Trade Laws. (a) To the Knowledge of Parent, Parent is, and since June 5, 2020 has been, in compliance with Trade Laws, including but not limited to applicable regulations of the U.S. Department of Commerce, the U.S. Department of Treasury, and the U.S. Department of State, and all equivalent laws, regulations, and orders administered by the relevant authorities in other applicable jurisdictions, in each case except as would not, individually or in the aggregate, be material to Parent, taken as a whole.
(b) To the Knowledge of Parent, none of Parent nor any of its directors, officers, employees, agents, or any other Persons authorized to act, or acting, on behalf of Parent, (i) is a Sanctioned Person, (ii) has since June 5, 2020, directly or indirectly, engaged in any dealings with or involving any Sanctioned Person or Sanctioned Country in violation of Sanctions.
(c) To the Knowledge of Parent, Parent is not and has not been under investigation by any governmental authority with respect to any material violation of Trade Laws.
Trade Laws. (a) To the Knowledge of the Company, the Company is, and since June 5, 2020 has been, in compliance with Trade Laws, including but not limited to applicable regulations of the U.S. Department of Commerce, the U.S. Department of Treasury, and the U.S. Department of State, and all equivalent laws, regulations, and orders administered by the relevant authorities in other applicable jurisdictions, in each case except as would not, individually or in the aggregate, be material to the Company, taken as a whole.
(b) To the Knowledge of the Company, none of the Company nor any of its directors, officers, employees, agents, or any other Persons authorized to act, or acting, on behalf of the Company, (i) is a Sanctioned Person, (ii) has since June 5, 2020, directly or indirectly, engaged in any dealings with or involving any Sanctioned Person or Sanctioned Country in violation of Sanctions.
(c) To the Knowledge of the Company, the Company is not and has not been under investigation by any governmental authority with respect to any material violation of Trade Laws.
Trade Laws. Except as would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, the Company and each of its Subsidiaries is, and at all times since December 31, 2020 has been, in compliance with all applicable Trade Laws, and there are no material pending or, to the knowledge of the Company, threatened unresolved Claims concerning any liability of the Company with respect to any false statement or omission made by the Company in violation of any applicable Trade Laws or any applicable export licenses.
Trade Laws. (a) To the Knowledge of the Company, the Company, and each Company Subsidiary, is, and since February 2, 2021 has been, in compliance with Trade Laws, including but not limited to applicable regulations of the U.S. Department of Commerce, the U.S. Department of Treasury, and the U.S. Department of State, and all equivalent laws, regulations, and orders administered by the relevant authorities in other applicable jurisdictions, in each case except as would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole.
(b) To the Knowledge of the Company, none of the Company, any Company Subsidiary nor any of their directors, officers, employees, agents, or any other Persons authorized to act, or acting, on behalf of the Company or any Company Subsidiary, (i) is a Sanctioned Person, (ii) has since February 2, 2021, directly or indirectly, engaged in any dealings with or involving any Sanctioned Person or Sanctioned Country in violation of Sanctions.
(c) To the Knowledge of the Company, neither the Company nor any Company Subsidiary is or has been under investigation by any governmental authority with respect to any material violation of Trade Laws.
Trade Laws. The activities governed by this Agreement, including access to and usage of the Subscription Services, are subject to the U.S. Export Administration Regulations, the regulations of the U.S. Office of Foreign Assets Control, and may also be subject to similar trade Laws of other jurisdictions. Customer agrees to fully comply with such trade Laws that apply to its activities governed by this Agreement, including prohibitions against usage by restricted persons, for certain end-uses, and in territories embargoed by such then-current
Trade Laws. (a) For the past five (5) years, the Company and any Subsidiary of the Company is and has been in compliance in all material respects with the Trade Laws. The Company has obtained, and is and has been in compliance with the terms of, any export license required for the lawful export of any item, product, technology, or software of the Company.
(b) Neither the Company nor any Subsidiary of the Company has engaged in, and is not now engaging in, directly or indirectly, any dealings or transactions in a Sanctioned Country or with a Sanctioned Person. None of the Company, any Subsidiary of the Company, any director, officer, or employee of the Company, or to the Company’s knowledge any agent, representative or any other Person authorized to act for or on behalf of the Company or any of its Subsidiaries, is, or is owned, 50% or more, directly or indirectly, by a Sanctioned Person.
(c) As of the date hereof, neither the Company nor any Subsidiary of the Company is involved in any proceeding relating to, or has received a written request for information from any Governmental Body regarding, the Company’s or its Subsidiaries’ compliance with any Trade Law.
Trade Laws. (a) Such Company is in compliance and, since the Lookback Cutoff Date, has been in compliance in all material respects with all Trade Laws. Such Company has obtained, and is currently, and since the Lookback Cutoff Date has been, in compliance in all material respects with the terms of, any export license required for the lawful export of any item, product, technology, or software of such Company. Such Company has accurately classified in accordance with applicable Trade Laws all items, products, technology, or software shipped, imported, released, transmitted, or transferred by the relevant Company from one country to another country, in each case, except where the failure to do so would not, individually or in the aggregate, reasonably be expected to be material to such Company and its Subsidiaries, taken as a whole.
(b) Since the Lookback Cutoff Date, such Company has not engaged in, and is not now engaging in, directly or indirectly, any dealings or transactions in a Sanctioned Country or with a Sanctioned Person. Neither such Company nor, to the Knowledge of such Company, any director, officer, employee, agent, or representative thereof, or any other Person authorized to act for or on behalf of any Company, is, or is owned, 50% or more, directly or indirectly, by a Sanctioned Person.
(c) Such Company is not involved in any proceeding relating to, and has not received a written request for information from any Governmental Entity regarding, any Trade Law.
(d) Such Company has not submitted a voluntary self-disclosure to any Governmental Entity since the Lookback Cutoff Date concerning a possible violation of any Trade Law.
(e) Such Company has instituted policies and procedures reasonably designed to ensure compliance with Trade Laws and, since the Lookback Cutoff Date, has maintained, and currently maintains, such policies and procedures in full force and effect.
Trade Laws. (a) The Company and each Shareholder undertakes that it will, and will procure that its Associated Persons and the Company will, use good faith and reasonable efforts to ensure it does not, and that its Associated Persons do not, engage in any conduct in connection with the Business which would violate or cause the Company to violate any applicable Trade Laws.
(b) The Company shall:
(i) use all reasonable endeavours to procure that any Associated Person conducting activities in connection with the Business shall adopt, maintain and enforce adequate policies and procedures to mitigate the risk of violating any Trade Law;
(ii) adopt, as soon as reasonably practicable following the Effective Date, and in any event within ninety (90) days from the Effective Date, and thereafter implement and maintain, policies and procedures designed to ensure the prompt reporting of violations of any Trade Laws; and
(iii) notify each Shareholder as soon as reasonably practicable if, at any time during the term of this Agreement, the Company becomes aware of any violations, reports of violations or suspected violations of any Trade Law applicable to the Company or any Shareholder.
Trade Laws. 30 3.12 Privacy; Security Measures. ................................................................................. 30 3.13
Trade Laws. 9.1 The parties understand and agree that all activities hereunder, including the import, export, re-export, transshipment, transfer, release, delivery, or pick-up of all Goods are subject to all applicable U.S. and non-U.S. laws including, without limitation, any statutes, executive orders, regulations, governmental agency decisions, judicial decisions, or any other written decrees that have the force and effect of law in the country in question governing the export of the Goods including, without limitation, laws concerning exports and economic sanctions, and customs laws, including without limitation, Maritime Safety Committee of the International Maritime Organization approved Guidelines Regarding the Verified Gross Mass of a Container Carrying Cargo (the “IMO Guidelines”). Those guidelines state: “The responsibility for obtaining and documenting the verified gross mass of a packed container lies with the shipper.” Under the IMO Guidelines, “[s]hipper means a legal entity or person named on the bill of lading or sea waybill or equivalent multimodal transport document (e.g. ‘through’ bill of lading) as shipper and/or who (or in whose name or on whose behalf) a contract of carriage has been concluded with a shipping company.” (collectively, “Trade Laws”).
9.2 Customer agrees:
9.2.1 To act as the importer or exporter of the Goods or other principal party in interest or as agent of the importer, exporter or other principal party in interest, as the case may be, under all Trade Laws and regulations;
9.2.2 That Customer is responsible for complying with all Trade Laws applicable to the import, export, re- export, transshipment, transfer, or release of any Goods from any country;
9.2.3 That Customer is solely responsible for (a) properly classifying the Goods under the Trade Laws; (b) obtaining any required licenses and other authorizations for export, re-export, transshipment, transfer, or release; (c) correctly completing and filing with any government, as appropriate, all documents required under the Trade Laws; and (d) ensuring that all export-related documents, including shipping and sales documents, generated in connection with Services, conform to and are maintained in accordance with the Trade Laws;
9.2.4 That Customer is solely responsible for providing accurate written instructions to OWI in advance of any import, export, re-export, transshipment, transfer, release, delivery, pickup, or other activity in relation to any Goods, which instructions sha...
