nor, with the exception of OIS International Limited – Qeshm Free Area (Qeshm/Iran), ii) is the Company or any of its subsidiaries located, organized or resident in a country or territory that is itself is, or whose government is, the subject or target of comprehensive Sanctions, includingcomprising Cuba, without limitationIran, North Korea, Syria, the Crimea Region region and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of Ukraine, the so-called Donetsk People’s Republic, Republic and the so-called Luhansk People’s RepublicRepublic and any other Covered Region of Ukraine as may be identified by the Secretary of the Treasury, Cubain consultation with the Secretary of State, Iranpursuant to Executive Order 14065 (collectively, North Korea “Sanctioned Countries” and Syria (each, a “Sanctioned Country”); and the Company ) or (iii) will not directly or indirectly use the proceeds of the offering of the Securities hereunderSecurities, or lend, contribute or otherwise make available such proceeds to any subsidiary, any joint venture partner or any other person individual or entity, (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or target of Sanctions, (ii) to fund or facilitate any activities of or business entity in any Sanctioned Country or (iii) in any other manner that will would result in a violation by of any person Sanctions by, or could result in the imposition of Sanctions against, any individual or entity (including any person individual or entity participating in the transactionoffering, whether as underwriter, initial purchaser, advisor, investor or otherwise) of Sanctions. For the past five years, the Company and its subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country).

Appears in 1 contract

Samples: Underwriting Agreement (Campbell Soup Co)

Sanctions Laws. None of The Company represents that neither the Company nor any of its subsidiaries orDirectors, officers, Subsidiaries and to the knowledge of the Company, any director, officer, agent, employee or affiliate Affiliate or, any agent or representative of the Company and or any of its subsidiaries Subsidiaries: (i) is, or is owned or controlled by or 50% or more in the aggregate by or acting on behalf of, a Restricted Party; (ii) is currently the subject or target of any sanctions administered or enforced by the Office of Foreign Assets Control of the U.S. Treasury Department (“OFAC”) or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”, the United Nations Security Council, the European Union, His Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor, with the exception of OIS International Limited – Qeshm Free Area (Qeshm/Iran), is the Company or any of its subsidiaries located, organized or resident in a country or territory that is itself the subject or target of comprehensive Sanctions, including, without limitation, the Crimea Region and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of Ukraine, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, Cuba, Iran, North Korea and Syria (each, a “Sanctioned Country”); and the Company will not directly or indirectly use the proceeds of the offering of the Securities hereunder, or lend, contribute or otherwise make available such proceeds to any subsidiary, any joint venture partner or any other person or entity, (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or target of Sanctions, (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that have engaged in, are now engaged in, and will result in a violation by any person (including any person participating in the transactionengage in, whether as underwriter, initial purchaser, advisor, investor or otherwise) of Sanctions. For the past five years, the Company and its subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with or for the benefit of the Restricted Party, or in any person country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions; or (iii) is located, organised or resident in a country or territory that is, or whose government is, the subject of a general export, import, economic, financial investment Sanctions embargo (including without limitation, Burma / Myanmar, Cuba, Iran, Crimea, North Korea and Syria) that broadly prohibits dealings with that country or territory; or (iv) has received notice of or is aware of or has any reason to believe that it is or may become subject of any claim, action, suit, proceeding or investigation against it with respect to Sanctions by any Sanctions Authority. The Company shall not, and shall not permit or authorize any of its Affiliates, Directors, employees, officers, agents, representatives or any other person to, directly or indirectly, use, lend, make payments of, contribute or otherwise make available, all or any part of the proceeds of the transactions contemplated by this Agreement to any subsidiary, joint venture partner or any other individual or entity or fund facilities or any activities of business in a country against whom Sanctions have been imposed, in any manner that would result in a violation of any Sanctions by, or could result in the imposition of Sanctions against, any individual or entity (including any individual or entity participating in the offering, whether as an underwriter, advisor, investor or otherwise) or becoming a Restricted Party. None of the issue, sale, delivery and Allotment of the Rights Entitlements and the Rights Equity Shares, the execution, delivery and performance of this Agreement and the Engagement Letter, the Bankers to the Issue Agreement, the consummation of any other transaction contemplated under this Agreement and the Engagement Letter and the Bankers to the Issuer Agreement, or the target provision of services contemplated by this Agreement to the Company will result in a violation (including, without limitation, by the Lead Managers) of any of the Sanctions. The Company has instituted and maintains policies and procedures designed to prevent Sanctions or violations by the Company and its Subsidiaries and by persons associated with any Sanctioned Countrythe Company and its Subsidiaries.

Appears in 1 contract

Samples: Issue Agreement

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