No Loan Party or any Subsidiary of any Loan Party, nor, to the knowledge of any Loan Party, any Related Party, (i) is currently the subject of any Sanctions, (ii) is located, organized or residing in any Designated Jurisdiction, (iii) has (within the previous five years) engaged in any transaction with any Person who was at the time of such transaction, to the knowledge of the Loan Parties, the subject of Sanctions or who was located, organized or residing in any Designated Jurisdiction or (iv) is included on OFAC’s List of Specially Designated Nationals, HMT’s Consolidated List of Financial Sanctions Targets and the Investment Ban List, or any similar list enforced by any other relevant Sanctions authority.  The Transactions will not violate any applicable Sanctions.  No Borrowing or Letter of Credit or the use of proceeds thereof will violate any applicable Sanctions.