Trade Control Laws Sample Clauses
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Trade Control Laws. The Parties shall comply with all applicable economic sanctions and export control laws in the performance of this Agreement, including without limitation the sanctions programs administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”) and the Export Administration Regulations (“EAR”) administered by the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) (collectively “Trade Control Laws”). Licensee represents that neither Licensee nor, to the knowledge of Licensee, any director, officer, employee, or agent of Licensee, is an individual or entity (“Person”) that is, or is fifty percent (50%) or more owned or controlled by Persons that are: (a) the target of any sanctions administered or enforced by the U.S. Government, including by OFAC, or by the governments of Switzerland, the EU, or the United Kingdom (“Sanctions”) or listed on any denied party lists maintained by OFAC, BIS or on the European Union’s Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, or (b) located, organized or resident in a country or territory that is, or whose government is, the target of Sanctions (including, without limitation, Cuba, Iran, North Korea, Crimea, Venezuela, and Syria) ((a) and (b) collectively, “Sanctions Targets”). Licensee further warrants that in relation to this Agreement it will not, directly or indirectly, use, transfer, sell, donate, lend, contribute or otherwise make available any rights (including intellectual property rights) or Know-How, or the Compound, Product, or Licensed Product, to any Sanctions Target, nor to any Person to engage in any activities or business of or with any Sanctions Target or in any country or territory, that, at the time of such transfer or other transaction, is, or whose government is, the target of Sanctions (including, for the avoidance of doubt, any country listed in Appendix 3) without prior written approval from MPP and Pfizer. Licensee covenants that it shall notify MPP and Pfizer in writing immediately if any of the preceding representations and warranties becomes incorrect during the term of this Agreement. In case of an inaccuracy or breach in the representations, warranties or covenants in this Section 8.4 during the term of this Agreement, MPP shall be entitled to terminate this Agreement immediately and without penalty to MPP. Notwithstanding anything to the contrary in this Agreement, including Appendix 3, the Parties acknowledge th...
Trade Control Laws. Since the Company’s incorporation, the Company have been in material compliance with all applicable anti-corruption, import, export control, and economic and trade sanctions laws, regulations, statutes, and orders, including the U.S. Foreign Corrupt Practices Act of 1977, as amended, the Export Administration Regulations, the International Traffic in Arms Regulations, and the regulations administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (the “Trade Laws”) and have obtained, or are otherwise qualified to rely upon, all material import and export licenses, consents, notices, waivers, approvals, orders, authorizations, registrations, declarations or other authorizations from, and made any filings with, any Governmental Authority required for (a) the import, export, and reexport of products, services, software and technologies and (b) releases of technologies and software to foreign nationals (the “Trade Approvals”). There are no pending or threatened claims against the Company, nor any actions, conditions, facts, or circumstances that would reasonably be expected to give rise to any material future claims with respect to the Trade Laws or Trade Approvals.
Trade Control Laws. 9.4.1 Each Party will fully comply with all applicable export control, economic sanctions laws and anti-boycott regulations of the United States of America and other governments, including the U.S. Export Administration Regulations (Title 15 of the U.S. Code of Federal Regulations Part 730 et seq.) and the economic sanctions rules and regulations implemented under statutory authority or President’s Executive Orders and administered by the U.S. Treasury Department’s Office of Foreign Assets Control (Title 31 of the U.S. Code of Federal Regulations Part 500 et seq.) (collectively, “Trade Control Laws”).
9.4.2 Each Party acknowledges and confirms that Trade Control Laws apply to its activities, its employees and Affiliates under this Agreement.
9.4.3 COMPANY acknowledges that it shall be solely and exclusively responsible for the preparation of all import and export documentation and compliance with all applicable Trade Control Laws, except as otherwise agreed by the Parties in writing. COMPANY represents and warrants that is shall not take any unilateral action to identify or otherwise name DPT as the importer or exporter of record for any of the aforementioned items.
9.4.4 No Product will be directly or indirectly shipped by the other Party to any country subject to U.S. or U.N. economic sanctions without the necessary licenses.
9.4.5 DPT shall not be required by the terms of this Agreement to be directly or indirectly involved in the provision of goods, services or technical data that may be prohibited by applicable Trade Control Laws if performed by DPT. It shall be in the sole discretion of DPT to refrain from being directly or indirectly involved in the provision of goods, services or technical data that may be prohibited by applicable Trade Control Laws.
9.4.6 Each Party hereby represents and warrants that it is not included on any of the restricted party lists maintained by the U.S. Government, including the Specially Designated Nationals List administered by the U.S. Treasury Department’s Office of Foreign Assets Control; the Denied Persons List, Unverified List or Entity List maintained by the U.S. Commerce Department’s Bureau of Industry and Security; or the List of Statutorily Debarred Parties maintained by the U.S. State Department’s Directorate of Defense Trade Controls.
9.4.7 Each Party shall commit to maintaining awareness of the importance of Trade Control Laws throughout its organization. Each Party shall take such actions as are necessary a...
Trade Control Laws. The Parties shall comply with all applicable economic sanctions and export control laws in the performance of this Agreement, including without limitation the sanctions programs administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”) and the Export DocuSign Envelope ID: D912197B-D81E-47C3-A57B-57CF17C9819B Administration Regulations (“EAR”) administered by the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) (collectively “Trade Control Laws”). Licensee represents that neither Licensee nor, to the knowledge of Licensee, any director, officer, employee, or agent of Licensee, is an individual or entity (“Person”) that is, or is fifty percent (50%) or more owned or controlled by Persons that are: (a) the target of any sanctions administered or enforced by the U.S. Government, including by OFAC, or by the governments of Switzerland, the EU, or the United Kingdom (“Sanctions”) or listed on any denied party lists maintained by OFAC, BIS or on the European Union’s Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, or (b) located, organized or resident in a country or territory that is, or whose government is, the target of Sanctions (including, without limitation, Cuba, Iran, North Korea, Crimea, Venezuela, and Syria) ((a) and (b) collectively, “Sanctions Targets”). Licensee further warrants that in relation to this Agreement it will not, directly or indirectly, use, transfer, sell, donate, lend, contribute or otherwise make available any rights (including intellectual property rights) or Know-How, or the Compound, Product, or Licensed Product, to any Sanctions Target, nor to any Person to engage in any activities or business of or with any Sanctions Target or in any country or territory, that, at the time of such transfer or other transaction, is, or whose government is, the target of Sanctions (including, for the avoidance of doubt, any country listed in Appendix 3) without prior written approval from MPP and Pfizer. Licensee covenants that it shall notify MPP and Pfizer in writing immediately if any of the preceding representations and warranties becomes incorrect during the term of this Agreement. In case of an inaccuracy or breach in the representations, warranties or covenants in this Section 8.4 during the term of this Agreement, MPP shall be entitled to terminate this Agreement immediately and without penalty to MPP. Notwithstanding anything to the contrary in this ...
Trade Control Laws. Since January 1, 2022, Parent and its Subsidiaries have been in material compliance with all applicable Trade Laws and have obtained, or are otherwise qualified to rely upon, all material Trade Approvals. There are no pending or threatened claims against the Parent or its Subsidiaries, nor any actions, conditions, facts or circumstances that would reasonably be expected to give rise to any material future claims with respect to the Trade Laws or Trade Approvals.
Trade Control Laws. Since April 24, 2019, the Company and its Subsidiaries have been in material compliance with all applicable import, export control, and economic and trade sanctions laws, regulations, statutes, and orders, including the Export Administration Regulations, the International Traffic in Arms Regulations, and the regulations administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (the “Trade Laws”) and have obtained, or are otherwise qualified to rely upon, all material import and export licenses, consents, notices, waivers, approvals, orders, authorizations, registrations, declarations or other authorizations from, and made any filings with, any Governmental Entity required for (a) the import, export, and reexport of products, services, software and technologies and (b) releases of technologies and software to foreign nationals (the “Trade Approvals”). There are no pending or threatened written claims against the Company or its Subsidiaries, nor, to the knowledge of the Company, any actions, conditions, facts, or circumstances that would reasonably be expected to give rise to any material future claims with respect to the Trade Laws or Trade Approvals.
Trade Control Laws all export control and sanctions laws and regulations of the United Kingdom, the European Union, the United States and the country in which Client Uses the AVEVA Services.
Trade Control Laws. Supplier will comply with all applicable export control, import, customs and economic sanctions laws and regulations of the United States and other governments (collectively, "Trade Control Laws") in the performance of this order and in the import, export, re-export, shipment, transfer and use of the goods which are the subject of this order, any materials used in such goods, or any related technical data. Trade Control Laws include, but are not limited to, the U.S. Export Administration Regulations, the Customs Modernization Act of 1993, Foreign Trade Regulations and the economic sanctions rules and regulations implemented under statutory authority and/or President' s Executive Orders and administered by the U.S. Treasury Department' s Office of Foreign Assets Control and any export or import requirements imposed by the U.S.
Trade Control Laws. Since January 1, 2022, the Company has been in material compliance with all applicable import, export control, and economic and trade sanctions laws, regulations, statutes, and orders, including the Export Administration Regulations, the International Traffic in Arms Regulations, and the regulations administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (the “Trade Laws”) and have obtained, or are otherwise qualified to rely upon, all material import and export licenses, consents, notices, waivers, approvals, orders, authorizations, registrations, declarations or other authorizations from, and made any filings with, any governmental authority required for (i) the import, export, and reexport of products, services, software and technologies and (ii) releases of technologies and software to foreign nationals (the “Trade Approvals”). There are no pending or threatened claims against the Company, nor any actions, conditions, facts, or circumstances that would reasonably be expected to give rise to any material future claims with respect to the Trade Laws or Trade Approvals.
Trade Control Laws. Except as set forth on Schedule 4.26, to the Knowledge of the Company, (a) each Acquired Company is in compliance in all material respects with all applicable statutory and regulatory requirements to the extent applicable to its operations related to export controls, economic sanctions, and trade embargoes (collectively, the “U.S. and Foreign Trade Control Laws”); and (b) no investigation, audit or proceeding with respect to any alleged material non-compliance with U.S. and Foreign Trade Control Laws is pending or threatened.