Common use of Anti-Corruption Laws and Sanctions Clause in Contracts

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.

Appears in 12 contracts

Samples: Credit Agreement (Northern States Power Co), Credit Agreement (Northern States Power Co), Credit Agreement (Northern States Power Co)

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Anti-Corruption Laws and Sanctions. The Borrower has Policies and procedures have been implemented and maintains in effect policies and procedures maintained by or on behalf of each of the Seller Parties that are designed to ensure, in its reasonable judgment, achieve compliance by the Borrower, its Subsidiaries Seller Parties and their respective Subsidiaries, directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, giving due regard to the nature of such Person’s business and activities, and each of the BorrowerSeller Parties, its their respective Subsidiaries and their respective officers and employees and, to the Borrower’s knowledge, knowledge of each of the foregoing’s Seller Parties, their respective officers, employees, directors and agents (acting in each caseany capacity in connection with or directly benefitting from the facility established hereby, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged Sanctions, in any activity that would reasonably be expected to result each case in Borrower being designated as a Sanctioned Personall material respects. None of (ai) the Borrower, Seller Parties or any Subsidiary of their respective Subsidiaries or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the BorrowerSeller Parties, as applicable, any agent of the Borrower their respective directors, officers, employees, or any Subsidiary (in their capacities as such) agents that will act in any capacity in connection with or directly benefit from the credit facility established hereby, is a Sanctioned Person, and (ii) the Seller Parties nor any of their respective Subsidiaries is organized or resident in a Sanctioned Country. No borrowing Asset Interests purchased hereunder, amounts paid by the Purchasers and/or the Liquidity Banks hereunder to the Seller, or Letter of Credit, use of proceeds or other transaction contemplated thereof by this Agreement Seller in any manner, will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 6 contracts

Samples: Receivables Purchase Agreement (Lennox International Inc), Receivables Purchase Agreement (Lennox International Inc), Receivables Purchase Agreement (Lennox International Inc)

Anti-Corruption Laws and Sanctions. The Borrower Company and each of its Subsidiaries has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, reasonably ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the BorrowerCompany, its Subsidiaries and, to the Borrower’s knowledge, each knowledge of the foregoing’s respective officersCompany and its Subsidiaries, employees, directors and agents (in each case, in their respective capacities as such) are in compliance directors, officers and employees with Anti-Corruption Laws and applicable Sanctions, and none of the Company, its Subsidiaries and, to the knowledge of the Company and its Subsidiaries, their respective officers, employees and directors, are in violation of any Anti-Corruption Laws and Sanctions in any material respect and are not knowingly engaged in any activity that would reasonably be expected to result in any Borrower being designated as a Sanctioned Person. None of (a) the BorrowerCompany, any Subsidiary or, to the Borrower’s knowledgeknowledge of the Company or any Subsidiary, any of the foregoing’s their respective directors, officers or employees (in their capacities as such)employees, or (b) to the knowledge of the BorrowerCompany or any Subsidiary, any agent of the Borrower Company or any Subsidiary (in their capacities as such) that will act on its behalf in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder Borrowing or Letter of Credit, use of proceeds proceeds, Transaction or other transaction contemplated by this Agreement or the other Loan Documents will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 5 contracts

Samples: Credit Agreement (Worthington Industries Inc), Credit Agreement (Worthington Industries Inc), Credit Agreement (Worthington Industries Inc)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries Subsidiaries, its Affiliates and their respective directors, officers, employees employees, agents and agents advisors (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors directors, agents, advisors and agents Affiliates (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such)employees, or (b) to the knowledge of the Borrower, any agent or advisor of the Borrower or any Subsidiary (in their capacities as such) or Affiliate that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.

Appears in 4 contracts

Samples: Credit Agreement (Public Service Co of Colorado), Credit Agreement (Public Service Co of Colorado), Credit Agreement (Public Service Co of Colorado)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credithereunder, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.

Appears in 4 contracts

Samples: Day Term Loan Agreement (Xcel Energy Inc), Loan Agreement (Xcel Energy Inc), Day Term Loan Agreement (Xcel Energy Inc)

Anti-Corruption Laws and Sanctions. The Borrower has and the Guarantor have implemented and maintains maintain in effect policies and procedures designed to ensure, in its reasonable judgment, ensure compliance by the Borrower, its the Guarantor, their respective Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Guarantor, the Borrower, its their respective Subsidiaries andand their respective officers and directors, and to the Borrower’s knowledge, each knowledge of the foregoing’s respective officersBorrower and the Guarantor, employees, directors and agents (in each case, in their respective capacities as such) employees and agents, are in compliance with Anti-Corruption Laws and are in compliance with applicable Sanctions in all material respects and are not knowingly engaged in any activity that would reasonably be expected to result in the Borrower or the Guarantor being designated as a Sanctioned Person. None of (a) the Guarantor, the Borrower, any Subsidiary or, to the Borrower’s knowledge, of their respective Subsidiaries or any of the foregoing’s their respective directors, officers or employees (in their capacities as such)employees, or (b) to the knowledge of the Guarantor or the Borrower, any agent of the Guarantor, the Borrower or any Subsidiary (in of their capacities as such) respective Subsidiaries that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of CreditBorrowing, use of proceeds or other transaction contemplated by this the Credit Agreement will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 3 contracts

Samples: Credit Agreement (Investment Technology Group, Inc.), Credit Agreement (Investment Technology Group, Inc.), Credit Agreement (Investment Technology Group, Inc.)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, and to the Borrower’s knowledge, each knowledge of the foregoing’s Borrower, their respective officers, employees, officers and employees and its directors and agents (in each caseagents, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Personall material respects. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledgeknowledge of the Borrower or such Subsidiary, any of the foregoing’s their respective directors, officers officers, affiliates or employees (in their capacities as such)employees, or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder Borrowing or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions. This Section 4.01(k) applies with respect to directors, officers, employees or agents of the Borrower or one of its Subsidiaries in their capacity as such.

Appears in 3 contracts

Samples: Credit Agreement (Applied Materials Inc /De), Credit Agreement (Applied Materials Inc /De), Credit Agreement (Applied Materials Inc /De)

Anti-Corruption Laws and Sanctions. The Borrower has Policies and procedures have been implemented and maintains in effect policies and procedures maintained by or on behalf of Seller that are designed to ensure, in its reasonable judgment, achieve compliance by the Borrower, Seller and its Subsidiaries and their respective (if any), directors, managers, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, giving due regard to the nature of such Person’s business and the Borroweractivities, and Seller, its Subsidiaries (if any) and their respective directors, managers, officers and employees and, to the Borrower’s knowledgeknowledge of Seller, each of the foregoing’s its respective directors, managers, officers, employees, directors employees and agents (acting in each caseany capacity in connection with or directly benefitting from the receivables purchase facility established hereby, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged Sanctions, in each case in all material respects. Seller is not, nor is any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of its Subsidiaries (aif any) the Borrower, any Subsidiary or, to the Borrower’s knowledgeknowledge of Seller, any of the foregoing’s their respective directors, officers or employees (in their capacities as such)managers, officers, employees, or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) agents that will act in any capacity in connection with or directly benefit from the credit receivables purchase facility established hereby, is a Sanctioned Person, and Seller is not, nor is any of its Subsidiaries, organized or resident in a Sanctioned Country. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated of any Purchase by this Agreement Seller in any manner will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 3 contracts

Samples: Receivables Purchase Agreement (Pool Corp), Receivables Purchase Agreement (Pool Corp), Receivables Purchase Agreement (Pool Corp)

Anti-Corruption Laws and Sanctions. The Borrower Company has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, ensure compliance by the BorrowerCompany, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the BorrowerCompany, its Subsidiaries and, to the Borrower’s knowledge, each knowledge of the foregoing’s Company, their respective officers, employees, directors and agents (other than with respect to matters publicly disclosed in each casethe Company’s filings with the SEC prior to the Effective Date) agents, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are in all material respects and, in the case of any Foreign Subsidiary Borrower, is not knowingly engaged in any activity that would could reasonably be expected to result in such Borrower being designated as a Sanctioned Person. None of (a) the BorrowerCompany, any Subsidiary or, or to the Borrower’s knowledge, knowledge of the Company or such Subsidiary any of the foregoing’s their respective directors, officers or employees (in their capacities as such)employees, or (b) to the knowledge of the BorrowerCompany, any agent of the Borrower Company or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility facilities established hereby, is a Sanctioned Person. No borrowing hereunder Borrowing or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement Transactions will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 2 contracts

Samples: Credit Agreement (Fuller H B Co), Assignment and Assumption (Fuller H B Co)

Anti-Corruption Laws and Sanctions. The Each of the Company, the Borrower and their respective Subsidiaries has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, ensure compliance by the Company, the Borrower, its their respective Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Company, the Borrower, its their respective Subsidiaries and, and their respective officers and employees and to the Borrower’s knowledge, each knowledge of the foregoing’s respective officers, employees, Company or the Borrower its directors and agents (in each caseagents, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions in all material respects and are not knowingly engaged in any activity that would reasonably be expected to result in the Company, the Borrower or any of their respective Subsidiaries being designated as a Sanctioned Person. None of (a) the Company, the Borrower, any Subsidiary or, to the knowledge of the Company or the Borrower’s knowledge, any of the foregoing’s their respective directors, officers or employees (in their capacities as such)employees, or (b) to the knowledge of the Company, the Borrower, any agent of the Company or the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility facilities established hereby, is a Sanctioned Person. No borrowing hereunder Borrowing or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.

Appears in 2 contracts

Samples: Agreement (Four Corners Property Trust, Inc.), Credit and Term Loan Agreement (Four Corners Property Trust, Inc.)

Anti-Corruption Laws and Sanctions. The Borrower has Policies and procedures have been implemented and maintains in effect policies maintained by or on behalf of the Servicer and procedures its Subsidiaries that are designed to ensure, in its reasonable judgment, achieve compliance by the BorrowerServicer and its Subsidiaries, its Subsidiaries and their respective directors, managers, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, giving due regard to the nature of such Person’s business and activities, and the BorrowerServicer, its Subsidiaries and their respective directors, managers, officers and employees and, to the Borrower’s knowledge, each knowledge of the foregoing’s Servicer, its respective directors, managers, officers, employees, directors employees and agents (acting in each caseany capacity in connection with or directly benefitting from the receivables purchase facility established hereby, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged Sanctions, in each case in all material respects. The Servicer is not, nor is any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary its Subsidiaries or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the BorrowerServicer, any agent of the Borrower their respective directors, managers, officers, employees or any Subsidiary (in their capacities as such) agents that will act in any capacity in connection with or directly benefit from the credit receivables purchase facility established hereby, is a Sanctioned Person, and the Servicer is not, nor is any of its Subsidiaries, organized or resident in a Sanctioned Country. No borrowing hereunder or Letter of Credit, use of proceeds of any Purchase by the Servicer or other transaction contemplated by this Agreement any of its Subsidiaries in any manner will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Pool Corp), Receivables Purchase Agreement (Pool Corp)

Anti-Corruption Laws and Sanctions. The Borrower has Policies and procedures have been implemented and maintains in effect policies and procedures maintained by or on behalf of each of the Seller Parties that are designed to ensure, in its reasonable judgment, achieve compliance by the Borrower, its Subsidiaries Seller Parties and their respective Subsidiaries, directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, giving due regard to the nature of such Person’s business and activities, and each of the BorrowerSeller Parties, its their respective Subsidiaries and their respective officers and employees and, to the Borrower’s knowledge, knowledge of each of the foregoing’s Seller Parties, its respective officers, employees, directors and agents (acting in each caseany capacity in connection with or directly benefitting from the credit facility established hereby, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged Sanctions, in any activity that would reasonably be expected to result each case in Borrower being designated as a Sanctioned Personall material respects. None of (ai) the Borrower, Seller Parties or any Subsidiary of their respective Subsidiaries or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the BorrowerSeller Parties, as applicable, any agent of the Borrower their respective directors, officers, employees, or any Subsidiary (in their capacities as such) agents that will act in any capacity in connection with or directly benefit from the credit facility established hereby, is a Sanctioned Person, and (ii) the Seller Parties nor any of their respective Subsidiaries is organized or resident in a Sanctioned Country. No borrowing hereunder Purchase or Letter of Credit, use of proceeds or other transaction contemplated thereof by this Agreement any Seller Party in any manner will violate any Anti-Corruption Law Laws or applicable Sanctions.”;

Appears in 1 contract

Samples: Receivables Purchase Agreement (Henry Schein Inc)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, and their respective officers and employees and to the Borrower’s knowledge, each knowledge of any Responsible Officer of the foregoing’s respective officers, employees, Borrower or any Subsidiary (or any other officer of the Borrower or any Subsidiary charged with monitoring or promoting compliance with Sanctions and Anti-Corruption Laws) its directors and agents (in each caseagents, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Personall material respects. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledgeknowledge of any Responsible Officer of the Borrower or such Subsidiary (or any other officer of the Borrower or such Subsidiary charged with monitoring or promoting compliance with Sanctions and Anti-Corruption Laws), any of the foregoing’s their respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) to the extent that such agent will act in any capacity in connection with or benefit from the credit facility established hereby), is a Sanctioned Person. No borrowing hereunder or Letter of CreditLoan, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.

Appears in 1 contract

Samples: Credit Agreement (Hormel Foods Corp /De/)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures reasonably designed to ensure, in its reasonable judgment, promote compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as suchwhen acting for the Borrower or any of its Subsidiaries) with Anti-Corruption Laws and applicable Sanctions, and the . The Borrower, its Subsidiaries and their respective directors and, to the Borrower’s knowledge, each knowledge of the foregoing’s Borrower and its Subsidiaries, their respective officers, employees, directors employees and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions in all material respects and are not knowingly engaged in any activity that would reasonably be expected to result in the Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledgeknowledge of the Borrower or such Subsidiary, any of the foregoing’s their respective directors, officers or employees (in their capacities as such)employees, or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, hereby is a Sanctioned Person. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.Sanctioned

Appears in 1 contract

Samples: Credit Agreement (Forrester Research, Inc.)

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Anti-Corruption Laws and Sanctions. The Borrower has Policies and procedures have been implemented and maintains in effect policies and procedures maintained by or on behalf of such Seller that are designed to ensure, in its reasonable judgment, ensure compliance by the Borrowersuch Seller, its Subsidiaries (if any), and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, giving due regard to the nature of such Person’s business and the Borroweractivities, and such Seller, its Subsidiaries (if any) and, to the Borrower’s knowledgeknowledge of such Seller, each of the foregoing’s its and their respective directors, officers, employees, directors employees and agents (acting in each caseany capacity in connection with or directly benefitting from the receivables purchase facility established by the Transaction Documents, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged Sanctions, in any activity that would reasonably be expected to result each case in Borrower being designated as a Sanctioned Personall material respects. None of (a) the BorrowerSuch Seller is not, any Subsidiary or, to the Borrower’s knowledge, nor is any of the foregoing’s respective directorsits Subsidiaries (if any) nor, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrowersuch Seller, any agent of the Borrower their respective directors, officers, employees, or any Subsidiary (in their capacities as such) agents that will act in any capacity in connection with or directly benefit from the credit receivables purchase facility established herebyby the Transaction Documents, is a Sanctioned Person, and such Seller is not, nor is any of its Subsidiaries, organized or resident in a Sanctioned Country. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated of any purchase by this Agreement the Buyer hereunder in any manner will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 1 contract

Samples: Receivables Sale Agreement (Quest Diagnostics Inc)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries Subsidiaries, its Affiliates and their respective directors, officers, employees employees, agents and agents advisors (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors directors, agents, advisors and agents Affiliates (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such)employees, or (b) to the knowledge of the Borrower, any agent or advisors of the Borrower or any Subsidiary (in their capacities as such) or Affiliate that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.

Appears in 1 contract

Samples: Credit Agreement (Public Service Co of Colorado)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.. 42 NEWYORK 9337884

Appears in 1 contract

Samples: Credit Agreement (Northern States Power Co)

Anti-Corruption Laws and Sanctions. The Borrower has Policies and procedures have been implemented and maintains in effect policies and procedures maintained by or on behalf of each of the Transaction Parties that are designed to ensure, in its reasonable judgment, achieve compliance by the Borrower, its Subsidiaries Transaction Parties and their respective Subsidiaries, directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, giving due regard to the nature of such Person’s business and activities, and each of the BorrowerTransaction Parties, its their respective Subsidiaries and their respective officers and employees and, to the Borrower’s knowledge, knowledge of each of the foregoing’s Transaction Parties, its respective officers, employees, directors and agents (acting in each caseany capacity in connection with or directly benefitting from the purchases contemplated established hereby, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged Sanctions, in any activity that would reasonably be expected to result each case in Borrower being designated as a Sanctioned Personall material respects. None of (a) the Borrower, Transaction Parties or any Subsidiary of their respective Subsidiaries or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the BorrowerTransaction Parties, as applicable, any agent of the Borrower their respective directors, officers, employees, or any Subsidiary (in their capacities as such) agents that will act in any capacity in connection with or directly benefit from the credit facility established hereby, is a Sanctioned Person, and (b) the Transaction Parties nor any of their respective Subsidiaries is organized or resident in a Sanctioned Country. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated of the Sale Price of any Transferred Receivables by this Agreement any Transaction Party will in any manner violate any Anti-Corruption Law Laws or applicable Sanctions.”.

Appears in 1 contract

Samples: Funding and Administration Agreement (Synnex Corp)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.. CONDITIONS PRECEDENT

Appears in 1 contract

Samples: Credit Agreement (Northern States Power Co)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions.. 42 NEWYORK 9337890

Appears in 1 contract

Samples: Credit Agreement (Northern States Power Co)

Anti-Corruption Laws and Sanctions. The Borrower has Policies and procedures have been implemented and maintains in effect policies and procedures are currently maintained by Servicer that are designed to ensure, in its reasonable judgment, achieve compliance by the Borrower, its Subsidiaries Transaction Parties and their respective directors, officers, employees and agents (in their capacities as such) Subsidiaries with Anti-Corruption Laws and applicable Sanctions, giving due regard to the nature of such Person’s business and activities, and each of the BorrowerTransaction Parties, its their respective Subsidiaries and their respective officers and employees and, to the Borrower’s knowledge, knowledge of the Authorized Officers of each of the foregoing’s Transaction Parties, its respective officers, employees, directors and agents (acting in each casesuch capacity in connection with or directly benefitting from the credit facility established hereby, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged Sanctions, in any activity that would reasonably be expected to result each case in Borrower being designated as a Sanctioned Personall material respects. None of (a) the Borrower, Transaction Parties or any Subsidiary of their respective Subsidiaries or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the BorrowerAuthorized Officers of the Transaction Parties, as applicable, any agent of the Borrower their respective directors, officers, employees or any Subsidiary (in their capacities as such) agents that will act in any such capacity in connection with or directly benefit from the credit facility established hereby, is a Sanctioned Person, and (b) the Transaction Parties nor any of their respective Subsidiaries is organized or resident in a Sanctioned Country. No borrowing proceeds of any purchase hereunder or Letter of Credit, use of proceeds or other transaction contemplated shall be used by this Agreement any Transaction Party in any manner will violate any Anti-Corruption Law Laws or applicable Sanctions.

Appears in 1 contract

Samples: Receivables Purchase Agreement (LKQ Corp)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, to the Borrower’s knowledge, each of the foregoing’s respective officers, employees, directors and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Person. None of (a) the Borrower, any Subsidiary or, to the Borrower’s knowledge, any of the foregoing’s respective directors, officers or employees (in their capacities as such), or (b) to the knowledge of the Borrower, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder or Letter of Credithereunder, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctions. As of the Restatement Date, the information included in the Beneficial Ownership Certification is true and correct in all material respects.

Appears in 1 contract

Samples: Day Term Loan Agreement (Xcel Energy Inc)

Anti-Corruption Laws and Sanctions. The Borrower has implemented and maintains in effect policies and procedures designed to ensure, in its reasonable judgment, promote compliance by the Borrower, its Subsidiaries and their respective directors, officers, and employees and agents (in their capacities as such) with Anti-Corruption Laws and applicable Sanctions, and the Borrower, its Subsidiaries and, and their respective officers and employees and to the Borrower’s knowledge, each current actual knowledge of the foregoing’s respective officersBorrower its directors, employees, directors and agents (in each case, in their respective capacities as such) are in compliance with Anti-Corruption Laws and applicable Sanctions and are not knowingly engaged in any activity that would reasonably be expected to result in Borrower being designated as a Sanctioned Personall material respects. None of (a) the Borrower, any Subsidiary or, or to the Borrower’s knowledge, knowledge of the Borrower or such Subsidiary any of the foregoing’s their respective directors, officers or employees (in their capacities as such)employees, or (b) to the current actual knowledge of the Borrower, following reasonable inquiry, any agent of the Borrower or any Subsidiary (in their capacities as such) that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person. No borrowing hereunder The Borrower will not knowingly violate or permit a violation of Anti-Corruption Laws or applicable Sanctions with any Borrowing or Letter of Credit, use of proceeds or other transaction contemplated by this Agreement will violate any Anti-Corruption Law or applicable Sanctionsthe Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Texas Roadhouse, Inc.)

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