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Version 11.09.20 Program Agreement - Orange County Page 9
<br />CA Form - WC 99 06 Q6 (B)
<br />© (2019) The Travelers Indemnity Company. All rights reserved.
<br />9. General Representations and Warranties. You warrant and represent that the person who
<br />signs this Agreement has been duly authorized to execute the Agreement for and on behalf of You,
<br />and that he or she has the authority to bind you jointly and severally to the terms of this Agreement.
<br />10. Compliance Warranties. You represent and warrant that your performance under this
<br />Agreement will comply with all applicable federal, state, local, and international laws, regulations and
<br />orders of any governmental, judicial or administrative authority including, but not limited to, the
<br />following:
<br />a. Economic Sanctions. You represent and warrant that you are not, nor are you owned
<br />or controlled by, nor do you own or control, a person or entity that is (i) on the list of Specially
<br />Designated Nationals and Blocked Persons maintained by the Office of Foreign Assets Control
<br />of the U.S. Department of the Treasury or any list of known or suspected terrorists, terrorist
<br />organizations or other prohibited persons published by any jurisdiction in which the Insured is
<br />doing business, or (ii) subject to economic or trade sanctions imposed by the United States
<br />Government, which restrict U.S. companies from engaging in financial or other transactions
<br />with such entity for any reason, including but not limited to being resident or headquartered
<br />in or a governmental entity of a country subject to such sanctions.
<br />b.Anti-Bribery and Corrupt Practices Controls. You represent and warrant that you are
<br />familiar with, have complied with, and will comply, in all respects, with laws, regulations,
<br />ordinances, and codes regarding anti-bribery, anti-corruption and the offering of unlawful or
<br />improper inducements, including but not limited to the U.S. Foreign Corrupt Practices Act, as
<br />amended, and other applicable anti-corruption and anti-bribery laws (collectively, the
<br />“Corrupt Practices Laws”) and will not engage in any transaction that could be deemed
<br />bribery. You shall maintain in place throughout the term of this Agreement policies and
<br />procedures to prevent corruption and bribery, including adequate procedures as required by
<br />applicable laws, and will enforce them where appropriate. You shall immediately notify
<br />Travelers in writing of any actual or suspected violation of any Corrupt Practices Laws.
<br />Notwithstanding anything in this Agreement to the contrary, if at any time during the term of
<br />this Agreement you breach the terms of this Section 10, then in addition to any other rights
<br />Travelers may have under the Agreement, Travelers may immediately terminate the
<br />Agreement without any obligation, liability or penalty of any kind.
<br />11.Hold Harmless. You may be required to provide evidence of insurance, which may or may not
<br />include the amount of any Retention, to interested persons, boards, bureaus, lessors or other
<br />organizations. Your agent or broker will provide such evidence of insurance. You agree to indemnify
<br />and hold us harmless against any and all claims, settlements, lawsuits, payments, penalties,
<br />administrative proceedings, judgments, damages, interest charges, costs or expenses, including
<br />reasonable attorneys’ fees, resulting from or arising out of or in connection with any errors or
<br />omissions related to the issuance of such evidence of insurance. These hold harmless provisions
<br />survive termination of this Agreement.
<br />DocuSign Envelope ID: FCD9FE56-CF01-4E96-B983-B8E8DFE6811C
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