Common use of Anti-Money Laundering/International Trade Law Compliance Clause in Contracts

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, warrants and covenants to the Bank, as of the date hereof, the date of each advance of proceeds under the Facility, the date of any renewal, extension or modification of the Facility, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction or Sanctioned Person; (b) the proceeds of the Facility will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction or Sanctioned Person; (c) the funds used to repay the Facility are not derived from any unlawful activity; (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it shall immediately notify the Bank in writing upon the occurrence of a Reportable Compliance Event; and (b) if, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.

Appears in 5 contracts

Samples: Discretionary Line Documents (Progressive Corp/Oh/), Medpace Holdings, Inc., VerifyMe, Inc.

AutoNDA by SimpleDocs

Anti-Money Laundering/International Trade Law Compliance. The Borrower Guarantor represents, warrants warrants, and covenants to the Bank, as of the date hereofof this Guaranty, the date of each advance disbursement of proceeds under the Facilityloan proceeds, the date of any renewal, extension or modification of the Facilityany loan, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, any Obligations exist that: (a) no Covered Entity Guarantor (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction or Sanctioned Person; (b) the proceeds of the Facility any loan will not be used to fund any operations in, finance any investments or activities in, or, or make any payments to, a Sanctioned Jurisdiction or Sanctioned Person; (c) the funds used to repay the Facility loan proceeds are not derived from any unlawful activity; (d) each Covered Entity Guarantor is in compliance with, and no Covered Entity Guarantor engages in any dealings or transactions prohibited by, any laws of the United States, States including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower Guarantor covenants and agrees that (aA) it shall immediately notify the Bank in writing upon the occurrence of a Reportable Compliance Event; and (bB) if, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bank, the Borrower Guarantor shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.

Appears in 3 contracts

Samples: Guaranty and Suretyship Agreement (VerifyMe, Inc.), Loan Documents (Lsi Industries Inc), Medpace Holdings, Inc.

Anti-Money Laundering/International Trade Law Compliance. The Each Borrower represents, represents and warrants and covenants to the BankAgent, as of the date hereofof this Agreement, the date of each advance of proceeds under the FacilityAdvance, the date of any renewal, extension or modification of the Facilitythis Agreement, and at all times until the Facility this Agreement has been terminated and all amounts thereunder Obligations have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b) the proceeds of the Facility Advances will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the funds used to repay the Facility Obligations are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants Borrowers covenant and agrees agree that (a) it they shall immediately notify the Bank Agent in writing upon the occurrence of a Reportable Compliance Event. Each of the parties has signed this Agreement as of the day and year first above written. GPM PETROLEUM LP By: GPM Petroleum GP, LLC Its: General Partner By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chairman, Chief Executive Officer and President By: /s/ Xxx Xxxxxxx Name: Xxx Xxxxxxx Title: Chief Financial Officer PNC BANK, NATIONAL ASSOCIATION, As Lender and as Agent By: /s/ Xxxxx X. Xxxxxxxxxxx Name: Xxxxx X. Xxxxxxxxxxx Title: Vice President PNC Bank, National Association 0000 Xxxxxx Xxxxxx Xxxxxxxxxxxx, XX 00000 Attention: Portfolio Manager Commitment Percentage: 100% STATE OF VIRGINIA ) ) ss. COUNTY OF Henrico ) On this day of January, 2016, before me personally came XXXX XXXXXX and XXX XXXXXXX to me known, who, being by me duly sworn, did depose and say that he is the CHAIRMAN, CHIEF EXECUTIVE OFFICER AND PRESIDENT and CHIEF FINANCIAL OFFICER , respectively of GPM PETROLEUM GP, LLC, the limited liability company described in and which executed the foregoing instrument as general partner of GPM PETROLEUM LP; and that he signed his name thereto by order of the board of directors of said company. /s/ Xxxxx Xxxxxx Xxxxx Notary Public EXHIBIT 1.2(a) FORM OF COMPLIANCE CERTIFICATE PNC Bank, National Association 000 X. Xxxx Street Bel Air, Maryland 21014 Attention: Xxxxx X. Xxxxxxxxxxx The undersigned, the [Chief Financial Officer, Vice President of Finance or Controller] of GPM Petroleum GP, LLC, a Delaware limited liability company and the general partner of GPM Petroleum LP, a Delaware limited partnership (b) if“Borrowing Agent”), at any gives this certificate to PNC Bank, National Association (“Agent”), in accordance with the requirements of Sections 9.7 or 9.8, as applicable, of that certain Term Loan and Security Agreement dated January 12, 2016 among Borrowing Agent (together with each Person joined thereto as a borrower from time to time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bankcollectively, the Borrower “Borrowers”, and each a “Borrower”), Agent and certain financial institutions a party thereto as lenders from time to time (“Loan Agreement”). Capitalized terms used in this Certificate, unless otherwise defined herein, shall provide substitute Collateral acceptable have the meanings ascribed to them in the Bank that is not Embargoed PropertyLoan Agreement.

Appears in 2 contracts

Samples: Security Agreement (ARKO Corp.), Security Agreement (GPM Petroleum LP)

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, represents and warrants and covenants to the BankLenders, as of the date hereof, the date of each advance of proceeds Advance under the Facility, the date of any renewal, extension or modification of the Facility, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly finally paid in fullfull (other than contingent indemnification obligations for which no claim has been made), that: (a) no Covered Entity member of the Consolidated Group, Investment Affiliate or Person who “controls” (as such term is used in the definition of “Affiliate”) any member of the Consolidated Group, (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or withto the Borrower’s knowledge, or derives any of its operating income from investments in in, or transactions with, any with Sanctioned Jurisdiction Persons or Sanctioned PersonCountries in violation of any Anti-Terrorism Law enforced by any Compliance Authority; (b) the proceeds of the Facility will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any Anti-Terrorism Law enforced by any Compliance Authority; and (c) each member of the funds used to repay Consolidated Group, Investment Affiliate and Person who “controls” (as defined in the Facility are not derived from definition of “Affiliate”) any unlawful activity; (d) each Covered Entity member of the Consolidated Group is in compliance with, and no Covered Entity member of the Consolidated Group, Investment Affiliate or Person who “controls” (as defined in the definition of “Affiliate”) any member of the Consolidated Group engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it shall immediately promptly notify the Bank Administrative Agent in writing upon the occurrence of a Reportable Compliance Event; and (b) if, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.

Appears in 1 contract

Samples: Unsecured Term Credit Agreement (BioMed Realty L P)

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, represents and warrants and covenants to the Bank, as of the date hereof, the date of each advance of proceeds under the Facility, the date of any renewal, extension or modification of the Facility, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b) the proceeds of the Facility will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the funds used to repay the Facility are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it shall immediately notify the Bank in writing upon the occurrence of a Reportable Compliance Event; and . Notwithstanding anything to the contrary - 5 - Form 8G (bMultistate) if– Rev. 9/20 herein or in any of the other Loan Documents, at the collateral securing any timedebt, liabilities or other obligations of any Collateral becomes Obligor to the Bank shall not include any Embargoed Property, in addition to all other rights and remedies available but only to the Bank, upon request by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that extent and for so long as such collateral is not or remains Embargoed Property.

Appears in 1 contract

Samples: Luna Innovations Inc

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, represents and warrants and covenants to the BankLenders, as of the date hereof, the date of each advance of proceeds Advance under the Facility, the date of any renewal, extension or modification of the Facility, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly finally paid in fullfull (other than contingent indemnification obligations for which no claim has been made), that: (a) no Covered Entity member of the Consolidated Group, Investment Affiliate or Person who "controls" (as such term is used in the definition of "Affiliate") any member of the Consolidated Group, (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or withto the Borrower’s knowledge, or derives any of its operating income from investments in in, or transactions with, any with Sanctioned Jurisdiction Persons or Sanctioned PersonCountries in violation of any Anti-Terrorism Law enforced by any Compliance Authority; (b) the proceeds of the Facility will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any Anti-Terrorism Law enforced by any Compliance Authority; and (c) each member of the funds used to repay Consolidated Group, Investment Affiliate and Person who "controls" (as defined in the Facility are not derived from definition of "Affiliate") any unlawful activity; (d) each Covered Entity member of the Consolidated Group is in compliance with, and no Covered Entity member of the Consolidated Group, Investment Affiliate or Person who "controls" (as defined in the definition of "Affiliate") any member of the Consolidated Group engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it shall immediately promptly notify the Bank Administrative Agent in writing upon the occurrence of a Reportable Compliance Event; and (b) if, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.

Appears in 1 contract

Samples: Unsecured Credit Agreement (BioMed Realty L P)

Anti-Money Laundering/International Trade Law Compliance. The Each Borrower represents, represents and warrants and covenants to the BankAgent, as of the date hereofof this Agreement, the date of each advance of proceeds under the FacilityAdvance, the date of any renewal, extension or modification of the Facilitythis Agreement, and at all times until the Facility this Agreement has been terminated and all amounts thereunder Obligations have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b) the proceeds of the Facility Advances will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the funds used to repay the Facility Obligations are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants Borrowers covenant and agrees agree that (a) it they shall immediately notify the Bank Agent in writing upon the occurrence of a Reportable Compliance Event; . 112 Each of the parties has signed this Agreement as of the day and (b) ifyear first above written. BORROWER: GREEN PLAINS TRADE GROUP LLC By: _/s/ Xxxxx X. Peters_________ Name: Xxxxx X. Xxxxxx Title: Chief Financial Officer [SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT] AGENT: PNC BANK, at any timeNATIONAL ASSOCIATION, any Collateral becomes Embargoed Propertyas Agent By: _/s/ Xxxxx Simpson___________ Name: Xxxxx Xxxxxxx Title: Vice President [SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT] LENDER: PNC BANK, in addition to all other rights and remedies available to the BankNATIONAL ASSOCIATION, upon request by the Bankas Lender By: _/s/ Xxxxx Simpson_________ Name: Xxxxx Xxxxxxx Title: Senior Vice President Revolving Commitment Percentage: 29.923076923% Revolving Commitment Amount $35,000,000 [SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT] LENDER: BANK OF AMERICA, the Borrower shall provide substitute Collateral acceptable to the as a Lender By: _/s/ Xxxx X. Breidenbach_________ Name: Xxxx X. Xxxxxxxxxxx Title: Senior Vice President Revolving Commitment Percentage: 26.923076923% Revolving Commitment Amount: $35,000,000 Address for notices: Bank that is not Embargoed Property.of America 000 X. XxXxxxx Street Chicago, IL 60603 Attention: Xxxxxxx Xxxxxxxxx, Vice President Tel: 000-000-0000 Fax: 000-000-0000 [SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT] LENDER: CITIBANK, N.A., as a Lender By: _/s/ Miles D. McManus______ Name: Miles X. XxXxxxx Title: Vice President Revolving Commitment Percentage: 19.230769231% Revolving Commitment Amount: $25,000,000 Address for Notice: Citibank, N.A. Xxxx Xxxxxx Xxxx, XX 00000 Attention: Xxxxxxx Xxxxxxxx Tel: 000-000-0000 Fax: 000-000-0000 With a copy to: Citibank, N.A. Xxxx Xxxxxx Xxxx, XX 00000 Attention: Xxxx Xxxxxxxxx, Tel: 000-000-0000 Fax: 000-000-0000 [SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT] LENDER: BMO XXXXXX BANK N.A., as a Lender By: _/s/ Xxxxx Thistlethwaite______ Name: Xxxxx Xxxxxxxxxxxxxx Title: Director Revolving Commitment Percentage: 15.384615385% Revolving Commitment Amount: $20,000,000 Address for Notice: BMO Xxxxxx Bank N.A. 000 Xxxx Xxxxxx Xxxxxx Xxxxx 00 Xxxx Xxxxxxx, XX 00000 Attention: Xxxxxxxxx Winners Telephone: 000-000-0000 Facsimile: 000-000-0000 With a copy to: BMO Xxxxxx Bank N.A. 000 Xxxx Xxxxxx Xxxxxx Xxxxx 00 Xxxx Xxxxxxx, XX 00000 Attention: Xxxxx Xxxxxxxxxxxx Telephone: 000-000-0000 Facsimile: 000-000-0000 [SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT] LENDER: ALOSTAR BANK OF COMMERCE, as a Lender By: _/s/ Xxx Velzy___________ Name: Xxx Xxxxx Title: Vice President Revolving Commitment Percentage: 11.538461538% Revolving Commitment Amount: $15,000,000 Address for Notice: Alostar Bank of Commerce 0000 Xxxxxxxxx Xxxx, XX, Xxxxx 0000 Xxxxxxx, XX 00000 Attention: Xxx Xxxxx Tel: 000-000-0000 Fax: 000-000-0000 With a copy to: Alostar Bank of Commerce 0000 Xxxxxxxxx Xxxx, XX, Xxxxx 0000 Xxxxxxx, XX 00000 Attention: Xxxxx Xxxx Tel: 000-000-0000 Fax: 000-000-0000 [SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT]

Appears in 1 contract

Samples: Security Agreement (Green Plains Renewable Energy, Inc.)

Anti-Money Laundering/International Trade Law Compliance. The Borrower Guarantor represents, warrants warrants, and covenants to the Bank, as of the date hereofof this Guaranty, the date of each advance disbursement of proceeds under the Facilityloan proceeds, the date of any renewal, extension or modification of the Facilityany loan, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, any Obligations exist that: (a) no Covered Entity Guarantor (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Form 17A – Multistate Rev. 01/21 Jurisdiction or Sanctioned Person; (b) the proceeds of the Facility any loan will not be used to fund any operations in, finance any investments or activities in, or, or make any payments to, a Sanctioned Jurisdiction or Sanctioned Person; (c) the funds used to repay the Facility loan proceeds are not derived from any unlawful activity; (d) each Covered Entity Guarantor is in compliance with, and no Covered Entity Guarantor engages in any dealings or transactions prohibited by, any laws of the United States, States including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower Guarantor covenants and agrees that (aA) it shall immediately notify the Bank in writing upon the occurrence of a Reportable Compliance Event; and (bB) if, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bank, the Borrower Guarantor shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.

Appears in 1 contract

Samples: Loan Documents (Luna Innovations Inc)

AutoNDA by SimpleDocs

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, represents and warrants and covenants to the Bank, as of the date hereofof this Note, the date of each advance of proceeds under the Facility, the date of any renewal, extension or modification of the Facility, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b) the proceeds of the Facility will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the funds used to repay the Facility are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it shall immediately notify the Bank in writing upon the occurrence of a Reportable Compliance Event. As used herein: “Anti-Terrorism Laws” means any laws relating to terrorism, trade sanctions programs and embargoes, import/export licensing, money laundering, or bribery, all as amended, supplemented or replaced from time to time; “Compliance Authority” means each and all of the (a) U.S. Treasury Department/Office of Foreign Assets Control, (b) ifU.S. Treasury Department/Financial Crimes Enforcement Network, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.(c) U.S. State

Appears in 1 contract

Samples: Icg Group, Inc.

Anti-Money Laundering/International Trade Law Compliance. The Each Borrower represents, represents and warrants and covenants to the BankAgent, as of the date hereofof this Agreement, the date of each advance of proceeds under the FacilityAdvance, the date of any renewal, extension or modification of the Facilitythis Agreement, and at all times until the Facility this Agreement has been terminated and all amounts thereunder Obligations have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b) the proceeds of the Facility Advances will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the funds used to repay the Facility Obligations are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants Borrowers covenant and agrees agree that (a) it they shall immediately notify the Bank Agent in writing upon the occurrence of a Reportable Compliance Event. Each of the parties has signed this Agreement as of the day and year first above written. GPM PETROLEUM LP By: GPM Petroleum GPM, LLC Its: General Partner By: Name: Title: By: Name: Title: PNC BANK, NATIONAL ASSOCIATION, As Lender and as Agent By: Name: Title: PNC Bank, National Association 0000 Xxxxxx Xxxxxx Xxxxxxxxxxxx, XX 00000 Attention: Portfolio Manager Commitment Percentage: 100% STATE OF [ ] ) ) ss. COUNTY OF [ ] ) On this day of , 2015, before me personally came and , to me known, who, being by me duly sworn, did depose and say that he is the and , respectively of GPM PETROLEUM, LLC, the limited liability company described in and which executed the foregoing instrument as general partner of GPM PETROLEUM LP; and (b) if, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to that he signed his name thereto by order of the Bank, upon request by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.board of directors of said company. Notary Public EXHIBIT 16.6

Appears in 1 contract

Samples: Security Agreement (GPM Petroleum LP)

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, warrants and covenants to the Bank, as of the date hereof, the date of each advance of proceeds under the Facility, the date of any renewal, extension or modification of the Facility, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction or Sanctioned Person; (b) the proceeds of the Facility will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction or Sanctioned Person; (c) the funds used to repay the Facility are not derived from any unlawful activity; (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it Form 17A – Multistate Rev. 01/21 shall immediately notify the Bank in writing upon the occurrence of a Reportable Compliance Event; and (b) if, at any time, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed Property.

Appears in 1 contract

Samples: Loan Documents (Middlesex Water Co)

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, warrants and covenants to the Bank, as of the date hereof, the date of each advance of proceeds under the Facility, the date of any renewal, extension or modification of the FacilityServicer will notThe Servicer shall not, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, thatshall not permit any of its Subsidiaries to: (a) no Covered Entity (i) is become a Sanctioned Person; . No Covered Entity, either in its own right or through any third party, will (iia) has have any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned PersonPerson in violation of any Anti-Terrorism Law; or (iiib) does do business in or with, or derives derive any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction Country or Sanctioned Person in violation of any Anti-Terrorism Law; (c) engage in any dealings or transactions prohibited by any Anti-Terrorism Law or (d) use the proceeds of any or allow its employees, officers, directors and affiliates acting on its behalf in connection with this Agreement to become a Sanctioned Person, or, to the knowledge of the Borrower, allow its consultants, brokers, and agents acting on its behalf in connection with this Agreement to become a Sanctioned Person; (b) directly, or indirectly through a third party, engage in any transactions or other dealings with any Sanctioned Person or Sanctioned Jurisdiction, including any use of the proceeds of the Facility will not be used Credit ExtensionAgreement to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction CountryPerson or Sanctioned PersonPerson in violation of any Anti-Terrorism Law. The funds used to repay each Credit Extension will not beJurisdiction; (c) the funds used to repay the Facility are not Credit Agreement with funds derived from any unlawful activity; (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any . The Servicer shall comply with all Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it Servicer shall immediately promptly notify the Bank Administrative Agent and each Lender in writing upon the occurrence of a Reportable Compliance Event; and (bd) if, at any time, permit any Collateral becomes to become Embargoed Property, ; (e) engage in addition any transactions or other dealings with any Sanctioned Person or Sanctioned Jurisdiction prohibited by any Laws of the United States or other applicable jurisdictions relating to all other rights economic sanctions and remedies available any Anti-Terrorism Laws; or (f) cause any Lender or Administrative Agent to the Bank, upon request violate any sanctions administered by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed PropertyOFAC.

Appears in 1 contract

Samples: Receivables Financing Agreement (Evoqua Water Technologies Corp.)

Anti-Money Laundering/International Trade Law Compliance. The Borrower represents, represents and warrants and covenants to the Bank, as of the date hereofof this Note, the date of each advance of proceeds under the Facility, the date of any renewal, extension or modification of the Facility, and at all times until the Facility has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b) the proceeds of the Facility will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Jurisdiction Country or Sanctioned PersonPerson in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the funds used to repay the Facility are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; and (e) no Collateral is or will become Embargoed Property. The Borrower covenants and agrees that (a) it shall immediately notify the Bank in writing upon the occurrence of a Reportable Compliance Event. As used herein: “Anti-Terrorism Laws” means any laws relating to terrorism, trade sanctions programs and embargoes, import/export licensing, money laundering, or bribery, all as amended, supplemented or replaced from time to time; “Compliance Authority” means each and all of the (a) U.S. Treasury Department/Office of Foreign Assets Control, (b) ifU.S. Treasury Department/Financial Crimes Enforcement Network, at (c) U.S. State Department/Directorate of Defense Trade Controls, (d) U.S. Commerce Department/Bureau of Industry and Security, (e) U.S. Internal Revenue Service, (f) U.S. Justice Department, and (g) U.S. Securities and Exchange Commission; “Covered Entity” means the Borrower, its affiliates and subsidiaries, all guarantors, pledgors of collateral, all owners of the foregoing, and all brokers or other agents of the Borrower acting in any timecapacity in connection with the Facility; “Reportable Compliance Event” means that any Covered Entity becomes a Sanctioned Person, or is indicted, arraigned, investigated or custodially detained, or receives an inquiry from regulatory or law enforcement officials, in connection with any Anti-Terrorism Law or any predicate crime to any Anti-Terrorism Law, or self-discovers facts or circumstances implicating any aspect of its operations with the actual or possible violation of any Anti-Terrorism Law; “Sanctioned Country” means a country subject to a sanctions program maintained by any Compliance Authority; and “Sanctioned Person” means any individual person, group, regime, entity or thing listed or otherwise recognized as a specially designated, prohibited, sanctioned or debarred person or entity, or subject to any limitations or prohibitions (including but not limited to the blocking of property or rejection of transactions), under any order or directive of any Compliance Authority or otherwise subject to, or specially designated under, any Collateral becomes Embargoed Property, in addition to all other rights and remedies available to the Bank, upon request sanctions program maintained by the Bank, the Borrower shall provide substitute Collateral acceptable to the Bank that is not Embargoed Propertyany Compliance Authority. 12.

Appears in 1 contract

Samples: www.sec.gov

Time is Money Join Law Insider Premium to draft better contracts faster.