Trade Control Laws. The Parties shall comply with all applicable economic sanctions and export control laws in the performance of this Agreement, including without limitation the sanctions programs administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”) and the Export Administration Regulations (“EAR”) administered by the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) (collectively “Trade Control Laws”). Licensee represents that neither Licensee nor, to the knowledge of Licensee, any director, officer, employee, or agent of Licensee, is an individual or entity (“Person”) that is, or is fifty percent (50%) or more owned or controlled by Persons that are: (a) the target of any sanctions administered or enforced by the U.S. Government, including by OFAC, or by the governments of Switzerland, the EU, or the United Kingdom (“Sanctions”) or listed on any denied party lists maintained by OFAC, BIS or on the European Union’s Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, or (b) located, organized or resident in a country or territory that is, or whose government is, the target of Sanctions (including, without limitation, Cuba, Iran, North Korea, Crimea, Venezuela, and Syria) ((a) and (b) collectively, “Sanctions Targets”). Licensee further warrants that in relation to this Agreement it will not, directly or indirectly, use, transfer, sell, donate, lend, contribute or otherwise make available any rights (including intellectual property rights) or Know-How, or the Compound, Product, or Licensed Product, to any Sanctions Target, nor to any Person to engage in any activities or business of or with any Sanctions Target or in any country or territory, that, at the time of such transfer or other transaction, is, or whose government is, the target of Sanctions (including, for the avoidance of doubt, any country listed in Appendix 3) without prior written approval from MPP and Pfizer. Licensee covenants that it shall notify MPP and Pfizer in writing immediately if any of the preceding representations and warranties becomes incorrect during the term of this Agreement. In case of an inaccuracy or breach in the representations, warranties or covenants in this Section 8.4 during the term of this Agreement, MPP shall be entitled to terminate this Agreement immediately and without penalty to MPP. Notwithstanding anything to the contrary in this Agreement, including Appendix 3, the Parties acknowledge th...
Trade Control Laws. In the performance of the Agreement, Company shall comply with all applicable export control and economic sanctions laws and regulations of the United States, European Union, EU member states, United Kingdom and other applicable government authorities including without limitation the U.S. Export Administration Regulations, the economic sanctions rules and regulations implemented under statutory authority and/or the President’s Executive Orders and administered by the U.S. Treasury Department’s Office of Foreign Assets Control, the International Traffic in Arms Regulation (“ITAR”), and the anti-boycott rules implemented by the Departments of Commerce and Treasury (collectively, “Trade Control Laws”). Company will not export, re-export, transfer, re-transfer or otherwise ship the Products except as authorized under applicable Trade Control Laws. Company hereby acknowledges and confirms that Company and any of its Resellers or Customers (i) are not included on, owned or controlled by an individual or entity included on, or acting on behalf of an individual or entity included on any of the restricted party lists maintained by the U.S. Government (e.g., Specially Designated Nationals List, Foreign Sanctions Evader List, Sectoral Sanctions Identification List, Denied Persons List, Unverified List, Entity List or List of Statutorily Debarred Parties) (collectively, “Restricted Parties”); (ii) will not export, re-export, transfer, re-transfer or otherwise ship, directly or indirectly, the Products or related technology to or for use by Restricted Parties; (iii) will not export, re-export, transfer, re-transfer or otherwise ship, directly or indirectly, the Products or related technology to or for use in or by countries or territories subject to U.S. economic sanctions (e.g., Crimea, Cuba, Iran, North Korea, or Syria); or (iv) will not use or sell the Products for nuclear end-uses, rocket systems, unmanned air vehicles, chemical or biological weapons, maritime nuclear propulsion, weapons of mass destruction or other restricted end-uses except to the extent consistent with Trade Control Laws. Company will require its Resellers and Customers to comply with this Trade Control Laws section. Violation of this section may result in immediate termination of the Agreement or other remedies at the discretion of Tenable.
Trade Control Laws. The Parties shall comply with all applicable economic sanctions and export control laws in the performance of this Agreement, including without limitation the sanctions programs administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”) and the Export DocuSign Envelope ID: D912197B-D81E-47C3-A57B-57CF17C9819B Administration Regulations (“EAR”) administered by the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) (collectively “Trade Control Laws”). Licensee represents that neither Licensee nor, to the knowledge of Licensee, any director, officer, employee, or agent of Licensee, is an individual or entity (“Person”) that is, or is fifty percent (50%) or more owned or controlled by Persons that are: (a) the target of any sanctions administered or enforced by the U.S. Government, including by OFAC, or by the governments of Switzerland, the EU, or the United Kingdom (“Sanctions”) or listed on any denied party lists maintained by OFAC, BIS or on the European Union’s Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, or (b) located, organized or resident in a country or territory that is, or whose government is, the target of Sanctions (including, without limitation, Cuba, Iran, North Korea, Crimea, Venezuela, and Syria) ((a) and (b) collectively, “Sanctions Targets”). Licensee further warrants that in relation to this Agreement it will not, directly or indirectly, use, transfer, sell, donate, lend, contribute or otherwise make available any rights (including intellectual property rights) or Know-How, or the Compound, Product, or Licensed Product, to any Sanctions Target, nor to any Person to engage in any activities or business of or with any Sanctions Target or in any country or territory, that, at the time of such transfer or other transaction, is, or whose government is, the target of Sanctions (including, for the avoidance of doubt, any country listed in Appendix 3) without prior written approval from MPP and Pfizer. Licensee covenants that it shall notify MPP and Pfizer in writing immediately if any of the preceding representations and warranties becomes incorrect during the term of this Agreement. In case of an inaccuracy or breach in the representations, warranties or covenants in this Section 8.4 during the term of this Agreement, MPP shall be entitled to terminate this Agreement immediately and without penalty to MPP. Notwithstanding anything to the contrary in this ...
Trade Control Laws all export control and sanctions laws and regulations of the United Kingdom, the European Union, the United States and the country in which Client Uses the AVEVA Services.
Trade Control Laws. The Parties shall comply with all applicable economic sanctions and export control laws in the performance of this Agreement, including without limitation the sanctions programs administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”) and the Export DocuSign Envelope ID: 174398E9-7BC6-4D69-97DC-01A43A37BFC6 Administration Regulations (“EAR”) administered by the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) (collectively “Trade Control Laws”). Licensee represents that neither Licensee nor, to the knowledge of Licensee, any director, officer, employee, or agent of Licensee, is an individual or entity (“Person”) that is, or is fifty percent (50%) or more owned or controlled by Persons that are: (a) the target of any sanctions administered or enforced by the U.S. Government, including by OFAC, or by the governments of Switzerland, the EU, or the United Kingdom (“Sanctions”) or listed on any denied party lists maintained by OFAC, BIS or on the European Union’s Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, or (b) located, organized or resident in a country or territory that is, or whose government is, the target of Sanctions (including, without limitation, Cuba, Iran, North Korea, Crimea, Venezuela, and Syria) ((a) and (b) collectively, “Sanctions Targets”). Licensee further warrants that in relation to this Agreement it will not, directly or indirectly, use, transfer, sell, donate, lend, contribute or otherwise make available any rights (including intellectual property rights) or Know-How, or the Compound, Product, or Licensed Product, to any Sanctions Target, nor to any Person to engage in any activities or business of or with any Sanctions Target or in any country or territory, that, at the time of such transfer or other transaction, is, or whose government is, the target of Sanctions (including, for the avoidance of doubt, any country listed in Appendix 3) without prior written approval from MPP and Pfizer. Licensee covenants that it shall notify MPP and Pfizer in writing immediately if any of the preceding representations and warranties becomes incorrect during the term of this Agreement. In case of an inaccuracy or breach in the representations, warranties or covenants in this Section 8.4 during the term of this Agreement, MPP shall be entitled to terminate this Agreement immediately and without penalty to MPP. Notwithstanding anything to the contrary in this ...
Trade Control Laws. Except as set forth on Schedule 4.26, to the Knowledge of the Company, (a) each Acquired Company is in compliance in all material respects with all applicable statutory and regulatory requirements to the extent applicable to its operations related to export controls, economic sanctions, and trade embargoes (collectively, the “U.S. and Foreign Trade Control Laws”); and (b) no investigation, audit or proceeding with respect to any alleged material non-compliance with U.S. and Foreign Trade Control Laws is pending or threatened.
Trade Control Laws. In connection with the performance of their respective obligations under this Agreement, both Purchaser and Seller shall comply with all restrictions, requirements or controls imposed under applicable Law on the import, export or transfer of any product, and/or any ingredients or components thereof, including any economic sanction and export control related there to, including, without limitation, obtaining all licenses, approvals or consents that are required prior to the import, export or transfer of any products, and/or any ingredients or components thereof, or any technical information related thereto.
Trade Control Laws. Supplier will fully comply in relation to the transactions hereunder with all applicable export control, economic sanctions laws and anti-boycott regulations of the United States of America and other governments, including but not limited to the U.S. Export Administration Regulations (Title 15 of the U.S. Code of Federal Regulations Part 730 et seq.) and the economic sanctions rules and regulations implemented under statutory authority and/or President’s Executive Orders and administered by the U.S. Treasury Department’s Office of Foreign Assets Control (Title 31 of the U.S. Code of Federal Regulations Part 500 et seq.).
Trade Control Laws. (a) The Company and its Subsidiaries have, at all times since January 1, 2020, been in compliance with all applicable import, export control, and economic and trade sanctions laws, regulations, statutes, and orders, including the Export Administration Regulations, the International Traffic in Arms Regulations, and the regulations administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (the “Trade Laws”) and have obtained, or are otherwise qualified to rely upon, all necessary import and export licenses, consents, notices, waivers, approvals, orders, authorizations, registrations, declarations or other authorizations from, and made any filings with, any governmental authority required for (i) the import, export, and reexport of products, services, software and technologies and (ii) releases of technologies and software to foreign nationals (the “Trade Approvals”).
(b) Neither the Company nor any of its Subsidiaries, nor any director, officer or, to the Knowledge of the Company, employee thereof, is an individual or entity that is (i) currently the subject or target of any Sanctions, (ii) included on any list of restricted or prohibited persons administered or maintained by any Sanctions authority, (iii) located, organized or ordinarily resident in a Designated Jurisdiction, or (iv) owned or controlled by any Person or Persons specified in (i), (ii), or (iii) above. The Company and its Subsidiaries do not, directly or indirectly, (x) have any investment in, or engage in any dealing or transaction with, any person in violation of any applicable Sanctions or (y) engage in any activity that could cause the Company to become subject to Sanctions.
(c) Except as set forth in Schedule 3.26(c) of the Company Disclosure Letter, all items (including software) manufactured, developed, or exported by the Company and its Subsidiaries over the last five years either (1) were not subject to the U.S. Export Administration Regulations, or (2) have been classified as EAR99 under the U.S. Export Administration Regulations. Schedule 3.26(c) of the Company Disclosure Letter includes for each item set forth therein, the Export Control Classification Number (under the Commerce Control List of the U.S. Export Administration Regulations) or United States Munitions List Category (of the International Traffic in Arms Regulations), the date such classification was made, and an indication whether the item was self-classified or the classification was ...
Trade Control Laws. Neither the Company nor any officer, director, employee or, to the Knowledge of the Company, any other Person acting on behalf of the Company (in each case, in their capacities as such or relating to their employment, services or relationship with the Company) has taken any action which would cause it to be in violation in any material respect of any applicable Trade Control Laws.
