Sanctions Compliance Notice Maker
Create a Sanctions Compliance Notice
Issue a corporate sanctions notice with representations and warranties on sanctioned persons, authorisations, financing, termination, disclosure and governing law.
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Notice details
Addressed to
Representations and warranties
Tip: write {{recipient}} anywhere to insert the collective name automatically.
Sanctioned Persons
Standard clauses
Signature
This template is a starting point, not legal advice. Have your compliance or legal adviser review the wording before you issue it. Create an account to save your notices.
Sanctions Compliance Notice
Private and Confidential
(hereinafter collectively known as “the Counterparty”)
We hereby make the following representations and warranties for the benefit of the Counterparty in relation to their potential supply of any goods or provision of any services to us (the "Potential Contracts") and acknowledge that we will be relying on the representations and warranties made herein.
Sanctioned Persons
Neither we nor our affiliates, controlling persons, directors or employees are listed in, or target of, sanctions, embargoes or similar economic, export or financial restrictions or prohibitions imposed, administered or enforced by:
- a)the United Nations Security Council;
- b)the United States government;
- c)the UK government;
- d)the Russian Federation government;
- e)local government / authority where the project is executed;
- f)the European Union or any government of any of its member states;
- g)the respective governmental institutions and agencies of any of the foregoing, including, without limitation, the Office of Foreign Assets Control of the US Department of the Treasury ("OFAC"), the US Department of Commerce's Bureau of Industry and Security ("BIS"), the United States Department of State, the Office of Financial Sanctions Implementation ("OFSI"), HM Treasury; and
- h)any other competent governmental institution or agency,
hereinafter – the "Sanctions".
Without prejudice to the generality of the foregoing, we are not listed in the Specially Designated Nationals and Blocked Persons list and Sectoral Sanctions Identifications list maintained by OFAC, the Entity List maintained by BIS, or any other similar list issued or maintained by any other governmental institution or agency, each as amended, supplemented or substituted from time to time.
Compliance with Laws
The entry into and performance by us of, and the transactions contemplated by, the Potential Contracts do not conflict with any law, regulation or Sanctions.
Authorisations
All authorisations, consents, approvals, resolutions, licences, permits, exemptions, filings, notarisations or registrations ("Authorisations") required to enable us to lawfully enter into, exercise our rights and comply with our obligations under the Potential Contracts, including, without limitation, any Authorisations under Sanctions applicable to us, have been, or will be, as required from time to time, obtained or effected and are, or will be, at all relevant times, in full force and effect.
Financing Activities
No proceeds of the Contracts or any part of the projects shall be made available, directly or indirectly, to or for the benefit of a Prohibited Person nor shall they be otherwise, directly or indirectly, applied in a manner or for a purpose prohibited by Sanctions, or to fund any activity in a Sanctioned Country or in any manner which would cause any Finance Party to be in breach of or made subject to Sanctions, or at risk of being in breach of or made subject to Sanctions.
Termination
We hereby irrevocably and unconditionally agree, and this provision shall take precedence over any provisions in any Potential Contracts (if awarded), that the Counterparty, as applicable, may immediately terminate without any liability any Potential Contracts with us if at any time we become subject of Sanctions or any representations and warranties herein are or become incorrect or untrue.
We further undertake to unconditionally pay and settle any amount due to the Counterparty against the subject contract, immediately upon such termination of contract.
Disclosure
You may disclose this notice to any insurers, other contractors related to supplies against this contract, outside consultants or advisers (including, without limitation, insurance, tax and legal advisers, auditors) and any potential or actual lenders and their consultants or advisers.
Governing Law
This notice is governed by English law.
Yours sincerely
For and on behalf of: Your Company FZE
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