GOVERNING LAW AND TIME. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. SPECIFIED TIMES OF DAY REFER TO NEW YORK CITY TIME.
GOVERNING LAW AND TIME. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in said State. Except as otherwise set forth herein, specified times of day refer to New York City time.
GOVERNING LAW AND TIME. THIS AGREEMENT AND ALL DISPUTES, CONTROVERSIES OR CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR A BREACH HEREOF SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. EXCEPT AS OTHERWISE SET FORTH HEREIN, SPECIFIED TIMES OF DAY REFER TO NEW YORK CITY TIME.
GOVERNING LAW AND TIME. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW).
GOVERNING LAW AND TIME. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in said State without regard to the conflicts of laws provisions thereof. Unless otherwise noted, specified times of day refer to Eastern time.
GOVERNING LAW AND TIME. This Agreement and the Terms Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in said State. Specified times of day refer to New York City time. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Company an executed counterpart of the applicable Terms Agreement, whereupon this instrument, along with the applicable Terms Agreement, will become a binding agreement among the Underwriters, the Company and the Operating Partnership in accordance with their terms. [The remainder of this page has been intentionally left blank] Very truly yours, DUKE REALTY CORPORATION By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Executive Vice President and Chief Financial Officer DUKE REALTY LIMITED PARTNERSHIP By: Duke Realty Corporation General Partner By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Executive Vice President and Chief Financial Officer [Signature Page to the Underwriting Agreement] Exhibit A DUKE REALTY CORPORATION (an Indiana Corporation) DUKE REALTY LIMITED PARTNERSHIP (an Indiana limited partnership) [Number and Title of Securities] TERMS AGREEMENT Dated: [________], 20[__] To: Duke Realty Corporation Duke Realty Limited Partnership c/o Duke Realty Corporation 000 Xxxx 00xx Xxxxxx, Xxxxx 000 Xxxxxxxxxxxx, XX 00000 Attention: Chairman of the Board of Directors Ladies and Gentlemen: We (the “Representatives”) understand that [Duke Realty Corporation, an Indiana corporation (the “Company”), proposes to issue and sell [__________] of its [shares of common stock (the “Common Stock”)] [shares of preferred stock (the “Preferred Stock”)] [shares of Preferred Stock represented by depositary shares (the “Depositary Shares”)] [Duke Realty Limited Partnership, an Indiana limited partnership (the “Operating Partnership”), proposes to issue and sell $[________] aggregate principal amount of its unsecured debt securities (the “Debt Securities”)] (such [Common Stock], [Preferred Stock] [Depositary Shares] and [Debt Securities] being collectively hereinafter referred to as the “Underwritten Securities”). Subject to the terms and conditions set forth or incorporated by reference herein, the underwriters named below (the “Underwriters”) offer to purchase, severally and not jointly, the respective numbers of Initial Securities (as defined in the Underwriting Agreement referred to below) set forth below opposite their ...
GOVERNING LAW AND TIME. This Agreement and each Terms Agreement shall be governed by the laws of the State of New York. Specified times of day refer to New York City time.
GOVERNING LAW AND TIME. 29 SECTION 15.
GOVERNING LAW AND TIME. This Agreement and the Pricing Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in said State. Specified times of day refer to New York City time. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Seller and JDCC counterparts hereof, whereupon this instrument, along with all counterparts, will become a binding agreement among the Underwriters, the Seller and JDCC in accordance with its terms. Very truly yours, XXXX DEERE RECEIVABLES LLC By: Name: Title: XXXX DEERE CAPITAL CORPORATION By: Name: Title: JDOT 20[__] Underwriting Agreement CONFIRMED AND ACCEPTED, as of the date first above written: [ ] By: [ ], as Representative of the Several Underwriters By: Name: Title: JDOT 20[__] Underwriting Agreement Exhibit A XXXX DEERE OWNER TRUST 20[ ] XXXX DEERE RECEIVABLES LLC and XXXX DEERE CAPITAL CORPORATION Class A-1 [●]% Asset Backed Notes Class A-2[A] [●]% Asset Backed Notes [Class A-2B [●]% [LIBOR][●] plus [●]% Floating Rate Asset Backed Notes]] Class A-3 [●]% Asset Backed Notes Class A-4 [●]% Asset Backed Notes [Class B [●]% Asset Backed Notes] PRICING AGREEMENT [ ], 20[ ] [ ] c/o [ ] as Representatives of the Several Underwriters Ladies and Gentlemen: Reference is made to the Underwriting Agreement, dated [ ], 20[ ] (the “Underwriting Agreement”) relating to the purchase by [ ] of the above-referenced Class A-1, Class A-2[A], [Class A-2B], Class A-3[,/and] Class A-4 Notes [and Class B Notes] (the “Underwritten Notes”), the provisions of which are incorporated herein by reference. Capitalized terms used but not defined herein have the meanings given to them in the Underwriting Agreement. Subject to the terms and conditions of the Underwriting Agreement, the Seller agrees with the Underwriters that the purchase price for the Underwritten Notes to be paid by the Underwriters shall be the percentage of the principal amount (which percentage is equal to [ ]% less the underwriting discount in the case of the Class A-1 Notes, [ ]% less the underwriting discount in the case of the Class A-2[A] Notes, [[ ]% less the underwriting discount in the case of the Class A-2B Notes], [ ]% less the underwriting discount in the case of the Class A-3 Notes[,/and] [ ]% less the underwriting discount in the case of the Class A-4 Notes [and [ ]% less the underwriting discount in the case of the Class B Notes]) set forth below: U...
GOVERNING LAW AND TIME. This Agreement and the Pricing Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in said State. Specified times of day refer to New York City time. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Seller and JDCC counterparts hereof, whereupon this instrument, along with all counterparts, will become a binding agreement among the Underwriters, the Seller and JDCC in accordance with its terms. Very truly yours, JXXX XXXXX RECEIVABLES, INC. By: /s/ Lxxxx X. Xxxx Name: Lxxxx X. Xxxx Title: Assistant Secretary JXXX DEERE CAPITAL CORPORATION By: /s/ Lxxxx X. Xxxx Name: Lxxxx X. Xxxx Title: Assistant Secretary CONFIRMED AND ACCEPTED, as of the date first above written: Mxxxxxx Lynch, Pierce, Fxxxxx & Sxxxx Incorporated Citigroup Global Markets Inc. Barclays Capital Inc. RBC Capital Markets, LLC By: MXXXXXX XXXXX, XXXXXX, FXXXXX & SXXXX INCORPORATED, as Representative of the Several Underwriters By: /s/ Bxxxxxxx X. Xxxxxxx Name: Bxxxxxxx X. Xxxxxxx Title: Director CITIGROUP GLOBAL MARKETS INC., as Representative of the Several Underwriters By: /s/ Dxxxx Xxxxxx Name: Dxxxx Xxxxxx Title: Director Exhibit A JOHN DEERE OWNER TRUST 2012-B JXXX DEERE RECEIVABLES, INC. and JXXX DEERE CAPITAL CORPORATION Class A-1 0.26701% Asset Backed Notes Class A-2 0.43% Asset Backed Notes Class A-3 0.53% Asset Backed Notes Class A-4 0.69% Asset Backed Notes PRICING AGREEMENT August 28, 2012 Mxxxxxx Lynch, Pierce, Fxxxxx & Sxxxx Incorporated Citigroup Global Markets Inc. Barclays Capital Inc. RBC Capital Markets, LLC c/o Xxxxxxx Lynch, Pxxxxx, Fxxxxx & Sxxxx Incorporated One Bryant Park New York, New York 10036 c/o Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx, 0xx Floor New York, New York 10013 as Representatives of the Several Underwriters Dear Sirs: Reference is made to the Underwriting Agreement, dated August 28, 2012 (the “Underwriting Agreement”) relating to the purchase by Mxxxxxx Xxxxx, Xxxxxx, Fxxxxx & Sxxxx Incorporated, Citigroup Global Markets Inc., Barclays Capital Inc. and RBC Capital Markets, LLC, severally and not jointly, of the above-referenced Class A-1, Class A-2, Class A-3 and Class A-4 Notes (the “Underwritten Notes”), the provisions of which are incorporated herein by reference. Capitalized terms used but not defined herein have the meanings given them in the Underwriting Agreement. Subject to the terms a...
