Federal prosecutors said the counterfeit cigarettes bore "substantially indistinguishable" trade name and marks of the American brand of Newport cigarettes.
Abhishek Shukla and Harish Shabhai Panchal each face up to five years in jail and USD 2,50,000 in fines followed by supervised release of up to five years.
The Indian-based company, Jubilee Tobacco Industries Corp, faces a fine of up to USD 5,00,000.
In its Plea Agreement, the company agreed to forfeit USD 3,00,000 to the US.
Sentencing in the case is scheduled for February 12.
The trade name and marks of Newport brand of cigarettes were registered on the principal register of the United States Patent and Trademark Office.
The counterfeiting was done in violation of Title 18, United States Code, Section 371, they said.
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