Vie Documents. Means the Equity Pledge Agreement, Exclusive Option Agreement, Exclusive Business Cooperation Agreement, Loan Agreement and related documents and instruments by and among Qiqihar Fuer Agronomy, Co., Ltd., Qiqihar Deli Enterprise Management Consulting Co, Ltd., Zhang Li and Liu Yuhua respecting the ownership and control of Ququhar Fuer Agronomy, Co., Ltd. 20 8. OFAC
... Certifications. (a) Purchaser is a company organized and existing under the laws of the jurisdication indicated after its name on the signature page to this Agreement. (b) Neither Purchaser nor any of Purchaser's direct, indirect and beneficial owners (including intermediate and ultimate owners in a multi-tier ownership structure), officers, directors and other individual or entity having a controlling interest in Purchaser (collectively, "Affiliates") or any person or entity controlling any such Affiliate: i. has illegally transferred funds to, or illegally received funds from, any person or entity on any list of blocked persons or persons known or suspected to be terrorists, including those designated through a presidential or executive order or on the list of Specially Designated nationals and Blocked Persons complied and updated regularly by the United States Department of the Treasury's Office of Foreign Assets Control ("OFAC") and published in the Code of Federal Regulations and on the internet web site www.ustreas.gov/offiices/enforcement/ofac/sdn/index (the "Lists"); ii. is now or has ever been on any such Lists itself; iii. has a reasonable basis to believe that it would be put on any such Lists; or iv. is a person or entity otherwise identified by government or legal authority as a person or entity with whom a United States Person (as defined below) is prohibited from transacting business. (c) Purchaser acknowledges that due to anti-terrorism and anti-money laundering regulations, the Company and any officer, employee or agent acting on behalf of the Company, may require further documentation verifying the identity of Purchaser and its Affiliates and the source of the funds used to purchase the shares and notes before this Agreement can be accepted. To comply with applicable U.S. laws, including but not limited to the International Anti-Money Laundering and Financial Anti-Terrorism Abatement Act of 2001 (title III of the USA PATRIOT Act), Purchaser agrees that all payments by it to the Company and all payments made or distributions paid to the Purchaser from the Company will only be made in the Purchaser's name and to and from a bank account of a bank based or incorporated in or formed under the laws of the United States or a bank that is not a "foreign shell bank' within the meaning of the U.S. Bank Secrecy Act (31 U.S.C. § 5311 et seq. ), as amended, and the then current regulations promulgated thereunder by the U.S. Department of the Treasury. Purchaser further agrees to provide the Company at any time with such information or certification as the Company determines to be necessary or appropriate to verify compliance with the anti-terrorism and anti-money laundering regulations, of any applicable jurisdiction or to respond to requests for information concerning the identity of the Purchaser or any Affiliate form any governmental authority, self-regulatory organization or financial institution in connection with the Company's compliance procedures with respect to anti-terrorism and anti-money laundering regulations and to update such information as necessary. Such information may include, but not be limited to, the name, address, telephone number, date of birth, passport and Social Security or taxpayer identification number of any such individual person, or of the beneficial owners of any entity. Identity may be verified using a current valid passport or other such current valid government-issued identification (e.g., a driver's license). In addition, Purchaser certifies that neither it, nor any Affiliate is identified as a specially designated national or blocked person, or as affiliated with any such person, entity or organization on any list maintained by governmental authorities relating to anti-terrorism or anti-money laundering, including but not limited to lists maintained by the United States Treasury Department's Office of Foreign Asset Control. 21 (2) If Purchaser is a "United States Person (as defined below), the Purchaser further certifies that it is in compliance, and will continue to comply, with all of the applicable provisions of the laws administered by OFAC, including the Trading with the Enemy Act, 50 App. U.S.C. § 1701-06, as well as presidential executive orders and regulations issued or promulgated under the authority of such statutes administered by OFAC. For purposes of this additional certification, a "United States Person" means any (i) individual or entity, regardless of location, that is a resident of the United States, (ii) any individual or entity physically located within the United States, (iii) any company or entity organized under the laws of the United States or of any state, territory, possession, or district thereof, and (iv) any individual or entity, wherever organized or doing business, that is owned or controlled by any individual or entity described in (i) or (ii) above. (3) Purchaser will notify the Company immediately if any of the certifications set forth herein are no longer true or if the Purchaser has a reasonable basis for believing that such certifications set forth herein may no longer be true. (4) Purchaser understands that it is possible that this Agreement may be disclosed to the United States Government by the Company.
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