Common use of Prohibited Person Clause in Contracts

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither New Borrower nor Principal nor any of their respective officers or directors is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“EO13224“), (ii) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“) most current list of “Specifically Designated Nationals and Blocked Persons“ (which list may be published from time to time in various media including but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – [iv] above are herein referred to as a “Prohibited Person“). New Borrower covenants and agrees that neither New Borrower nor Principal nor any of their respective officers or directors will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither New Borrower nor Principal nor any of their respective officers or directors is a Prohibited Person and (y) neither New Borrower nor Principal nor any of their respective officers or directors has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after After review of the website identified below, that neither none of New Borrower nor Principal nor or, to the best of New Borrower's knowledge, New Indemnitor or any of their respective officers officers, directors, members or directors shareholders holding greater than forty-nine percent (49%) of the equity interests in such entity, is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“EO13224“), (ii) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“) most current list of “Specifically Designated Nationals and Blocked Persons“ (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – [iv] above are herein collectively referred to as a “Prohibited Person“). None of New Borrower covenants and agrees that neither New Borrower nor Principal nor Parties or any of their respective officers officers, directors, members or directors shareholders holding greater than forty-nine percent (49%) of the equity interests in such entity, will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any MIAMI 5057132.10 80265/47887 EXECUTION COPY contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither none of New Borrower nor Principal nor Parties or any of their respective officers officers, directors, members or directors shareholders holding greater than forty-nine percent (49%) of the equity interests in such entity, is a Prohibited Person and (y) neither none of New Borrower, or to the best of New Borrower's knowledge, any of the other New Borrower nor Principal nor any of Parties, or their respective officers officers, directors, members or directors shareholders holding greater than forty-nine percent (49%) of the equity interests in such entity, has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“"EO13224“"), (ii) whose name appears on the United States Treasury Department’s 's Office of Foreign Assets Control (“"OFAC“") most current list of “Specifically Designated Nationals and Blocked Persons“ "SPECIFICALLY DESIGNATED NATIONAL AND BLOCKED PERSONS" (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/ t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“"TERRORISM", as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – - [iv] above are herein referred to as a “Prohibited Person“"PROHIBITED PERSON"). New Borrower covenants and agrees that neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) will (a) knowingly conduct any business, or nor engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) is a Prohibited Person and (y) neither New Borrower nor Borrower, Principal nor any of or their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) has (a) knowingly conducted any business, or nor engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither none of New Borrower nor Principal nor or, to the best of New Borrower's knowledge, New Borrower Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 2420, 2001 0000 (“EO13224“X000000”), (iixx) whose name appears on the United States Treasury Department’s 's Office of Foreign Assets Control (“OFAC“') most current list of “Specifically Designated Nationals and Blocked Persons“ ” (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdf), (iii) who commits, threatens to commit or supports “terrorism“”, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – - [iv] above are herein referred to as a “Prohibited Person“”). New Borrower covenants and agrees that neither none of New Borrower nor Principal nor Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x.(x) neither none of New Borrower nor Principal nor Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) is a Prohibited Person and (y) neither none of New Borrower, or to the best of New Borrower's knowledge, any of the other New Borrower nor Principal nor any of Parties, or their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224E013224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither none of New Borrower Borrower, the TNP Operating Partnership, the TNP REIT, nor Principal the Project Manager nor any of their respective general partners, members (of Property Manager and New Borrower only), officers or directors directors, is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“EO13224“”), (ii) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“”) most current list of “Specifically Designated Nationals and Blocked Persons“ ” (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“”, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – [iv] above are herein referred to as a “Prohibited Person“”). New Borrower covenants and agrees that neither none of New Borrower Borrower, the TNP Operating Partnership, the TNP REIT, nor Principal the Project Manager nor any of their respective partners, members, officers or directors directors, will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender Xxxxxx in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither none of New Borrower Borrower, the TNP Operating Partnership, the TNP REIT, nor Principal the Project Manager nor any of their respective general partners, members (of Property Manager and New Borrower only), officers or directors is a Prohibited Person and (y) neither none of New Borrower Borrower, the TNP Operating Partnership, the TNP REIT, nor Principal the Project Manager nor any of their respective officers or directors has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 2400, 2001 0000 (“EO13224“XX00000”), (iixx) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“”) most current list of “Specifically Designated Nationals and Blocked Persons“ ” (which list may be published from time to time in various media including but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“”, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – [iv] above are herein referred to as a “Prohibited Person“”). New Borrower covenants and agrees that neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) is a Prohibited Person and (y) neither New Borrower nor Borrower, Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither none of New Borrower Borrower, NB General Partner nor Principal nor any of their respective officers officers, directors, partners, members, affiliates nor any holder of an indirect equity interest in New Borrower of ten percent (10%) or directors more is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 2400, 2001 0000 (“EO13224“XX00000”), (iixx) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“”) most current list of “Specifically Designated Nationals and Blocked Persons“ ” (which list may be published from time to time in various media including but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“”, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – — [iv] above are herein referred to as a “Prohibited Person“”). New Borrower covenants and agrees that neither none of New Borrower Borrower, NB General Partner nor Principal nor any of their respective officers officers, directors, partners, members, affiliates nor any holder of an indirect equity interest in New Borrower of ten percent (10%) or directors more will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither none of New Borrower Borrower, NB General Partner nor Principal nor any of their respective officers officers, directors, partners, members, affiliates, nor any of the holders of indirect equity interests in New Borrower of ten percent (10%) or directors more is a Prohibited Person and (y) neither New Borrower Borrower, Principal nor Principal their respective officers, directors, partners, members, affiliates, nor any of their respective officers the holders of indirect equity interests in New Borrower of ten percent (10%) or directors more has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review represents that none of the website identified below, that neither New Borrower nor Principal nor or, to New Borrower’s knowledge, New Borrower Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“EO13224“”), (ii) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“”) most current list of “Specifically Designated Nationals and Blocked Persons“ ” (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“”, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, who is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – [iv] above are herein referred to as a “Prohibited Person“”). New Borrower covenants and agrees that neither New Borrower nor Principal nor shall not, and New Borrower shall not cause any of New Borrower Parties or any of their respective officers officers, directors, shareholders, partners, members or directors will affiliates (including other holders of indirect equity interests in New Borrower) to (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts attempting to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither none of New Borrower nor Principal nor Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) is a Prohibited Person and (y) neither none of New Borrower, or to New Borrower’s knowledge, any of the other New Borrower nor Principal nor any of Parties, or their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither none of New Borrower, New Borrower Member nor Principal nor any of their respective officers officers, directors, shareholders (other than shareholders of Principal), members or directors affiliates (including the holders of indirect equity interests in New Borrower, but excluding any shareholders of Principal) is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“EO13224“), (ii) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“) most current list of “Specifically Designated Nationals and Blocked Persons“ (which list may be published from time to time in various media including but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“, as that term is defined in EO13224, or (iv) who, to the actual knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – [iv] above are herein referred to as a “Prohibited Person“). New Borrower covenants and agrees that neither none of New Borrower, New Borrower Member nor Principal nor any of their respective officers officers, directors, shareholders (other than shareholders of Principal), members or directors affiliates (including the holders of indirect equity interests in New Borrower, but excluding shareholders of Principal) will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither none of New Borrower, New Borrower Member nor Principal nor any of their respective officers officers, directors, shareholders (other than shareholders of Principal), members or directors affiliates (including the holders of indirect equity interests in New Borrower, but excluding shareholders of Principal) is a Prohibited Person and (y) neither none of New Borrower, New Borrower Member nor Principal nor any of their respective officers officers, directors, shareholders (other than shareholders of Principal), members or directors affiliates (including the holders of indirect equity interests in New Borrower, but excluding any shareholders of Principal) has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither New Borrower nor Principal nor any of their respective officers or directors (a) is not an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 2400, 2001 0000 (“EO13224“XX00000”), (iixx) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“”) most current list of “Specifically Designated Nationals National and Blocked Persons“ ” (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdf, http:xxx.xxxxx.xxx/xxxx/x00xxx/xxx) (iii) who commits, threatens to commit or supports “terrorism“”, as that term is defined in EO13224EO 13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – — [iv] above are herein referred to as a “Prohibited Person“”). New Borrower covenants and agrees that neither New Borrower nor Principal nor any of their respective officers or directors will ; (ab) has not knowingly conduct conducted any business, or engage nor engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, Person or (bc) has not knowingly engage engaged in or conspire conspired to engage in any transaction that evades evaded or avoidsavoided, or has had the purpose of evading or avoiding, or attempts attempted to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (xi) neither New Borrower nor Principal nor any of their respective officers or directors is a Prohibited Person and (yii) neither New Borrower nor Principal nor any of their respective officers or directors has (a) knowingly conducted any business, or nor engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after After review of the website identified below, that neither none of New Borrower nor Principal nor or, to the best of New Borrower's knowledge, New Borrower Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“EO13224“), (ii) whose name appears on the United States Treasury Department’s Office of Foreign Assets Control (“OFAC“) most current list of “Specifically Designated Nationals and Blocked Persons“ (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfxxxx://xxx.xxxxx.xxx/offices/enforcement/ofac/sdn/t11sdn.pdf, (iii) who commits, threatens to commit or supports “terrorism“, as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – [iv] above are herein collectively referred to as a “Prohibited Person“). None of New Borrower covenants and agrees that neither New Borrower nor Principal nor Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) will (a) knowingly conduct any business, or engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither none of New Borrower nor Principal nor Parties or any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including other holders of indirect equity interests in New Borrower) is a Prohibited Person and (y) neither none of New Borrower, or to the best of New Borrower's knowledge, any of the other New Borrower nor Principal nor any of Parties, or their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) has (a) knowingly conducted any business, or engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.

Prohibited Person. New Borrower warrants and represents, after review of the website identified below, that neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) is an entity or person (i) that is listed in the Annex to, or is otherwise subject to the provisions of, Executive Order 13224, issued on September 24, 2001 (“"EO13224“"), (ii) whose name appears on the United States Treasury Department’s 's Office of Foreign Assets Control (“"OFAC“") most current list of “Specifically Designated Nationals and Blocked Persons“ "SPECIFICALLY DESIGNATED NATIONAL AND BLOCKED PERSONS" (which list may be published from time to time in various media including including, but not limited to, the OFAC website, hxxx://xxx.xxxxx.xxx/xxxxxxx/enforcement/ofac/sdn/t11sdn.pdfhttp://www.treas.gov/offices/enforcement/ofac/sdn/ t11sdn.pdf, (iii) who commitsxxx xxxxxxx, threatens to xxxxxxxxx xx commit or supports “terrorism“"TERRORISM", as that term is defined in EO13224, or (iv) who, to the knowledge of New Borrower, is otherwise affiliated with any entity or person listed above (any and all parties or persons described in clauses [i] – - [iv] above are herein referred to as a “Prohibited Person“"PROHIBITED PERSON"). New Borrower covenants and agrees that neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) will (a) knowingly conduct any business, or nor engage in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person, or (b) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in EO13224. New Borrower further covenants and agrees to deliver (from time to time) to Lender any such certification as may be requested by Lender in its reasonable discretion, confirming that, based on reasonable inquiry (x) neither New Borrower nor Principal nor any of their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) is a Prohibited Person and (y) neither New Borrower nor Borrower, Principal nor any of or their respective officers officers, directors, shareholders, partners, members or directors affiliates (including the holders of indirect equity interests in New Borrower) has (a) knowingly conducted any business, or nor engaged in any transaction or dealing, with any Prohibited Person, including, but not limited to, the making or receiving of any contribution of funds, goods, or services, to or for the benefit of a Prohibited Person or (b) knowingly engaged in or conspired to engage in any transaction that evaded or avoided, or had the purpose of evading or avoiding, or attempted to violate, any of the prohibitions set forth in EO13224.