Common use of Anti-Money Laundering Representations Clause in Contracts

Anti-Money Laundering Representations. (i) Purchaser does not know or have any reason to suspect that (A) the monies used to fund Purchaser’s investment in the Shares have been or will be derived from or related to any illegal activities, including but not limited to, money laundering activities, or (B) the proceeds from Purchaser’s investment in the Shares will be used to finance any illegal or illegitimate activities. Purchaser (1) has conducted thorough due diligence with respect to all of its beneficial owners, (2) has established the identities of all beneficial owners and the source of each of the beneficial owner’s funds and (3) will retain evidence of any such identities, any such source of funds and any such due diligence. Purchaser understands and agrees that, notwithstanding anything to the contrary contained in any document, if, following Purchaser’s subscription for the Shares, the Company reasonably believes that any aspect of a transaction with Purchaser (whether by virtue of Purchaser holding the Shares or otherwise) will be in contravention of United States federal, state, international or other laws or regulations, including anti-money laundering laws, the Company may be obligated to “freeze the account” of Purchaser, including prohibiting any distributions with respect to the Shares. In addition, in any such event, Purchaser may be forced to withdraw from the Company or may otherwise be subject to the remedies required by law, and, to the fullest extent permitted by applicable law, Purchaser shall have no claim against any person for any form of damages as a result of any of the actions described in this paragraph.

Appears in 2 contracts

Samples: Subscription Agreement (Rubicon Technologies, Inc.), Subscription Agreement (Rubicon Technologies, Inc.)

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Anti-Money Laundering Representations. (i) Purchaser does not know or have any reason to suspect that (A) the monies used to fund Purchaser’s investment in the Shares Securities have been or will be derived from or related to any illegal activities, including but not limited to, money laundering activities, or (B) the proceeds from Purchaser’s investment in the Shares Securities will be used to finance any illegal or illegitimate activities. Purchaser (1) has conducted thorough due diligence with respect to all of its beneficial owners, (2) has established the identities of all beneficial owners and the source of each of the beneficial owner’s funds and (3) will retain evidence of any such identities, any such source of funds and any such due diligence. Purchaser understands and agrees that, notwithstanding anything to the contrary contained in any document, if, following Purchaser’s subscription for the SharesSecurities, the Company reasonably believes that any aspect of a transaction with Purchaser (whether by virtue of Purchaser holding the Shares Securities or otherwise) will be in contravention of United States federal, state, international or other laws or regulations, including anti-money laundering laws, the Company may be obligated to “freeze the account” of Purchaser, including prohibiting any distributions with respect to the SharesSecurities. In addition, in any such event, Purchaser may be forced to withdraw from the Company or may otherwise be subject to the remedies required by law, and, to the fullest extent permitted by applicable law, Purchaser shall have no claim against any person for any form of damages as a result of any of the actions described in this paragraph.

Appears in 2 contracts

Samples: Subscription Agreement (Contango ORE, Inc.), Subscription Agreement (Contango ORE, Inc.)

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