The Parties agree that complying with the economic sanctions of international bodies and with anti-money laundering rules is an obligation of every business, organization and individual.
To ensure compliance with the requirements set out above, we require all of our partners (including any subsidiary, affiliate, branch or personnel of the partner, collectively the “Partner”), when establishing a transaction, entering into a contract, or entering into any other agreement of equivalent standing (a “Transaction”) with us — Công ty Cổ Phần và Giải Pháp Công Nghệ và Phần Mềm Phổ Tuệ and its subsidiaries and affiliates (collectively, “Pho Tue SoftWare Solutions JSC”) — to comply fully with this Economic Sanctions and Anti-Money Laundering Agreement (the “Agreement”) throughout the term of the Transaction(s).
(The Partner and Pho Tue SoftWare Solutions JSC are each referred to as a “Party” and together as the “Parties”).
1. PARTNER REPRESENTATIONS AND WARRANTIES
1.1.The Partner represents and warrants that, to the best of its knowledge, the Partner, or any third party acting on the Partner's behalf, or on whose behalf the Partner is acting in the Transaction, will NOT:
(i)Is a party on an embargo or sanctions list (as defined below);
(ii)Entering into any transaction or taking any action that could result in becoming a Subject on an embargo or sanctions list;
(iii)Carrying out transaction(s) that conceal or evade, that are intended to conceal or evade, or that attempt to breach any embargo or sanction;
(iv)Directly or indirectly transacting for the benefit of a party on an embargo or sanctions list;
(v)Is currently, or has previously been, in violation of or under investigation in connection with embargoes, sanctions, or anti-money laundering rules. Where:Entities on embargo or sanctions lists is: individual/company/organization(i)is listed, or is owned or controlled by, entities on an embargo or sanctions list of the United Nations Security Council or the UN Security Council Sanctions Committee, or on the list of organizations and individuals related to terrorism or terrorist financing published by the Ministry of Public Security of Vietnam (Bộ Công An); or (ii) is currently subject to an embargo or sanctions.
1.2.The Partner represents and undertakes that no payment made by or on behalf of the Partner will:
(i)Resulting in a payment, directly or indirectly, to (a) a person on an embargo or sanctions list; (b) any legal entity owned 50% or more, directly or indirectly, by a person on an embargo or sanctions list; or (c) any other individual prohibited from transacting by the United Nations Security Council or its Sanctions Committee under the Sanctions or other applicable law, or any organization or individual named by the Ministry of Public Security of Vietnam;
(ii)Using it directly or indirectly to launder money, or for money laundering purposes.
2. TERMINATION AND CANCELLATION OF TRANSACTIONS
The Parties irrevocably agree that, if the Partner breaches any of the provisions above, Pho Tue SoftWare Solutions JSC may immediately (i) terminate or cancel the Transaction with the Partner without incurring any penalty or paying the Partner any compensation; (ii) require the Partner to return all amounts Pho Tue SoftWare Solutions JSC has paid to the Partner (if any); and (iii) require the Partner to compensate Pho Tue SoftWare Solutions JSC in full for any damages.
3. AMENDMENTS TO THE AGREEMENT
The Parties agree that Pho Tue SoftWare Solutions JSC has full authority to amend or supplement this Agreement without the Partner's prior consent, provided that Pho Tue SoftWare Solutions JSC gives the Partner at least fifteen (15) days' advance notice (in writing or by email) before the intended effective date.
4. ENTIRE AGREEMENT
This Agreement is an inseparable part of, and forms, the agreements, contracts and undertakings between the Parties.