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DocuSign Envelope ID: FCD9FE56-CF01-4E96-B983-B8E8DFE6811C 11
<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 /> TRAVELERS J�
<br /> 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.
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