Sales in the United States. Each Underwriter, severally and not jointly, represents and agrees with Ford Credit and the Depositor that sales of Offered Notes in the United States or to U.S. persons will only be made by it either directly as a broker-dealer registered with the Commission or through a broker-dealer registered with the Commission.
Sales in the United States. (i) The Agents,
A. acting in accordance with applicable exemptions from the registration requirements of the U.S. Securities Act and the applicable laws of any state in the United States, or
B. through their U.S. Affiliate or other member of the agency group duly registered as a broker or dealer with the SEC and under any applicable state securities laws (unless exempted from the applicable state’s broker-dealer registration requirements), in each case, in accordance with Schedule “B” hereto, may offer the Offered Units to, or for the account or benefit of, U.S. Purchasers who are U.S. Accredited Investors (as defined in Schedule “B” hereto) in accordance with Rule 506 of Regulation D, and in each case in accordance with the provisions of Schedule “B” hereto. All Offered Units sold to, or for the account or benefit of, U.S. Purchasers, if any, in accordance with Rule 506 of Regulation D promulgated under the U.S. Securities Act shall be sold directly to such persons by the Corporation in accordance with Schedule “B” hereto; and
(ii) the parties to this Agreement acknowledge that the Securities have not been and will not be registered under the U.S. Securities Act or any securities laws of any state in the United States and may not be offered or sold to, or for the account or benefit of, persons in the United States or U.S. Persons except that the Offered Units may be offered and sold to, or for the account or benefit of, persons in the United States or U.S. Persons pursuant to transactions that are exempt from the registration requirements of the U.S. Securities Act and the applicable laws of any state in the United States. Accordingly, the Corporation and the Agents hereby agree that offers and sales of the Offered Units shall be conducted only in the manner specified in Schedule “B” hereto, which terms and conditions are hereby incorporated by reference in and shall form a part of this Agreement. Notwithstanding the foregoing provisions of this Section 2(c)(ii), an Agent will not be liable to the Corporation under this Section 2(c)(ii) or Schedule “B” hereto with respect to a violation by the U.S. Affiliate or other member of the agency group registered as a broker or dealer with the SEC and under applicable state securities laws, if any, of the provisions of this Section 2(c)(ii) or Schedule “B” hereto if the former Agent (or its U.S. Affiliate, if any), as applicable, is not itself also in violation.
Sales in the United States. Reckitt shall pay to XenoPort tiered royalties at the rates set out below on Net Sales of Products sold in the United States by Reckitt, its Affiliates and/or Sublicensees: [***] [***] [***] [***] [***] [***] [***] [***]
Sales in the United States. 4.1 The Agents,
4.2 The Agents acknowledge and agree that the Offered Securities and Additional Securities have not and will not be registered under the U.S. Securities Act or under applicable state securities laws, and the Offered Units may be offered and sold only in transactions exempt from or not subject to the registration requirements of the U.S. Securities Act and U.S. state securities laws and that the Warrants and Compensation Warrants may not be exercised in the United States or by or on behalf of a person in the United States or a U.S. Person unless an exemption from registration is available.
Sales in the United States. Contractor agrees that covered products that will be deployed in the United States will be manufactured substantially in the United States, unless the Contractor can show to the reasonable satisfaction of DOE that it is not commercially feasible to do so.
Sales in the United States. Reckitt shall pay to XenoPort tiered royalties at the rates set out below on Net Sales of Products sold in the United States by Reckitt, its Affiliates and/or Sublicensees: [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
Sales in the United States. To the extent permissible under applicable Law, the Parties shall cooperate to coordinate the Commercialization activities so that, throughout the course of Commercialization of Joint Products in the United States, [**] for Joint Products in the United States [**] of all the aggregate gross sales of Joint Products in the United States made by the Parties under this Agreement. [**].
