Anti. Money Laundering Laws. The operations of the Company are and have been conducted at all times in compliance with applicable financial record-keeping and reporting requirements, including those of the Bank Secrecy Act, as amended by Title III of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT Act), the Currency and Foreign Transactions Reporting Act of 1970, as amended, the applicable money laundering statutes of jurisdictions where the Company conducts business, the applicable rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any governmental agency (collectively, the “Money Laundering Laws”) and no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving the Company with respect to the Money Laundering Laws is pending or, to the knowledge of the Company, threatened.
Anti. Corruption Laws. None of the Company, the Sponsor, any director, director nominee or officer, or, to the knowledge of the Company, any agent, employee, affiliate or other person associated with or acting on behalf of the Company: (i) has used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expense relating to political activity; (ii) has made any direct or indirect unlawful contribution or payment to any official of, or candidate for, or any employee of, any federal, state or foreign office from corporate funds; (iii) has made any bribe, unlawful rebate, payoff, influence payment, kickback or other unlawful payment; or (iv) is aware of or has taken any action, directly or indirectly, that would result in a violation by such persons of the OECD Convention on Bribery of Foreign Public Officials in International Business Transactions, the Foreign Corrupt Practices Act of 1977, as amended, and the rules and regulations thereunder (collectively, the “FCPA”) or any similar law or regulation to which the Company, any director, director nominee, officer, agent, employee, affiliate or other person associated with or acting on behalf of the Company is subject, including, without limitation, making use of the mails or any means or instrumentality of interstate commerce corruptly in furtherance of an offer, payment, promise to pay or authorization of the payment of any money, or other property, gift, promise to give, or authorization of the giving of anything of value to any “foreign official” (as such term is defined in the FCPA) or any foreign political party or official thereof or any candidate for foreign political office, in contravention of the FCPA. The Company, the Sponsor and the Company’s directors, director nominees and officers, and, to the knowledge of the Company, the Company’s agents, employees and affiliates have each conducted the business of the Company and their own businesses on behalf of the Company in compliance with the FCPA and any applicable similar law or regulation and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.
Anti. Money Laundering Laws. Seller has complied with all applicable anti-money laundering laws and regulations, including without limitation the USA Patriot Act of 2001 (collectively, the “Anti-Money Laundering Laws”); Seller has established an anti-money laundering compliance program as required by the Anti-Money Laundering Laws, has conducted the requisite due diligence in connection with the origination of each Mortgage Loan for purposes of the Anti-Money Laundering Laws, including with respect to the legitimacy of the applicable Mortgagor and the origin of the assets used by the said Mortgagor to purchase the property in question, and maintains, and will maintain, sufficient information to identify the applicable Mortgagor for purposes of the Anti-Money Laundering Laws.
Anti. Takeover Provisions.The Company is not party to a shareholder rights agreement, “poison pill” or similar anti-takeover agreement or plan. The Company Board has taken all necessary action so that any takeover, anti-takeover, moratorium, “fair price”, “control share” or other similar Laws enacted under any Laws applicable to the Company other than the CICL (each, a “Takeover Statute”) do not, and will not, apply to this Agreement or the Transactions.
Anti. AVOIDANCE14.1No Group Company or any connected company within the meaning of section 1122 CTA 2010 has carried out, been party to, or otherwise involved in any transaction where the sole or main purpose or one of the main purposes was the avoidance of Tax or the obtaining of a tax advantage, whether as part of a scheme, arrangement, series of transactions or otherwise.14.2No Group Company has been party to any transaction in respect of which a different amount or value than the amount or value of the actual consideration given or received by the Group Company should or could be substituted for Tax purposes including, for the avoidance of doubt, any transaction to which Part 4 TIOPA 2010 does or might apply. Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. Further, certain portions this Exhibit have been omitted pursuant to Item 601(b)(2) of Regulation S-K. SCHEDULE 7 LIMITATIONS ON LIABILITY1.TIME LIMIT FOR MAKING CLAIMS1.1 No Warrantor shall have any liability:1.1.1for a breach of any of the Warranties (excluding the Tax Warranties), unless notice has been given to the Key Sellers' Representative before the date falling [***] after Completion; and1.1.2for a breach of the Tax Warranties or under the Tax Covenant, unless notice has been given to the Key Sellers' Representative before the date falling [***] after Completion.1.2Any Warranty Claim (excluding a Tax Warranty Claim) or Title and Capacity Claim which has been made against the Warrantors (and has not been previously satisfied, settled or withdrawn) shall be deemed to have been withdrawn and shall become fully barred and unenforceable on the expiry of the period of [***] following the later to occur of (i) the date on which notice of the Claim was given to the Key Sellers' Representative in accordance with paragraph 1.1 above or (ii), if applicable, for any claims contained in a notice contemplated by the foregoing clause (i) involving a contingent liability or a liability which is then not quantifiable, the date upon which the liability the subject of such related claim either ceases to be contingent or becomes quantifiable (as the case may be) unless, in any such case, legal proceedings in respect of that Claim shall have been properly issued and validly served on the Key Sellers' Representative prior to such applicable expiry date. 2.FINANCIAL LIMIT2....
Anti. Antibody” shall mean any immunoglobulin polypeptide having a specific amino acid sequence (i) generated or otherwise Controlled by JANSSEN and provided to LAVA for use in the Research Plan, or (ii) generated by or on behalf of LAVA pursuant to the Research Plan, which in each case of (i) or (ii) comprises [***].