The Managing Member shall (a) cause the Company to maintain in effect and enforce policies and procedures designed to ensure compliance by the Company, and their respective directors, officers, employees and agents, with Anti-Corruption Laws and applicable Sanctions and otherwise to prevent interactions with Prohibited Persons and (b) require that third party counterparties implement and maintain similar procedures designed to ensure compliance by such counterparties with Anti-Corruption Laws and applicable Sanctions and otherwise to prevent interactions with Prohibited Persons. The Managing Member shall cause the Company, and its directors, officers, employees and agents (x) not to make, or take any action in furtherance of, any offer, payment, promise to pay, or authorization of the payment or giving of money, or anything else of value, to any Person in violation of any Anti-Corruption Laws and (y) not to use the Company funds (i) for the purpose of funding, financing or facilitating any activities, business or transaction of or with any Sanctioned Person or in any Sanctioned Country or (ii) in any manner that would result in the violation of any Sanctions.