Common use of Choice of Law; Service of Process Clause in Contracts

Choice of Law; Service of Process. This Agreement and all ------------------------------------- matters related hereto shall be construed and enforced in accordance with the laws of the State of New York as to validity, construction, performance and remedies without reference to principles of conflict of laws. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally and irrevocably consent to submit to personal jurisdiction in all state and federal courts located in the State and County of New York in any action or proceeding relating to this Agreement, the Loan or any of the Loan Documents. Service of any summons and complaint or other process in any such action or proceeding may be made upon Borrower and Guarantors by registered or certified mail, return receipt requested, at the address set forth herein, Borrower and Guarantors hereby waiving personal service thereof, or as may otherwise be permitted by law. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally and irrevocably (a) waive any rights of Borrower or Guarantors pursuant to the laws of Mexico or any other court or jurisdiction by virtue of which exclusive jurisdiction of the courts of Mexico or any other court or jurisdiction might be claimed; (b) waive any and all objections as to venue and any and all rights Borrower or Guarantors may have to seek a change of venue with respect to any action or proceeding; (c) waive any and all defenses granted by the laws of Mexico or any other country or jurisdiction unless such defenses are also allowed by the laws of the State of New York; and (d) agree that any final judgment rendered against Borrower and Guarantors in any such action or proceeding shall be conclusive and may be enforced in Mexico pursuant to applicable law or treaty or any other country or jurisdiction by suit on the judgment or in any manner provided by applicable law or treaty and expressly consents to the affirmation of the validity of any such judgment by the courts of Mexico or any other country or jurisdiction so as to permit execution thereon. Nothing herein shall affect the right of Lender to commence legal proceedings or otherwise proceed against Borrower or Guarantors in any other country or jurisdiction in which assets of the Borrower or Guarantors are located or to serve process in any other manner permitted by applicable law or treaty. Borrower or Guarantors further agree that any action or proceeding by Borrower or Guarantors against Lender in respect to any matters arising out of, or in any way relating to, this Agreement, the Loans or any of the Loan Documents shall be brought only in the State and County of New York. Borrower and Guarantors hereby represent and warrant that, to the best of Borrower's or Guarantors' knowledge, there are no treaties or laws which would preclude the recognition of any judgment rendered by any state or federal court sitting in the State of New York, and the enforcement of any such judgment, by the courts of Mexico, and Borrower and Guarantors agrees that Borrower and Guarantors shall interpose no defense or claim against and shall consent to the issuance of all necessary documents by the courts of Mexico in order to execute upon any such judgment.

Choice of Law; Service of Process. This Agreement and all ------------------------------------- -------------------------------------- matters related hereto shall be construed and enforced in accordance with the laws of the State of New York as to validity, construction, performance and remedies without reference to principles of conflict of laws. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally and irrevocably consent consents to submit to personal jurisdiction in all state and federal courts located in the State and County of New York in any action or proceeding relating to this Agreement, the Loan Loans or any of the Loan Documents. Service of any summons and complaint or other process in any such action or proceeding may be made upon Borrower and Guarantors by registered or certified mail, return receipt requested, at the address set forth herein, Borrower and Guarantors hereby waiving personal service thereof, or as may otherwise be permitted by law. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally expressly and irrevocably (a) waive waives any rights of Borrower or Guarantors pursuant to the laws of Mexico or any other court or jurisdiction by virtue of which exclusive jurisdiction of the courts of Mexico or any other court or jurisdiction might be claimed; (b) waive waives any and all objections as to venue and any and all rights Borrower or Guarantors may have to seek a change of venue with respect to any action or proceeding; (c) waive waives any and all defenses granted by the laws of Mexico or any other country or jurisdiction unless such defenses are also allowed by the laws of the State of New York; and (d) agree agrees that any final judgment rendered against Borrower and Guarantors in any such action or proceeding shall be conclusive and may be enforced in Mexico pursuant to applicable law or treaty or any other country or jurisdiction by suit on the judgment or in any manner provided by applicable law or treaty and expressly consents to the affirmation of the validity of any such judgment by the courts of Mexico or any other country or jurisdiction so as to permit execution thereon. Nothing herein shall affect the right of Lender to commence legal proceedings or otherwise proceed against Borrower in Mexico or Guarantors in any other country or jurisdiction in which assets of the Borrower or Guarantors are located or to serve process in any other manner permitted by applicable law or treaty. Borrower or Guarantors further agree agrees that any action or proceeding by Borrower or Guarantors against Lender in respect to any matters arising out of, of or in any way relating to, this Agreement, the Loans or any of the Loan Documents shall be brought only in the State and County of New York. Borrower and Guarantors hereby represent and warrant represents that, to the best of Borrower's or Guarantors' knowledge, there are no treaties or laws which would preclude the recognition of any judgment rendered by any state or federal court sitting in the State of New York, and the enforcement of any such judgment, by the courts of Mexico, and Borrower and Guarantors agrees that Borrower and Guarantors shall interpose no defense or claim against and shall consent to the issuance of all necessary documents by the courts of Mexico in order to execute upon any such judgment.

Choice of Law; Service of Process. This Agreement and all ------------------------------------- matters related hereto shall be construed and enforced in accordance with the laws of the State of New York as to validity, construction, performance and remedies without reference to principles of conflict of laws. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally and irrevocably consent consents to submit to personal jurisdiction in all state and federal courts located in the State and County of New York in any action or proceeding relating to this Agreement, the Loan Loans or any of the Loan Documents. Service of any summons and complaint or other process in any such action or proceeding may be made upon Borrower and Guarantors by registered or certified mail, return receipt requested, at the address set forth herein, Borrower and Guarantors hereby waiving personal service thereof, or as may otherwise be permitted by law. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally and irrevocably (a) waive any rights of Borrower or Guarantors pursuant to the laws of Mexico or any other court or jurisdiction by virtue of which exclusive jurisdiction of the courts of Mexico or any other court or jurisdiction might be claimed; (b) waive any and all objections as to venue and any and all rights Borrower or Guarantors may have to seek a change of venue with respect to any action or proceeding; (c) waive any and all defenses granted by the laws of Mexico or any other country or jurisdiction unless such defenses are also allowed by the laws of the State of New York; and (d) agree that any final judgment rendered against Borrower and Guarantors in any such action or proceeding shall be conclusive and may be enforced in Mexico pursuant to applicable law or treaty or any other country or jurisdiction by suit on the judgment or in any manner provided by applicable law or treaty and expressly consents to the affirmation of the validity of any such judgment by the courts of Mexico or any other country or jurisdiction so as to permit execution thereon. Nothing herein shall affect the right of Lender to commence legal proceedings or otherwise proceed against Borrower or Guarantors in any other country or jurisdiction in which assets of the Borrower or Guarantors are located or to serve process in any other manner permitted by applicable law or treaty. Borrower or Guarantors further agree that any action or proceeding by Borrower or Guarantors against Lender in respect to any matters arising out of, or in any way relating to, this Agreement, the Loans or any of the Loan Documents shall be brought only in the State and County of New York. Borrower and Guarantors hereby represent and warrant that, to the best of Borrower's or Guarantors' knowledge, there are no treaties or laws which would preclude the recognition of any judgment rendered by any state or federal court sitting in the State of New York, and the enforcement of any such judgment, by the courts of Mexico, and Borrower and Guarantors agrees that Borrower and Guarantors shall interpose no defense or claim against and shall consent to the issuance of all necessary documents by the courts of Mexico in order to execute upon any such judgment.