Common use of Agent for Service; Submission to Jurisdiction Clause in Contracts

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By the execution and delivery of this Agreement, the Pledgor ---------- submits to the non-exclusive jurisdiction of any federal or state court in The City of New York, Borough of Manhattan, State of New York in any suit or proceeding arising out of or relating to this Agreement or the Pledged Collateral or that may be instituted or brought under federal or state securities laws. To the extent that the Pledgor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, it hereby irrevocably waives such immunity in respect of its obligations under this Agreement. In addition, the Pledgor irrevocably waives and agrees not to assert, by way of motion, as a defense, or otherwise in any such suit, action or proceeding, any claim that it is not personally subject to the jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in such courts. The Pledgor and the Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Section 22 shall affect the right of the Trustee to serve legal process in any other manner permitted by law or affect the right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any other jurisdictions.

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By The Guarantor: (i) acknowledges that it has, by separate written instrument, irrevocably designated and appointed Xxxx Xxxxxxx Life Insurance Company (U.S.A.), 000 Xxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, as authorized agent for service (the "Agent for Service") upon whom process may be served in any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee that may be instituted in any state or federal court located in the City of Boston, Massachusetts (a "Massachusetts Court"); (ii) acknowledges that the Agent for Service has accepted such designation; and (iii) agrees that service of process upon the Agent for Service shall be deemed in every respect effective service of process upon the Guarantor in any such action or proceeding. The Guarantor irrevocably: (i) agrees that any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee or for recognition or enforcement of any judgment rendered against it in connection with this Subordinated Guarantee may be brought in any Massachusetts Court; (ii) agrees that by execution and delivery of this AgreementSubordinated Guarantee, the Pledgor ---------- Guarantor hereby irrevocably accepts and submits to the non-exclusive jurisdiction of any federal or state court Massachusetts Court in The City of New Yorkpersonam, Borough of Manhattan, State of New York in any suit or proceeding arising out of or relating to this Agreement or the Pledged Collateral or that may be instituted or brought under federal or state securities laws. To the extent that the Pledgor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) generally and unconditionally with respect to any such action or proceeding for itself or its property, it hereby irrevocably waives such immunity and in respect of its obligations under this Agreement. In additionproperty, assets and revenues; (iii) waives, to the Pledgor irrevocably waives and agrees not fullest extent permitted by law, any objection which it may now or hereafter have to assert, by way the laying of motion, as a defense, venue of any such action or otherwise proceeding brought in any such suit, action or proceeding, Massachusetts Court and any claim that it is not personally subject to the jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is has been brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in such courts. The Pledgor and the Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Section 22 shall affect the right of the Trustee to serve legal process in any other manner permitted by law or affect the right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any other jurisdictionsforum.

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By The Guarantor: (i) acknowledges that it has, by separate written instrument, irrevocably designated and appointed Xxxx Xxxxxxx Life Insurance Company of New York, 000 Xxxxxx Xxxx Xxxxx, 0xx Xxxxx, Xxxxxxxx, Xxx Xxxx 00000, as authorized agent for service (the "Agent for Service") upon whom process may be served in any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee that may be instituted in any state or federal court located in the Borough of Manhattan, The City of New York, the State of New York (a "New York Court"); (ii) acknowledges that the Agent for Service has accepted such designation; and (iii) agrees that service of process upon the Agent for Service shall be deemed in every respect effective service of process upon the Guarantor in any such action or proceeding. The Guarantor irrevocably: (i) agrees that any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee or for recognition or enforcement of any judgment rendered against it in connection with this Subordinated Guarantee may be brought in any New York Court; (ii) agrees that by execution and delivery of this AgreementSubordinated Guarantee, the Pledgor ---------- Guarantor hereby irrevocably accepts and submits to the non-exclusive jurisdiction of any federal or state court in The City of New York, Borough of Manhattan, State of New York Court in any suit or proceeding arising out of or relating to this Agreement or the Pledged Collateral or that may be instituted or brought under federal or state securities laws. To the extent that the Pledgor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of noticepersonam, attachment prior to judgment, attachment in aid of execution, execution or otherwise) generally and unconditionally with respect to any such action or proceeding for itself or its property, it hereby irrevocably waives such immunity and in respect of its obligations under this Agreement. In additionproperty, assets and revenues; (iii) waives, to the Pledgor irrevocably waives and agrees not fullest extent permitted by law, any objection which it may now or hereafter have to assert, by way the laying of motion, as a defense, venue of any such action or otherwise proceeding brought in any such suit, action or proceeding, New York Court and any claim that it is not personally subject to the jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is has been brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in such courts. The Pledgor and the Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Section 22 shall affect the right of the Trustee to serve legal process in any other manner permitted by law or affect the right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any other jurisdictionsforum.

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. ---------- By the execution and delivery of this AgreementIndenture or any amendment or supplement hereto, each of the Company and the Guarantors (i) acknowledges that it has, by separate written instrument, designated and appointed CT Corporation System (the "Process Agent") currently located at 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit, action or proceeding with respect to, arising out of, or relating to, this Indenture, the Pledgor ---------- submits to Guarantees, or the non-exclusive jurisdiction of Notes or brought under U.S. federal or state securities laws, may be instituted in any U.S. federal or state court located in The City of New York, Borough of ManhattanNew York, State of New York in any suit or proceeding arising out of or relating to this Agreement or the Pledged Collateral or that may be instituted or brought under federal or state securities laws. To the extent and acknowledges that the Pledgor Process Agent has or hereafter may acquire any immunity from accepted such designation, (ii) irrevocably submits to the jurisdiction of any such court in any such suit, action or from proceeding and irrevocably waives, to the fullest extent that it may effectively and lawfully do so, any legal process obligation to the laying of venue of any such suit, action or proceeding and the defense of an inconvenient forum to the maintenance of any such suit action or proceeding in such court, and (whether through iii) agrees that service of notice, attachment prior to judgment, attachment process upon the Process Agent shall be deemed in aid every respect effective service of execution, execution or otherwise) with respect to itself or its property, it hereby irrevocably waives such immunity in respect of its obligations under this Agreement. In addition, process upon the Pledgor irrevocably waives Company and agrees not to assert, by way of motion, as a defense, or otherwise the Guarantors in any such suit, action or proceeding. The Company and the Guarantors further agree to take any and all action, including the execution and filing of any claim and all such documents and instruments as may be necessary to continue such designation and appointment of the Process Agent in full force and effect so long as this Indenture shall be in full force and effect; provided that it is not personally subject the Company and the Guarantors may and shall (to the jurisdiction of extent the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not Process Agent ceases to be enforced in such courts. The Pledgor and the Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Section 22 shall affect the right of the Trustee to serve legal process in any other manner permitted by law or affect the right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any other jurisdictions.able to

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. ---------- By the execution and delivery of this AgreementIndenture, each Guarantor (i) hereby irrevocably designates and appoints the Pledgor ---------- submits to the non-exclusive jurisdiction of any federal or state court in The City of New York, Borough of Manhattan, State of New York Company as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to the Securities, the Guarantees or this Agreement or the Pledged Collateral or Indenture that may be instituted in any Federal or State court in the Borough of Manhattan, The City of New York or brought under federal Federal or state State securities lawslaws or brought by the Trustee (whether in its individual capacity or in its capacity as a trustee hereunder), and the Company, by execution and delivery of this Indenture, hereby accepts such designation, (ii) submits to the jurisdiction of any such court in any such suit or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to such Guarantor (mailed or delivered to it at the address specified in Section 104) shall be deemed in every respect effective service of process upon such Guarantor in any such suit or proceeding. The Company further agrees to take any and all action, including the filing of this Indenture and the execution and filing of any and all other documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as this Indenture shall be in full force and effect and so long as any of the Securities shall be outstanding. To the extent that the Pledgor any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, it such Guarantor hereby irrevocably waives such immunity in respect of its respective obligations under this Agreement. In additionIndenture, the Pledgor irrevocably waives Securities and agrees not to assert, by way of motion, as a defense, or otherwise in any such suit, action or proceeding, any claim that it is not personally subject the Guarantees to the jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in such courts. The Pledgor and the Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided fullest extent permitted by law. Nothing in this Section 22 shall affect the right of the Trustee to serve legal process in any other manner permitted by law or affect the right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any other jurisdictions.

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. (a) By the --------------------------------------------- execution and delivery of this Agreement, each of the Parent and the Pledgor ---------- submits (i) acknowledges that it has, by separate written instrument, designated and appointed CT Corporation System, 0000 Xxxxxxxx, Xxx Xxxx, XX 00000 ("CT Corporation System") (and any successor entity), as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to the non-exclusive jurisdiction of this Pledge Agreement that may be instituted in any federal or state court in The City of New York, Borough of Manhattan, State of New York in any suit or proceeding arising out of or relating to this Agreement or the Pledged Collateral or York, and acknowledge that may be instituted or brought under federal or state securities laws. To the extent that the Pledgor CT Corporation System has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process accepted such designation, (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwiseii) with respect to itself or its property, it hereby irrevocably waives such immunity in respect of its obligations under this Agreement. In addition, the Pledgor irrevocably waives and agrees not to assert, by way of motion, as a defense, or otherwise in any such suit, action or proceeding, any claim that it is not personally subject submits to the jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in such courts. The Pledgor and the Trustee agree that a final judgment court in any such suit, action suit or proceeding and (iii) agrees that service of process upon CT Corporation System and written notice of said service to each of the Parent and the Pledgor in accordance with Section 15.1 shall be conclusive deemed in every respect effective service of process upon each of the Parent and the Pledgor in any such suit or proceeding. Each of the Parent and the Pledgor further agrees to take any and all action, including the execution and filing of any and all documents and instruments as may be enforced necessary to continue such designation and appointment of CT Corporation System in other jurisdictions by suit full force and effect so long as this Pledge Agreement is not terminated pursuant to Section 15.5 hereof; provided that each of the Parent and the Pledgor may, and -------- to the extent CT Corporation System ceases to be able to be served on the judgment basis contemplated herein shall, by written notice to the Securities Intermediary and Trustee, designate such additional or in any other manner provided by law. Nothing in alternative agent for service of process under this Section 22 16 that (i) maintains an office located in the Borough of Manhattan, City of New York, State of New York and (ii) is either (x) counsel for the Parent or the Pledgor, as applicable, or (y) a corporate service company which acts as agent for service of process for other Persons in the ordinary course of its business. Such written notice shall affect identify the right name of such agent for service of process and the address of the Trustee to serve legal office of such agent for service of process in any other manner permitted by law or affect the right Borough of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts Manhattan, City of any other jurisdictionsNew York, State of New York.

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By The Guarantor: (i) acknowledges that it has, by separate written instrument, irrevocably designated and appointed Xxxx Xxxxxxx Financial Services, Inc., Xxxx Xxxxxxx Xxxxx, Boston, Massachusetts 02116, as authorized agent for service (the "Agent for Service") upon whom process may be served in any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee that may be instituted in any state or federal court located in the City of Boston, Massachusetts (a "Massachusetts Court"); (ii) acknowledges that the Agent for Service has accepted such designation; and (iii) agrees that service of process upon the Agent for Service shall be deemed in every respect effective service of process upon the Guarantor in any such action or proceeding. The Guarantor irrevocably: (i) agrees that any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee or for recognition or enforcement of any judgment rendered against it in connection with this Subordinated Guarantee may be brought in any Massachusetts Court; (ii) agrees that by execution and delivery of this AgreementSubordinated Guarantee, the Pledgor ---------- Guarantor hereby irrevocably accepts and submits to the non-exclusive jurisdiction of any federal or state court Massachusetts Court in The City of New Yorkpersonam, Borough of Manhattan, State of New York in any suit or proceeding arising out of or relating to this Agreement or the Pledged Collateral or that may be instituted or brought under federal or state securities laws. To the extent that the Pledgor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) generally and unconditionally with respect to any such action or proceeding for itself or its property, it hereby irrevocably waives such immunity and in respect of its obligations under this Agreement. In additionproperty, assets and revenues; (iii) waives, to the Pledgor irrevocably waives and agrees not fullest extent permitted by law, any objection which it may now or hereafter have to assert, by way the laying of motion, as a defense, venue of any such action or otherwise proceeding brought in any such suit, action or proceeding, Massachusetts Court and any claim that it is not personally subject to the jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is has been brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in such courts. The Pledgor and the Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Section 22 shall affect the right of the Trustee to serve legal process in any other manner permitted by law or affect the right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any other jurisdictionsforum.

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By The Guarantor: (i) acknowledges that it has, by separate written instrument, irrevocably designated and appointed Jxxx Hxxxxxx Life Insurance Company (U.S.A.), 600 Xxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, as authorized agent for service (the "Agent for Service") upon whom process may be served in any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee that may be instituted in any state or federal court located in the City of Boston, Massachusetts (a "Massachusetts Court"); (ii) acknowledges that the Agent for Service has accepted such designation; and (iii) agrees that service of process upon the Agent for Service shall be deemed in every respect effective service of process upon the Guarantor in any such action or proceeding. The Guarantor irrevocably: (i) agrees that any legal action or proceeding against it arising out of or in connection with this Subordinated Guarantee or for recognition or enforcement of any judgment rendered against it in connection with this Subordinated Guarantee may be brought in any Massachusetts Court; (ii) agrees that by execution and delivery of this AgreementSubordinated Guarantee, the Pledgor ---------- Guarantor hereby irrevocably accepts and submits to the non-exclusive jurisdiction of any federal or state court Massachusetts Court in The City of New Yorkpersonam, Borough of Manhattan, State of New York in any suit or proceeding arising out of or relating to this Agreement or the Pledged Collateral or that may be instituted or brought under federal or state securities laws. To the extent that the Pledgor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) generally and unconditionally with respect to any such action or proceeding for itself or its property, it hereby irrevocably waives such immunity and in respect of its obligations under this Agreement. In additionproperty, assets and revenues; (iii) waives, to the Pledgor irrevocably waives and agrees not fullest extent permitted by law, any objection which it may now or hereafter have to assert, by way the laying of motion, as a defense, venue of any such action or otherwise proceeding brought in any such suit, action or proceeding, Massachusetts Court and any claim that it is not personally subject to the jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or proceeding is has been brought in an inconvenient forum or that the venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in such courts. The Pledgor and the Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Section 22 shall affect the right of the Trustee to serve legal process in any other manner permitted by law or affect the right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any other jurisdictionsforum.