Common use of Offering and Sale of Notes Clause in Contracts

Offering and Sale of Notes. (a) Each Agent severally represents to and agrees with Mexico that it has not offered or sold, and will not offer or sell, any Notes constituting part of its allotment of Notes to be offered and sold outside the United States (“Non-U.S. Offerings”) within the United States except in accordance with Rule 903 of Regulation S under the Act and that, accordingly, neither such Agent nor its affiliates nor any persons acting on its or their behalf have engaged or will engage in any directed selling efforts with respect to Notes being offered or to be offered and sold in Non-U.S. Offerings. Terms used in this paragraph have the meanings given to them by Regulation S under the Act.