COMPLIANCE AND SANCTIONS Clause Samples

The Compliance and Sanctions clause requires parties to adhere to all applicable laws, regulations, and government-imposed sanctions relevant to the agreement. In practice, this means that each party must ensure their actions, products, or services do not violate trade restrictions, export controls, or other legal prohibitions, such as those imposed by international bodies or specific countries. This clause serves to protect both parties from legal liability and regulatory penalties by ensuring that their contractual relationship does not inadvertently breach legal or regulatory requirements.
COMPLIANCE AND SANCTIONS. All ACT Alliance members must adhere to the Code of Good Practice and its Appendix. It is expected that all ACT members will see the mutual benefits of following the good practices set out in this Code, and will attempt to resolve any compliance issues among and between each other especially if members are working in a partner relationship. Alternatively, such complaints can be addressed at the ACT forum level, if forum members have agreed to a common complaints mechanism. If the issue cannot be resolved at the country level, formal complaints from one (or more) ACT member organisation(s) about the conduct of other ACT member organisation(s) can be submitted to the ACT General Secretary. S/he will refer such complaints to the ACT Complaints Advisory Group which reports to the Governing Board. The group will present the findings and conclusions of any investigation to the Governing Board. The Governing Board will then decide on the necessary disciplinary action (if any) based on the defined ACT disciplinary procedures outlined in the ACT Complaints Policy and Disciplinary Procedures.14
View SourceView Similar (6)
COMPLIANCE AND SANCTIONS. The NQA incorporates a responsive regulatory model. Responsive regulation enables the regulator to respond strategically and in accordance with perceived risk.
View SourceView Similar (3)
COMPLIANCE AND SANCTIONS. At the time of delivery, the Sellers warrant that neither they nor the Vessel has breached or is in violation of any sanctions regime imposed by the UN and/or the US and/or the EU and/or the U.K. In addition to and not withstanding the above, should the Vessel and/or Sellers appear on the OFAC/SDN list of the US Department of Treasury before delivery of the Vessel to the Buyers, then the Sellers will be in default and the present Agreement will automatically and without further action be terminated. In such circumstances, the Deposit together with interest earned (if any), shall be released to the Buyers immediately. The Sellers hereby also agree to indemnify Buyers against any and all claims, losses, damage, costs and fines whatsoever suffered by the Buyers resulting from any breach of the aforesaid warranty. At the time of delivery, the Buyers warrant that they have not breached or are in violation of any sanctions regime imposed by the UN and/or the US and/or the EU and/or the U.K. In addition to the aforesaid, should the Buyers breach this undertaking and/or appear on the OFAC/SDN list of the US Department of Treasury before delivery of the Vessel under this Agreement, then the Buyers will be in default and Sellers shall have the option to cancel this Agreement and claim against the Buyers for any losses, damage and costs suffered by the Sellers resulting from any breach of the aforesaid warranty.
View SourceView Similar (2)
COMPLIANCE AND SANCTIONS. The Subscriber agrees that the Bank shall have the right to delay, block or refuse to process any transaction without incurring any liability if the Bank suspects that: (a) the transaction may breach any Applicable Law, including without limitation those relating to anti-money laundering, anti-corruption, counter-terrorism, anti-bribery, anti-fraud, tax evasion, embargoes or reporting requirements under financial transactions legislation; (b) the transaction involves any person (natural, corporate or governmental) that is itself sanctioned or is connected, directly or indirectly, to any person that is sanctioned under economic and trade sanctions; and/or (c) the transaction may directly or indirectly involve the proceeds of, or be applied for the purposes of, conduct which is unlawful in any country. The Bank shall have the right to take and instruct any delegate to take any action which it in its sole and absolute discretion considers appropriate so as to comply with any Applicable Law, regulation and/or request of a public or regulatory authority or any policy of the Bank which relates to the prevention of fraud, money laundering, terrorism or other criminal activities or the provision of financial and other services to sanctioned persons or entities. Such action may include but is not limited to the interception and investigation of transactions on Account(s) (particularly those involving the international transfer of funds) including the source of the intended recipient of funds paid into or out of accounts. In certain circumstances, such action may delay or prevent the processing of instructions, the settlement of transactions over the Account(s) or the Bank's performance of its obligations under these Terms. The Bank need not notify the Subscriber until a reasonable time after it is permitted to do so under such Applicable Laws, regulation or policy of the Bank, or by such public or regulatory authority.
View SourceView Similar (2)
COMPLIANCE AND SANCTIONS. The Account Holder represents, warrants and undertakes that (which representations, warranties and undertakings are deemed to be repeated on every day):
View Source
COMPLIANCE AND SANCTIONS. Compliance with and any associated sanctions related to NERC and applicable RE requirements, absent regulatory directive otherwise, shall be the responsibility of MISO and/or the other Party(ies) with the applicable NERC registrations (as specified in the signature block of this Agreement) that are assigned the responsibility pursuant to this Agreement or the CFR Form. Nothing in this Section 6 affects MISO’s rights under Section 5.11 of Appendix 4C to the NERC Rules of Procedure and/or to submit a filing under section 205 of the Federal Power Act to seek direct recovery of penalty costs assessed against MISO for confirmed violations of NERC Reliability Standards in accordance with Schedule 34 of the Tariff.
View Source
COMPLIANCE AND SANCTIONS. 5A.1 The Borrower and ▇▇▇▇▇▇▇▇▇ agrees that NUS may at any time with immediate notice, without the Borrower and Guarantor’s prior consent, suspend or terminate the Loan with a Borrower and take any action as NUS considers appropriate, for such duration as NUS may determine in its sole and absolute discretion without incurring any liability if NUS has reasonable grounds to suspect that: (a) the provision of the Loan and/or release of the facility may breach any applicable laws relating to anti-money laundering, anti-corruption, counterterrorism, anti-bribery, anti- fraud, tax evasion, embargoes, reporting requirements under financial transactions legislation or economic and trade sanctions; (b) the Loan involves any Restricted Person (natural, corporate or governmental) or any person that is connected, directly or indirectly, to any person that is sanctioned under economic and trade sanctions; and/or (c) the Loan may directly or indirectly involve the proceeds of, or the facility released may be applied for the purposes of, conduct which is unlawful in any country (including but not limited to any purpose that would violate any Sanctions or that would fund, facilitate or finance any activities, business or transactions of, or with, any Restricted Person or any Sanctioned Country). For the avoidance of doubt, the terms of this Clause 4B apply in addition to and do not derogate from any of the terms set forth in this Agreement. 5A.2 For the purpose of this Clause 5A:
View Source
COMPLIANCE AND SANCTIONS. 19.1 If (i) the introduction of or any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Agreement; or (ii) any change in the status of the Issuer or the composition of the shareholders of the Issuer after the date of this Agreement, obliges the Paying Agent to comply with “know your customer” or similar identification procedures in circumstances where the necessary information is not already available to it, the relevant Issuer shall as soon as feasible upon the request of the Paying Agent supply or procure the supply of such documentation and other evidence as is reasonably requested by the Paying Agent in order for the Paying Agent to carry out and be satisfied that it has complied with all necessary “know your customer” checks under all applicable laws and regulations. 19.2 The Issuer covenants and represents that neither it nor any of its consolidated subsidiaries nor, to the best of the knowledge of the Issuer (direct or indirect), its directors, officers or affiliates are the target or subject of any sanctions enforced by the Office of Foreign Assets Control of the US Department of the Treasury (OFAC) or any equivalent sanctions or measures imposed by the United Nations Security Council, the European Union or the United Kingdom (collectively Sanctions). 19.3 The Issuer will ensure that proceeds raised in connection with the issue of the Notes will not directly or indirectly be lent, contributed or otherwise made available to any person or entity for the purpose of financing or facilitating the activities or for the benefit of (i) any person, entity or any country that is then the subject of Sanctions, (ii) any person or entity then in a country or territory that is subject of Sanctions. This clause will apply only insofar as it would not result in a violation of or conflict with Section 7 of the German Foreign Trade Ordinance (Außenwirtschaftsverordnung) or any similar applicable anti-boycott law or regulation. 19.4 The Issuer represents, warrants and undertakes to the Paying Agents and the Trustee and each of them: (a) that none of the Issuer nor any of its respective subsidiaries nor any director, officer, agent, employee or affiliate of the Issuer or any of its respective subsidiaries is i) currently the subject of any Sanctions or ii) owned 50% or more by or otherwise controlled by or acting on behalf of one or more persons that are subject to Sanctions or iii) located, organ...
View Source
COMPLIANCE AND SANCTIONS 
View SourceView Similar (2)

Related to COMPLIANCE AND SANCTIONS

  • Compliance with Sanctions (i) The Company represents that neither the Company nor any of its subsidiaries nor, to the knowledge of the Company, any director, officer, employee, agent, affiliate or representative of the Company or any of its subsidiaries, is an individual or entity (“Person”) that is, or is owned or controlled by a Person that is: (A) the subject of any sanctions administered or enforced by the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), the United Nations Security Council (“UNSC”), the European Union (“EU”), Her Majesty’s Treasury (“HMT”), or other relevant sanctions authority (collectively, “Sanctions”), or (B) located, organized or resident in a country or territory that is the subject of Sanctions (including, without limitation, Cuba, Iran, North Korea, Sudan and Syria). (ii) The Company represents and covenants that neither it nor any of its subsidiaries will, directly or indirectly, use the proceeds of the offering, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (A) to fund or facilitate any activities or business of or with any Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions; (B) to fund or facilitate, directly or indirectly, any transaction that is prohibited under the Bribery Act; or (C) in any other manner that will result in a violation of Sanctions by any Person (including any Person participating in the offering, whether as underwriter, advisor, investor or otherwise). (iii) The Company represents and covenants that, for the past 5 years, neither it nor any of its subsidiaries has knowingly engaged in, is now knowingly engaged in, or will engage in, any dealings or transactions with any Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject of Sanctions.

  • Sanctions Compliance ▇▇▇▇▇ represents, warrants, and agrees that: i. Buyer is not a “Sanctioned Person,” meaning any individual or entity: (1) named on a governmental denied party or restricted list, including but not limited to: the Office of Foreign Assets Control (“OFAC”) list of Specially Designated Nationals and Blocked Persons (“SDN List”), the OFAC Sectoral Sanctions Identifications List (“SSI List”),or any other sanctions list administered by the United Nations, the European Union and its Member States, the United Kingdom, Switzerland, Canada, Australia, or the United Nations (“Sanctions Laws”); (2) organized under the laws of, ordinarily resident in, or physically located in a jurisdiction subject to comprehensive sanctions administered by OFAC (currently, but subject to change Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk People’s Republic, or Luhansk People’s Republic regions) (“Sanctioned Jurisdictions”); (3) controlled or owned, directly or indirectly, 50% or more in the aggregate by one or more of any of the foregoing; and/or (4) organized under the laws of, ordinarily resident in, or located in an unauthorized jurisdiction, including Russia; Belarus; and the Zaporizhzhia and Kherson regions. ii. Relating to the utilization of Honeywell products, software, services, proprietary information, and technology, both Parties will comply with all Sanctions Laws. Buyer will not, directly or indirectly, sell, export, re-export, divert, use, or otherwise transfer any Honeywell products, technology, software, or proprietary information: (i) to or for any Sanctioned Persons; or to, for, or involving Sanctioned Jurisdictions, Russia or Belarus; or (ii) for any other purposes prohibited by any Sanctions Laws. Honeywell will not source any components, technology, software, or data: (i) from any Sanctioned Persons or Sanctioned Jurisdictions or (ii) in contravention of any Sanctions Laws. iii. To the extent applicable, ▇▇▇▇▇ agrees to comply with any government authorization under Sanctions Laws, including any authorization issued by OFAC in all activities involving Honeywell products, technology, software, or proprietary information. Specifically, Buyer agrees not to remove, extract, disassemble, or otherwise disassociate any Honeywell products, technology, software, or proprietary information from an Aircraft and store, sell, export, re-export, divert, or otherwise transfer any Honeywell products, technology, software or proprietary information in, within, from, or to a Sanctioned Jurisdiction. iv. Buyer is responsible for conducting on-going screening and monitoring and ensuring all end users or other involved third parties are not Sanctioned Persons. Buyer is responsible for flowing down the obligations of this clause to all end users and/or other involved third parties, as applicable. Following reasonable prior notice from Honeywell, Buyer will allow Honeywell (acting itself or through its independent auditors), during normal working hours, to access any of Buyer’s systems, personnel, accounts and/or records (subject to reasonable and relevant security clearances) as may be reasonably required in order to verify that Buyer is in compliance with this clause. v. Buyer’s, any end user’s, or other involved third party’s failure to comply with this provision will be deemed a material breach of the Agreement, and Buyer will notify Honeywell immediately if Buyer, any end user, or other involved third party violates, or reasonably believes that it will violate, any terms of this clause. ▇▇▇▇▇ agrees that Honeywell may take any and all actions required to ensure full compliance with all Sanctions Laws without Honeywell incurring any liability.

  • Compliance with Applicable Anti-Terrorism and Anti-Money Laundering Regulations In order to comply with laws, rules and regulations applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering, the Indenture Trustee is required to obtain, verify and record certain information relating to individuals and entities which maintain a business relationship with the Indenture Trustee. Accordingly, each of the parties hereto agrees to provide to the Indenture Trustee upon its request from time to time such identifying information and documentation as may be available for such party in order to enable the Indenture Trustee to comply with applicable law.

  • Compliance with Sanctions Laws None of the Company, any of its subsidiaries or, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of its subsidiaries is currently subject to any sanctions administered or enforced by the U.S. government, (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”) or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council (“UNSC”), the European Union, Her Majesty’s Treasury (“HMT”) or other relevant sanctions authority (collectively, “Sanctions”), nor is the Company or any of its subsidiaries located, organized or resident in a country or territory that is the subject or target of Sanctions, currently Crimea, Cuba, Iran, North Korea and Syria (each, a “Sanctioned Country”); and the Company will not directly or indirectly use the proceeds of the offering of the Securities hereunder, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other person or entity, for the purpose of financing the activities of any person currently subject to any Sanctions, or in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as underwriter, advisor, investor or otherwise) of Sanctions. For the past five years, the Company and its subsidiaries have not knowingly engaged in, are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

  • Compliance with Anti-Corruption Laws and Sanctions Maintain in effect and enforce policies and procedures designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.