Common use of Compliance with Anti-Terrorism Laws Clause in Contracts

Compliance with Anti-Terrorism Laws. Borrowers represent and warrant to Agent that they are not, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the “SDN List”) maintained by the Office of Foreign Assets Control (“OFAC”), Department of the Treasury, and/or on any other similar list (“Other Lists” and, collectively with the SDN List, the “Lists”) maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, “OFAC Laws and Regulations”); or (ii) a Person (a “Designated Person”) either (A) included within the term “designated national” as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the “Executive Orders”). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the “Anti-Terrorism Laws”. Borrowers represent and warrant that they require, and have taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 shall not apply to any Person to the extent that such Person’s interest in the Borrowers is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Loan Agreement (Ensign Group, Inc)

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Compliance with Anti-Terrorism Laws. Borrowers represent Borrower represents, warrants and warrant covenants to Agent Lender that they Borrower, the Gateway Tower Owner and Borrower's other direct and indirect wholly-owned subsidiaries (collectively with the Gateway Tower Owner, the "BORROWER SUBSIDIARIES"), WWPII and WWG are notnot and shall not be, and, after making due inquiry, that no Person who directly or indirectly owns a controlling interest in or otherwise controls Borrowers isBorrower, WWPII or WWG (each, a "CONTROLLING PERSON") is or shall be, (ia) listed on the Specially Designated Nationals and Blocked Persons List (the "SDN List”LIST") maintained by the Office of Foreign Assets Control ("OFAC”), " Department of the Treasury, and/or on any other similar list (“Other Lists” "OTHER LISTS" and, collectively with the SDN List, the "Lists") maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, "OFAC Laws and Regulations”LAWS AND REGULATIONS"); or (iib) a Person (a “Designated Person”"DESIGNATED PERSON") either (Ai) included within the term "designated national" as defined in the Cuban Assets Control Regulations, 31 C.F.R. C.F.R Part 515, or (Bii) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or a Person similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the “Executive Orders”"EXECUTIVE ORDERS"). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment Agreement as the “Anti"ANTI-Terrorism Laws”TERRORISM LAWS". Borrowers represent and warrant that they Borrower also shall require, and have taken shall take reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct otherdirect interest in Borrowers Borrower, WWPII or WWG is or shall SHALL be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 7.1 shall not apply to any Person to the extent that such Person’s 's interest in the Borrowers Borrower is through a U.S. Publicly-Traded or Pension Entity. As used in this Agreement, "U.S. PubliclyPUBLICLY-Traded Entity” TRADED OR PENSION ENTITY" means either (A) a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person., or (B) an "employee pension benefit plan" or "pension plan" as defined in Section 3(2)

Appears in 1 contract

Samples: Loan Agreement and Other Loan Documents (Wellsford Real Properties Inc)

Compliance with Anti-Terrorism Laws. Borrowers represent Each Borrower is not and warrant to Agent that they are notshall not be, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers isany Borrower is or shall be, (i) listed on the Specially Designated Nationals and Blocked Persons List (the "SDN List") maintained by the Office of Foreign Assets Control ("OFAC"), Department of the Treasury, and/or on any other similar list ("Other Lists" and, collectively with the SDN List, the "Lists") maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, "OFAC Laws and Regulations"); or (ii) a Person (a "Designated Person") either (A) included within the term "designated national" as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the "Executive Orders"). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the "Anti-Terrorism Laws". Borrowers represent and warrant that they Each Borrower also shall require, and have taken shall take reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers such Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 shall not apply to any Person to the extent that such Person’s interest in the Borrowers is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person5.

Appears in 1 contract

Samples: Loan Agreement (Omega Healthcare Investors Inc)

Compliance with Anti-Terrorism Laws. Borrowers represent Guarantor represents and warrant warrants to Agent Lender that they are it is not, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers any Borrower is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the “SDN List”) maintained by the Office of Foreign Assets Control (“OFAC”), Department of the Treasury, and/or on any other similar list (“Other Lists” and, collectively with the SDN List, the “Lists”) maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, “OFAC Laws and Regulations”); or (ii) a Person (a “Designated Person”) either (A) included within the term “designated national” as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the “Executive Orders”). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment Guaranty as the “Anti-Terrorism Laws”. Borrowers represent Guarantor represents and warrant warrants that they requireit requires, and have has taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers any Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 4.6 shall not apply to any Person to the extent that such Person’s interest in the Borrowers a Guarantor is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Ensign Guaranty (Ensign Group, Inc)

Compliance with Anti-Terrorism Laws. Borrowers represent Borrower represents and warrant warrants to Agent that they are it is not, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers Borrower is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the “SDN List”) maintained by the Office of Foreign Assets Control (“OFAC”), Department of the Treasury, and/or on any other similar list (“Other Lists” and, collectively with the SDN List, the “Lists”) maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, “OFAC Laws and Regulations”); or (ii) a Person (a “Designated Person”) either (A) included within the term “designated national” as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the “Executive Orders”). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the “Anti-Terrorism Laws”. Borrowers represent Borrower represents and warrant warrants that they requireit requires, and have it has taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 4.27 shall not apply to any Person to the extent that such Person’s interest in the Borrowers Borrower is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Loan Agreement (Grubb & Ellis Healthcare REIT II, Inc.)

Compliance with Anti-Terrorism Laws. Borrowers represent Each Borrower is not and warrant to Agent that they are notshall not be, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers isany Borrower is or shall be, (i) listed on the Specially Designated Nationals and Blocked Persons List (the "SDN List") maintained by the Office of Foreign Assets Control ("OFAC"), Department of the Treasury, and/or on any other similar list ("Other Lists" and, collectively with the SDN List, the "Lists") maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, "OFAC Laws and Regulations"); or (ii) a Person (a "Designated Person") either (A) included within the term "designated national" as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the "Executive Orders"). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the "Anti-Terrorism Laws". Borrowers represent and warrant that they Each Borrower also shall require, and have taken shall take reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers such Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 4.23.1 shall not apply to any Person to the extent that such Person’s 's interest in the Borrowers any Borrower is through a U.S. Publicly-Traded Entity. As used in this Agreement, "U.S. Publicly-Traded Entity" means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Loan Agreement (Omega Healthcare Investors Inc)

Compliance with Anti-Terrorism Laws. Borrowers represent Borrower represents and warrant warrants to Agent that they are it is not, and, after making due inquiry, that no Person who owns a direct or indirect controlling interest in or otherwise controls Borrowers Borrower is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the "SDN List") maintained by the Office of Foreign Assets Control ("OFAC"), Department of the Treasury, and/or on any other similar list ("Other Lists" and, collectively with the SDN List, the "Lists") maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, "OFAC Laws and Regulations"); or (ii) a Person (a "Designated Person") either (A) included within the term "designated national" as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the "Executive Orders"). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the "Anti-Terrorism Laws”. Borrowers represent ." Borrower represents and warrant warrants that they requireit requires, and have has taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 shall not apply to any Person to the extent that such Person’s 's interest in the Borrowers Borrower is through a U.S. Publicly-Traded Entity. As used in this Agreement, "U.S. Publicly-Traded Entity" means a Person (other than an individual) whose securities are listed on a national securities exchangeexchange or designated as a Portal Security on the Portal Market, or quoted on an automated quotation system, system in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Loan Agreement (Provident Senior Living Trust)

Compliance with Anti-Terrorism Laws. Borrowers represent Each Loan Party represents and warrant warrants to Agent Lender that they are it is not, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers any Borrower is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the “SDN List”) maintained by the Office of Foreign Assets Control (“OFAC”), Department of the Treasury, and/or on any other similar list (“Other Lists” and, collectively with the SDN List, the “Lists”) maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, “OFAC Laws and Regulations”); or (ii) a Person (a “Designated Person”) either (A) included within the term “designated national” as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the “Executive Orders”). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment Agreement as the “Anti-Terrorism Laws”. Borrowers represent Each Loan Party represents and warrant warrants that they requireit requires, and have has taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers any Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 4.26 shall not apply to any Person to the extent that such Person’s interest in the Borrowers a Loan Party is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary Subsidiary of such a Person.

Appears in 1 contract

Samples: Loan and Security Agreement (Ensign Group, Inc)

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Compliance with Anti-Terrorism Laws. Borrowers represent Borrower represents and warrant warrants to Agent that they are it is not, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers Borrower is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the "SDN List") maintained by the Office of Foreign Assets Control ("OFAC"), Department of the Treasury, and/or on any other similar list ("Other Lists" and, collectively with the SDN List, the "Lists") maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, "OFAC Laws and Regulations"); or (ii) a Person (a "Designated Person") either (A) included within the term "designated national" as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the "Executive Orders"). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the "Anti-Terrorism Laws". Borrowers represent Borrower represents and warrant warrants that they requireit requires, and have has taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 shall not apply to any Person to the extent that such Person’s interest in the Borrowers is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Loan Agreement (Emeritus Corp\wa\)

Compliance with Anti-Terrorism Laws. Borrowers represent Borrower represents and warrant warrants to Agent that they are it is not, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers Borrower or Master Tenant is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the "SDN List") maintained by the Office of Foreign Assets Control ("OFAC"), Department of the Treasury, and/or on any other similar list ("Other Lists" and, collectively with the SDN List, the "Lists") maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, "OFAC Laws and Regulations"); or (ii) a Person (a "Designated Person") either (A) included within the term "designated national" as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the "Executive Orders"). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the "Anti-Terrorism Laws". Borrowers represent Borrower represents and warrant warrants that they requireit requires, and have has taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers Borrower or Master Tenant is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 shall not apply to any Person to the extent that such Person’s interest in the Borrowers is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Loan Agreement (Emeritus Corp\wa\)

Compliance with Anti-Terrorism Laws. Borrowers represent Each Borrower is not and warrant to Agent that they are notshall not be, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers iseither Borrower is or shall be, (i) listed on the Specially Designated Nationals and Blocked Persons List (the "SDN List”LIST") maintained by the Office of Foreign Assets Control ("OFAC"), Department of the Treasury, and/or on any other similar list (“Other Lists” "OTHER LISTS" and, collectively with the SDN List, the “Lists”"LISTS") maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, "OFAC Laws and Regulations”LAWS AND REGULATIONS"); or (ii) a Person (a “Designated Person”"DESIGNATED PERSON") either (A) included within the term "designated national" as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the “Executive Orders”"EXECUTIVE ORDERS"). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment as the “Anti"ANTI-Terrorism Laws”TERRORISM LAWS". Borrowers represent and warrant that they Each Borrower also shall require, and have taken shall take reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers such Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 4.22.1 shall not apply to any Person to the extent that such Person’s 's interest in the Borrowers either Borrower is through a U.S. Publicly-Traded Entity. As used in this Agreement, "U.S. PubliclyPUBLICLY-Traded Entity” TRADED ENTITY" means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Loan Agreement (Assisted Living Concepts Inc)

Compliance with Anti-Terrorism Laws. Borrowers represent Each Guarantor represents and warrant warrants to Agent Lender that they are it is not, and, after making due inquiry, that no Person who owns a controlling interest in or otherwise controls Borrowers any Borrower is, (i) listed on the Specially Designated Nationals and Blocked Persons List (the “SDN List”) maintained by the Office of Foreign Assets Control (“OFAC”), Department of the Treasury, and/or on any other similar list (“Other Lists” and, collectively with the SDN List, the “Lists”) maintained by the OFAC pursuant to any authorizing statute, Executive Order or regulation (collectively, “OFAC Laws and Regulations”); or (ii) a Person (a “Designated Person”) either (A) included within the term “designated national” as defined in the Cuban Assets Control Regulations, 31 C.F.R. Part 515, or (B) designated under Sections 1(a), 1(b), 1(c) or 1(d) of Executive Order No. 13224, 66 Fed. Reg. 49079 (published September 25, 2001) or similarly designated under any related enabling legislation or any other similar Executive Orders (collectively, the “Executive Orders”). The OFAC Laws and Regulations and the Executive Orders are collectively referred to in this Amendment Guaranty as the “Anti-Terrorism Laws”. Borrowers represent Each Guarantor represents and warrant warrants that they requireit requires, and have has taken reasonable measures to ensure compliance with the requirement, that no Person who owns any other direct interest in Borrowers any Borrower is or shall be listed on any of the Lists or is or shall be a Designated Person. This Section 5.26 4.6 shall not apply to any Person to the extent that such Person’s interest in the Borrowers a Guarantor is through a U.S. Publicly-Traded Entity. As used in this Agreement, “U.S. Publicly-Traded Entity” means a Person (other than an individual) whose securities are listed on a national securities exchange, or quoted on an automated quotation system, in the United States, or a wholly-owned subsidiary of such a Person.

Appears in 1 contract

Samples: Holding Company Guaranty (Ensign Group, Inc)

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