Each Company Party (directly or through its Affiliates) has implemented and maintains in effect policies and procedures designed to provide for compliance by such Company Party, its Subsidiaries and their respective directors, managers, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions, and such Company Party, its Subsidiaries and their respective directors, managers, officers and employees and, to the Actual Knowledge of such Company Party and its Subsidiaries, their respective authorized agents, are in compliance with Anti-Corruption Laws and applicable Sanctions. None of (i) any Company Party, its Subsidiaries or, to the Actual Knowledge of any such Company Party, any of their respective directors, managers, officers or employees, or (ii) to the Actual Knowledge of any such Company Party, any agent of such Company Party or its Subsidiaries that will act in any capacity in connection with or benefit from the transactions contemplated by the Transaction Documents, is a Sanctioned Person. The direct or indirect use of any proceeds of any sale of Receivables hereunder will not result in a violation by any party hereto of any Anti-Corruption Laws or applicable Sanctions.