The Borrower has implemented and maintains in effect policies and procedures reasonably designed to ensure compliance by the Borrower, its Subsidiaries and their directors, officers, employees and agents with applicable Anti-Corruption Laws and Sanctions, and the Borrower and each of its Subsidiaries and their respective directors (acting within the scope of their relationship with the Borrower or the applicable Subsidiary) and officers and, to the knowledge of the Borrower, employees and the Borrower’s agents (acting within the scope of their relationship with the Borrower), are in compliance with all applicable Anti-Corruption Laws and Sanctions in all material respects. None of (i) the Borrower, any of its Subsidiaries and their respective directors and officers or (ii) to the knowledge of the Borrower, agent or employee of the Borrower or any Subsidiary that will act in any capacity in connection with the credit facility established hereby, is a Sanctioned Person. The Borrower will not directly or indirectly use the proceeds of the Loans (A) to fund any operations in or with, finance any investments or activities in or with, or make any payments to, a Sanctioned Person, except to the extent permissible for a Person required to comply with Sanctions or (B) in any other manner that would result in a violation by any Person of any Sanctions or Anti-Corruption Laws.