Common use of Certain Regulations Clause in Contracts

Certain Regulations. Each of the Borrower and the Services Provider understands that Executive Orders issued by the President of the United States of America, Federal regulations administered by OFAC and other federal laws prohibit, among other things, U.S. persons or persons under jurisdiction of the United States from engaging in certain transactions with, the provision of certain services to, and making certain investments in, certain foreign countries, territories, entities and individuals, and that the lists of prohibited countries, territories, entities and individuals can be found on, among other places, the OFAC website at ▇▇▇▇▇://▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/policy-issues/office-of-foreign-assets-control-sanctions-programs-and-information. Accordingly, each of the Borrower and the Services Provider covenant that it has, and each of the Borrower and the Services Provider represents that it has, policies and procedures designed to comply with the prohibitions and restrictions mandated by OFAC by any Person participating in the Agreement. None of the Borrower, the Services Provider, any of their respective Subsidiaries or, to the best of the Services Provider’s knowledge, any of their respective directors or officers over which the Services Provider has control is a natural person or entity with whom any dealings contemplated under this Agreement are prohibited under any OFAC regulation or other applicable federal law, including as a result of being named on an OFAC list or acting on behalf of such a natural person or entity. To the best of the Services Provider’s knowledge, the Borrower does not own, and the Services Provider will not knowingly cause the Borrower to own or Acquire, any security issued by, or interest in, any country, territory, or entity whose direct ownership by U.S. persons or persons under the jurisdiction of the U.S. would be or is prohibited under any Sanctions Laws, if such ownership or acquisition would result in a violation of Sanctions Laws.

Certain Regulations. Each of the Borrower Entities and the Services Provider Investment Manager understands that Executive Orders issued by the President of the United States of America, Federal regulations administered by OFAC and other federal laws prohibit, among other things, U.S. persons or persons under jurisdiction of the United States from engaging in certain transactions with, the provision of certain services to, and making certain investments in, certain foreign countries, territories, entities and individuals, and that the lists of prohibited countries, territories, entities and individuals can be found on, among other places, the OFAC website at ▇▇▇▇▇://▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/policy-issues/office-of-foreign-assets-control-sanctions-programs-and-information▇▇▇▇. Accordingly, each of the Borrower Entities and the Services Provider Investment Manager covenant that it has, and each of the Borrower Entities and the Services Provider Investment Manager represents that it has, policies and procedures designed to comply with the prohibitions and restrictions mandated by OFAC by any Person participating and all other sanctions laws and regulations in the Agreementjurisdictions in which the Investment Manager operates. None of the Borrower, the Services ProviderBorrower Entities, any of their respective Affiliates, the Investment Manager, any of its Subsidiaries or, to the best of the Services ProviderInvestment Manager’s knowledge, any of their respective owners, directors or officers over which the Services Provider Investment Manager has control is, or is acting on behalf of, a country, territory, entity or individual named on such lists; and none of the Borrower Entities, any of their Affiliates, the Investment Manager, any of its Subsidiaries or, to the best of the Investment Manager’s knowledge, owners, directors or officers over which the Investment Manager has control is a natural person or entity with whom any dealings contemplated with U.S. persons or persons under this Agreement the jurisdiction of the United States are prohibited under any OFAC regulation or other applicable federal law, including as a result of being named on an OFAC list law or acting on behalf of such a natural person or entity. To the best of the Services ProviderInvestment Manager’s knowledge, the no Borrower does not ownEntity owns, and the Services Provider Investment Manager will not knowingly cause the any Borrower Entity to own or Acquire, any security issued by, or interest in, any country, territory, or entity whose direct ownership by U.S. persons or persons under the jurisdiction of the U.S. would be or is prohibited under any Sanctions Laws, if such ownership OFAC regulation or acquisition would result in a violation of Sanctions Lawsother applicable federal law.

Certain Regulations. Each of the Borrower Entities and the Services Provider Collateral Manager understands that Executive Orders issued by the President of the United States of America, Federal regulations administered by OFAC and other federal laws prohibit, among other things, U.S. persons or persons under jurisdiction of the United States from engaging in certain transactions with, the provision of certain services to, and making certain investments in, certain foreign countries, territories, entities and individuals, and that the 92 lists of prohibited countries, territories, entities and individuals can be found on, among other places, the OFAC website at ▇▇▇▇▇://▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/policy-issues/office-of-foreign-assets-control-sanctions-programs-and-informationwww.treas.gov/ofac. Accordingly, each of the Borrower Entities and the Services Provider Collateral Manager covenant that it has, and each of the Borrower Entities and the Services Provider Collateral Manager represents that it has, policies and procedures designed to comply with the prohibitions and restrictions mandated by OFAC by any Person participating and all other sanctions laws and regulations in the Agreementjurisdictions in which the Collateral Manager operates. None of the Borrower, the Services ProviderBorrower Entities, any of their respective Affiliates, the Collateral Manager, any of its Subsidiaries or, to the best of the Services ProviderCollateral Manager’s knowledge, any of their respective owners, directors or officers over which the Services Provider Collateral Manager has control is, or is acting on behalf of, a country, territory, entity or individual named on such lists; and none of the Borrower Entities, any of their Affiliates, the Collateral Manager, any of its Subsidiaries or, to the best of the Collateral Manager’s knowledge, owners, directors or officers over which the Collateral Manager has control is a natural person or entity with whom any dealings contemplated with U.S. persons or persons under this Agreement the jurisdiction of the United States are prohibited under any OFAC regulation or other applicable federal law, including as a result of being named on an OFAC list law or acting on behalf of such a natural person or entity. To the best of the Services ProviderCollateral Manager’s knowledge, the no Borrower does not ownEntity owns, and the Services Provider Collateral Manager will not knowingly cause the any Borrower Entity to own or Acquire, any security issued by, or interest in, any country, territory, or entity whose direct ownership by U.S. persons or persons under the jurisdiction of the U.S. would be or is prohibited under any Sanctions LawsOFAC regulation or other applicable federal law. 5.13. Transaction Data Room The Borrower shall at all times maintain a Transaction Data Room, if such ownership or acquisition would result in a violation and shall cause to be maintained therein electronic copies of Sanctions Lawsall documents and other information required by this Agreement and other Transaction Documents to be maintained therein. 5.

Certain Regulations. Each of the Borrower and the Services Provider understands that Executive Orders issued by the President of the United States of America, Federal regulations administered by OFAC and other federal laws prohibit, among other things, U.S. persons or persons under jurisdiction of the United States from engaging in certain transactions with, the provision of certain services to, and making certain investments in, certain foreign countries, territories, entities and individuals, and that the lists of prohibited countries, territories, entities and individuals can be found on, among other places, the OFAC website at ▇▇▇▇▇://▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/policy-issues/office-of-foreign-assets-control-sanctions-programsprogra ms-and-information. Accordingly, each of the Borrower and the Services Provider covenant that it has, and each of the Borrower and the Services Provider represents that it has, policies and procedures designed to comply with the prohibitions and restrictions mandated by OFAC by any Person participating in the Agreement. None of the Borrower, the Services Provider, any of their respective Subsidiaries or, to the best of the Services Provider’s knowledge, any of their respective directors or officers over which the Services Provider has control is a natural person or entity with whom any dealings contemplated under this Agreement are prohibited under any OFAC regulation or other applicable federal law, including as a result of being named on an OFAC list or acting on behalf of such a natural person or entity. To the best of the Services Provider’s knowledge, the Borrower does not own, and the Services Provider will not knowingly cause the Borrower to own or Acquire, any security issued by, or interest in, any country, territory, or entity whose direct ownership by U.S. persons or persons under the jurisdiction of the U.S. would be or is prohibited under any Sanctions Laws, if such ownership or acquisition would result in a violation of Sanctions Laws.