In the United States, a “Metropolitan Statistical Area” (MSA) and “Micropolitan Statistical Area” (MicroSA) are individual but specific geographic regions as delineated by the United States Office of Management and Budget (OMB) with a high population density at its core and close economic ties throughout the area. Such regions are not necessarily legally incorporated as a city or town, nor are they legal administrative divisions such as a county, nor are they separate entities like a state. For this reason, a precise definition of any “standard” MSA or MicroMSA will vary according to the specific geographic assignment, as well as market channels, and other rights or limitations within the MSA or MicroSA as agreed between the Manufacturer and Distributer.
The specific MSA or MicroSA shall be identified from the OMB map and part of this Schedule.
Distributer’s MSA shall be defined as follows:
Physical Geographic Boundaries:
Distributors shall have exclusive rights to sell into all marketing channels within the MSA, as defined above, except as specifically limited or excluded. All devices will be sold and installed within the MSA, and may not be sold, installed, or divert to a device to be installed outside of the MSA without the prior written consent of the Manufacturer.
Specific Limitations and Exclusions:
The distributor is expressly prohibited from selling, distributing, or marketing devices (directly or indirectly) to the United States Government (USG) without the prior written consent of the Manufacturer.
The distributor is expressly prohibited from selling, distributing, or marketing devices outside of the United States without the prior written consent of the Manufacturer. In the event Manufacturer consents to Distributer selling, distributing, and marketing outside of the United States, Distributer is solely responsible to obtain any and all licenses and certificates as the USG require under ITAR (International Traffic in Arms Regulations) and other export controls requirements, as they may apply.