Cross-Border Sales Clause Samples

The Cross-Border Sales clause governs the terms and conditions under which goods or services are sold across national boundaries. It typically addresses issues such as compliance with import/export laws, applicable taxes and duties, and the responsibilities of each party regarding shipping, customs clearance, and regulatory approvals. By clearly outlining these requirements, the clause helps prevent legal disputes and logistical complications that can arise from international transactions, ensuring both parties understand their obligations and reducing the risk of non-compliance.
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Cross-Border Sales. The parties agree not to resell the Drug Delivery System into each other's territory. The parties agree with respect to any distributor (or equivalent) of the Drug Delivery System it may engage, that in the event a party receives written evidence from any source that the Drug Delivery System (or any component thereof) previously transferred to such distributor was resold by such distributor into the territory of the other party on at least three occasions, then the party receiving the evidence shall take appropriate steps to ensure such reselling does not occur in the future. The party who has engaged such distributor shall promptly discuss the steps that are being taken with the other party to ensure that such reselling will not reoccur. Genetronics further agrees to include a provision in any distribution or similar agreement it enters into during the Term to enable it to take such action.
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Cross-Border Sales. The Parties recognize that it is possible that Licensed Products originally sold in one country of the GSK Territory may be imported and resold in other countries of such Territory, and that pursuant to Section 9.3(a), [ * ] If Gilead believes that such activity [ * ] the Joint Committee shall discuss the matter in good faith and examine any market data that is available, and shall determine whether any such cross-border sales of Licensed Products is occurring. If the Joint Committee determines in good faith that such cross-border sales are occurring, then it shall [ * ]
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Cross-Border Sales. To the extent permitted by law, each of the Parties shall take reasonable measures to prevent any re-sales of Products originally sold by such Party or its Affiliates, sublicensees or distributors in such Party’s territory into the other Party’s territory.
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Cross-Border Sales. The Parties shall, to the extent permitted under law, use reasonable efforts to deter the re-importation of Products into any country in the Co-Commercialization Territory by their Affiliates and sublicensees. Sankyo and Tularik recognize that in certain territories, and in particular in free trade regions, customers or other third parties may import Products purchased in one country for use in another. If such activity materially distorts the aggregate relative profitability to the Parties of the sale of Products in one or more countries relative to that intended as provided in the Co-Commercialization Agreement, Tularik and Sankyo shall agree upon an equitable mechanism to adjust the compensation of the Parties hereunder to offset the economic effect of such cross-border transfers, to the extent it is practical and permitted under law to do so.
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Cross-Border Sales. The parties will co-ordinate sales efforts to multi-national customers in accordance with the Cross Border Sales Memorandum contained in Exhibit E. The parties will at least once a year review the terms of Exhibit E and modify those terms as they mutually agree. As to any inconsistency between the Cross Border Sales Memorandum and this agreement, the terms of this agreement control.
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Related to Cross-Border Sales

  • Currency and Foreign Transactions Reporting Act The operations of the Company are and have been conducted at all times in compliance with (i) the requirements of the U.S. Treasury Department Office of Foreign Asset Control and (ii) applicable financial recordkeeping and reporting requirements of the Currency and Foreign Transaction Reporting Act of 1970, as amended, including the Money Laundering Control Act of 1986, as amended, the rules and regulations thereunder and any related or similar money laundering statutes, rules, regulations or guidelines, issued, administered or enforced by any Federal governmental agency (collectively, the “Money Laundering Laws”) and no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving the Company with respect to the Money Laundering Laws is pending or, to the Company’s knowledge, assuming reasonable inquiry, threatened.

  • Other Methods of Procurement of Goods and Works. The following table specifies the methods of procurement, other than International Competitive Bidding, which may be used for goods and works. The Procurement Plan shall specify the circumstances under which such methods may be used: (a) National Competitive Bidding (b) Shopping (c) Direct Contracting

  • Foreign Exchange Transactions To facilitate the administration of Customer's trading and investment activity, Bank may, but shall not be obliged to, enter into spot or forward foreign exchange contracts with Customer, or an Authorized Person, and may also provide foreign exchange contracts and facilities through its Affiliates or Subcustodians. Instructions, including standing instructions, may be issued with respect to such contracts, but Bank may establish rules or limitations concerning any foreign exchange facility made available. In all cases where Bank, its Affiliates or Subcustodians enter into a master foreign exchange contract that covers foreign exchange transactions for the Accounts, the terms and conditions of that foreign exchange contract and, to the extent not inconsistent, this Agreement, shall apply to such transactions.

  • Third Party Foreign Exchange Transactions The Custodian shall process foreign exchange transactions (including without limitation contracts, futures, options, and options on futures), where any third party acts as principal counterparty to the Trust on the same basis, if any, that it performs duties as agent for the Trust with respect to any other of the Trust’s investments. Accordingly, the Custodian shall only be responsible for delivering or receiving currency on behalf of the Trust in respect of such contracts pursuant to Written Instructions. The Custodian shall not be responsible for the failure of any counterparty (including any Sub-custodian) in such agency transaction to perform its obligations thereunder. The Custodian (a) shall transmit cash and Written Instructions to and from the currency broker or banking institution with which a foreign exchange contract or option has been executed pursuant hereto, (b) may make free outgoing payments of cash in the form of Dollars or foreign currency without receiving confirmation of a foreign exchange contract or option or confirmation that the countervalue currency completing the foreign exchange contract has been delivered or received or that the option has been delivered or received, (c) may, in connection with cash payments made to third party currency broker/dealers for settlement of the Trust’s foreign exchange spot or forward transactions, foreign exchange swap transactions and similar foreign exchange transactions, process settlements using the banking facilities selected by Custodian from time to time according to such banking facilities standard terms, and (d) shall hold all confirmations, certificates and other documents and agreements received by the Custodian and evidencing or relating to such foreign exchange transactions in safekeeping. The Trust accepts full responsibility for its use of third-party foreign exchange dealers and for execution of said foreign exchange contracts and options and understands that the Trust shall be responsible for any and all costs and interest charges which may be incurred by the Trust or the Custodian as a result of the failure or delay of third parties to deliver foreign exchange.

  • Agency Cross Transactions From time to time, the Advisor or brokers or dealers affiliated with it may find themselves in a position to buy for certain of their brokerage clients (each an "Account") securities which the Advisor's investment advisory clients wish to sell, and to sell for certain of their brokerage clients securities which advisory clients wish to buy. Where one of the parties is an advisory client, the Advisor or the affiliated broker or dealer cannot participate in this type of transaction (known as a cross transaction) on behalf of an advisory client and retain commissions from one or both parties to the transaction without the advisory client's consent. This is because in a situation where the Advisor is making the investment decision (as opposed to a brokerage client who makes his own investment decisions), and the Advisor or an affiliate is receiving commissions from both sides of the transaction, there is a potential conflicting division of loyalties and responsibilities on the Advisor's part regarding the advisory client. The Securities and Exchange Commission has adopted a rule under the Investment Advisers Act of 1940, as amended, which permits the Advisor or its affiliates to participate on behalf of an Account in agency cross transactions if the advisory client has given written consent in advance. By execution of this Agreement, the Trust authorizes the Advisor or its affiliates to participate in agency cross transactions involving an Account. The Trust may revoke its consent at any time by written notice to the Advisor.