Common use of USA Patriot Act and Anti-Terrorism Laws Clause in Contracts

USA Patriot Act and Anti-Terrorism Laws. (a) Tenant represents and warrants to, and covenants with, Landlord that (i) neither Tenant nor any of its owners or affiliates currently are, or shall be at any time during the term of this Lease, in violation of any Legal Requirements relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, and regulations of the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); (ii) neither Tenant nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors or agents is or shall be during the term of this Lease hereof a “Prohibited Person,” which is defined as follows: (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as an SDN on the then-most current list published by OFAC at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, and (2) a person or entity who is identified as or affiliated with a person or entity designated as a terrorist, or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such laws. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenants. (c) At any time and from time-to-time during the term of this Lease, Tenant shall deliver to Landlord, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant’s compliance with this Section 12.5.

USA Patriot Act and Anti-Terrorism Laws. (a) Tenant represents and warrants to, and covenants with, Landlord that (i) neither Tenant nor any of its owners or affiliates currently are, or shall be at any time during the term of this Lease, in violation of any Legal Requirements relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, and regulations of the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); (ii) neither Tenant nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors or agents is or shall be during the term of this Lease hereof a “Prohibited Person,” which is defined as follows: (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as an SDN on the then-most current list published by OFAC at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/ eotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, and (2) a person or entity who is identified as or affiliated with a person or entity designated as a terrorist, or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such laws. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenants. (c) At any time and from time-to-time during the term of this Lease, Tenant shall deliver to Landlord, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant’s compliance with this Section 12.5.

USA Patriot Act and Anti-Terrorism Laws. (a) Tenant represents and warrants to, and covenants with, Landlord that (i) neither Tenant nor any of its respective constituent owners or affiliates currently are, or shall be at any time during the term of this LeaseTerm hereof, in violation of any Legal Requirements laws relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, and regulations of Threaten to Commit, or Support Terrorism (the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC“Executive Order”) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); . (iib) Tenant covenants with Landlord that neither Tenant nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors respective constituent owners or agents affiliates is or shall be during the term of this Lease Term hereof a “Prohibited Person,” which is defined as follows: (1i) a person or entity that is listed in the Annex to, or is otherwise subject to, the provisions of the Executive Order; (ii) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or entity with whom Landlord is prohibited from dealing with or otherwise engaging in any transaction by any Anti-Terrorism Law, including without limitation the Executive Order and the USA Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or support “terrorism” as an SDN defined in Section 3(d) of the Executive Order; (v) a person or entity that is named as a “specially designated national and blocked person” on the then-most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, ; and (2vi) a person or entity who is identified as or affiliated with a person or entity designated as a terroristlisted in items (i) through (v), or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such laws. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenantsabove. (c) At any time and from time-to-time during the term of this LeaseTerm, Tenant shall deliver to Landlord, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant’s compliance with this Section 12.538.

USA Patriot Act and Anti-Terrorism Laws. (a) 1. Each of Owner and Tenant represents and warrants to, and covenants with, Landlord the other that (i) neither Tenant it, nor any of its respective constituent owners or affiliates currently are, or shall will be at any time during the term of this LeaseTerm hereof, in violation of any Legal Requirements laws relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, and regulations of relating to Blocking Property and Prohibiting Transactions with Persons who Commit, Threaten to Commit, or Support Terrorism (the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC“Executive Order”) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); (ii) . 2. Each of Owner and Tenant covenants with the other that neither Tenant it nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors respective constituent owners or agents affiliates is or shall will be during the term of this Lease Term hereof a “Prohibited Person,” which is defined as followsmeaning: (1i) a person or entity that is listed in the Annex to, or is otherwise subject to, the provisions of the Executive Order; (ii) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or entity with whom Owner is prohibited from dealing with or otherwise engaging in any transaction by any Anti-Terrorism Law, including the Executive Order and the USA Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or support “terrorism” as an SDN defined in Section 3(d) of the Executive Order; (v) a person or entity that is named as a “specially designated national and blocked person” on the then-most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such the list, ; and (2vi) a person or entity who is identified as or affiliated with a person or entity designated as a terrorist, or associated with terrorism or money laundering pursuant to regulations promulgated listed in connection with the USA Patriot Act; and items (iiii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such lawsthrough (v) above. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenants. (c) 3. At any time and from time-to-time during the term of this LeaseTerm (not more frequently than annually), Tenant shall each party will deliver to Landlordthe other, within ten (10) business days after receipt of a written request therefortherefore, a written certification or such any other evidence reasonably acceptable to Landlord the requesting party evidencing and confirming Tenantthe other party’s compliance with this Section 12.5Section. DATED effective as of the Effective Date. OWNER: AMERI SHORE LLC, an Idaho limited liability company By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Manager Date: November 14, 2019 TENANT: TANDEM DIABETES CARE, INC., a Delaware corporation By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Its: EVP, Chief Legal & Compliance Officer Date: November 13, 2019 The “Leased Land” is depicted in the illustration below, and is comprised of (1) the land within the red boundary; (2) an easement over the existing drive isle in the blue area depicted for access to parking on the Leased Land. The “Leased Land” is subject to (and benefits from) the easements thereon or appurtenant thereto, including the ingress-egress easements identified in the depiction below (e.g., the 24’ wide ingress-egress easement); provided, however, the Leased does not include the right to use the 24’ wide ingress-egress easement north of the Leased Land (i.e., the portions for access to Americana) unless Owner relocates Tenant’s parking to the North Parking Area. The “Leased Land” includes the obligation to maintain the landscaping in the public right-of-way adjacent to the Leased Land, and the legal obligations of landowners with respect to adjacent right-of-way (i.e., the removal of snow from sidewalks).

USA Patriot Act and Anti-Terrorism Laws. (a) 37.1 Tenant represents and warrants to, and covenants with, Landlord that (i) neither Tenant nor any of its respective constituent owners or affiliates currently are, or shall be at any time during the term of this LeaseTerm hereof, in violation of any Legal Requirements laws relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, and regulations of Threaten to Commit, or Support Terrorism (the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC“Executive Order”) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); (ii) . 37.2 Tenant covenants with Landlord that neither Tenant nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors respective constituent owners or agents affiliates is or shall be during the term of this Lease Term hereof a “Prohibited Person,” which is defined as follows: (1i) a person or entity that is listed in the Annex to, or is otherwise subject to, the provisions of the Executive Order; (ii) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or Landlord: 14 Tenant: entity with whom Landlord is prohibited from dealing with or otherwise engaging in any transaction by any Anti-Terrorism Law, including without limitation the Executive Order and the USA Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or support “terrorism” as an SDN defined in Section 3(d) of the Executive Order; (v) a person or entity that is named as a “specially designated national and blocked person” on the then-most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, ; and (2vi) a person or entity who is identified as or affiliated with a person or entity designated as a terroristlisted in items (i) through (v), or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such lawsabove. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenants. (c) 37.3 At any time and from time-to-time during the term of this LeaseTerm, Tenant shall deliver to Landlord, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant’s compliance with this Section 12.537.

USA Patriot Act and Anti-Terrorism Laws. (a) a. Tenant represents and warrants to, and covenants with, Landlord that (i) neither Tenant nor any of its respective constituent owners or affiliates currently are, or shall be at any time during the term of this LeaseTerm hereof, in violation of any Legal Requirements laws relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, and regulations of Threaten to Commit, or Support Terrorism (the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC“Executive Order”) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); (ii) . b. Tenant covenants with Landlord that neither Tenant nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors respective constituent owners or agents Affiliates of Tenant is or shall be during the term of this Lease Term hereof a “Prohibited Person,” which is defined as follows: (1i) a person or entity that is listed in the Annex to, or is otherwise subject to, the provisions of the Executive Order; (ii) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or entity with whom Landlord is prohibited from dealing or otherwise engaging in any transaction by any Anti-Terrorism Law, including without limitation the Executive Order and the USA Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or support “terrorism” as an SDN defined in Section 3(d) of the Executive Order; (v) a person or entity that is named as a “specially designated national and blocked person” on the then-most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, ; and (2vi) a person or entity who is identified as or affiliated with a person or entity designated as a terroristlisted in items (i) through (v), or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such lawsabove. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenants. (c) c. At any time and from time-to-time during the term of this LeaseTerm, Tenant shall deliver to Landlord, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant’s compliance with this Section 12.529.

USA Patriot Act and Anti-Terrorism Laws. (a) Tenant represents and warrants to, and covenants with, Landlord that (i) neither Tenant nor any of its owners or affiliates Affiliates currently are, or shall be at any time during the term of this Lease, in violation of any Legal Requirements relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, and regulations of the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); (ii) neither Tenant nor any of its owners, affiliates, investorsAffiliates, officers, directors, employees, vendors, subcontractors or agents directors is or shall be during the term of this Lease hereof a “Prohibited Person,” which is defined as follows: (1) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified as an SDN on the then-most current list published by OFAC at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication of such list, and (2) a person or entity who is identified as or affiliated with a person or entity designated as a terrorist, or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such laws. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, members, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenants. (c) At any time and from time-to-time during the term of this Lease, Tenant shall deliver to Landlord, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant’s compliance with this Section 12.512.3.

USA Patriot Act and Anti-Terrorism Laws. (a) a. Landlord and Tenant each represents and warrants to, and covenants with, Landlord the other party that (i) neither Tenant it, nor any of its respective constituent owners or affiliates currently are, or shall be at any time during the term of this LeaseTerm hereof, in violation of any Legal Requirements laws relating to terrorism or money laundering (collectively, the “Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 20012001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, and regulations of Threaten to Commit, or Support Terrorism (the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC“Executive Order”) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (the “USA Patriot Act”); (ii) . b. Landlord and Tenant each covenants with the other party that neither Tenant it nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors respective constituent owners or agents affiliates is or shall be during the term of this Lease Term hereof a “Prohibited Person,” which is defined as follows: (1i) a person or entity that is listed in the Annex to, or is otherwise subject to, the provisions of the Executive Order; (ii) a person or entity owned or controlled by, affiliated with, or acting for or on behalf of, any person or entity that is identified listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or entity with whom Landlord or Tenant, as an SDN applicable, is prohibited from dealing with or otherwise engaging in any transaction by any Anti-Terrorism Law, including without limitation the Executive Order and the USA Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or support “terrorism” as defined in Section 3(d) of the Executive Order; (v) a person or entity that is named as a “specially designated national and blocked person” on the then-most current list published by OFAC the U.S. Treasury Department Office of Foreign Assets Control at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdf, hxxx://xxx.xxxxx.xxx/xxxxxxx/eotffc/ofac/sdn/t11 sdn.pdf or at any replacement website or other replacement official publication of such list, ; and (2vi) a person or entity who is identified as or affiliated with a person or entity designated as a terroristlisted in items (i) through (v), or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such lawsabove. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s fees and costs) arising from or related to any breach of the foregoing representations, warranties and covenants. (c) c. At any time and from time-to-time during the term of this LeaseTerm, Tenant Landlord or Tenant, as applicable, shall deliver to Landlordthe other party, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord such requesting party evidencing and confirming Tenantthe other party’s compliance with this Section 12.524.

USA Patriot Act and Anti-Terrorism Laws. (a) Landlord and Tenant represents each represent and warrants towarrant that neither they nor the officers and directors controlling Landlord and Tenant, and covenants with, Landlord that (i) neither Tenant nor any person or entity that directly owns a 10% or greater equity interest in it, respectively, are or are acting, directly or indirectly, for or on behalf of its owners or affiliates currently areany person, group, entity, or shall be at nation with whom U.S. persons or entities are restricted from doing business under the regulations of the Office of Foreign Asset Control (“OFAC”) of the United States Treasury Department, including those named on the OFAC’s Specially Designated National and Blocked Person List, or are or are acting directly or indirectly for or on behalf of any time during the term of this Leaseperson, group, entity, or nation designated in Presidential Executive Order 13224 signed on September 24, 2001 (“Executive Order”) as a person who commits, threatens to commit, or supports terrorism; or are or are acting directly or indirectly for a person, group, entity or nation in violation of any Legal Requirements relating to terrorism or money laundering (collectively, the “International Money Laundering Abatement and Financial Anti-Terrorism Laws”), including without limitation Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, and regulations of the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC) related to Specially Designated Nationals and Blocked Persons (SDN’s) (OFAC Regulations), and/or the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) or the regulations or orders promulgated thereunder (the “USA Patriot Money Laundering Act”); (ii) neither Tenant nor any of its owners, affiliates, investors, officers, directors, employees, vendors, subcontractors and that they are not engaged in this transaction directly or agents is or shall be during the term of this Lease hereof a “Prohibited Person,” which is defined as follows: (1) a person or entity owned or controlled by, affiliated withindirectly on behalf of, or acting for facilitating this transaction directly or indirectly on behalf of, any person such person, group, entity or entity that is identified as an SDN on nation. Each party agrees during the then-most current list published by OFAC at its official website, xxxx://xxx.xxxxx.xxx/offices/eotffc/ofac/sdn/t11sdn.pdf, or at any replacement website or other replacement official publication Term of such listthis Lease to comply with the Executive Order and the Money Laundering Act, and (2) a person or entity who is identified as or affiliated with a person or entity designated as a terrorist, or associated with terrorism or money laundering pursuant to regulations promulgated in connection with the USA Patriot Act; and (iii) Tenant has taken appropriate steps to understand its legal obligations under the Anti-Terrorism Laws and has implemented appropriate procedures to assure its continued compliance with such laws. (b) Tenant hereby agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, agents and employees, the other party from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney’s reasonable attorneys’ fees and costs) arising from or related to any breach of the foregoing representationsrepresentation and warranty. REEF PARKWAY, warranties LLC a Washington limited liability company By: Washington Capital Management, Inc. its Manager By: ________________________________ Xxxxx Xxxx Its: Asset Manager a Delaware corporation By: Xxxxxxx X. Xxxxx Name: ______________________________ Its: CFO Landlord’s Work: Premises to delivered “as-is” provided Landlord shall (1) remove temporary walls shown in red on the floor plan attached above, (2) paint interior walls, and covenants(3) deliver the premises in clean condition. (c) At any time and from time-to-time during the term of this Lease, Tenant shall deliver to Landlord, within ten (10) business days after receipt of a written request therefor, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant’s compliance with this Section 12.5.