Common use of Governing Law and Dispute Resolution Clause in Contracts

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR THE BREACH THEREOF, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES. THE PARTIES, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES, WHICH IF YOU ARE AN INDIVIDUAL, IS YOU, SHALL MEET WITHIN THIRTY (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING: (I) AMOUNTS OWED BY YOU TO RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF, IF APPLICABLE; AND (II) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, "RULES OF USE FOR YOUR BLACKBERRY SOLUTION" (SECTION 3), "SOFTWARE AND DOCUMENTATION LICENSE" (SECTION 2), "INTELLECTUAL PROPERTY" (SECTION 11), "EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES" (SECTION 12), "SECURITY" (SECTION 13), "CONFIDENTIALITY AND NO REVERSE ENGINEERING" (SECTION 15) AND "EFFECT OF TERMINATION" (SECTION 18). THE PARTIES SPECIFICALLY AGREE THAT, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR THE BREACH THEREOF, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES. THE PARTIES, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES, WHICH IF YOU ARE AN INDIVIDUAL A CONSUMER AS USED IN THE FRENCH CONSUMER CODE, IS THEN THE APPLICATION OF FOREIGN LAW IN CONTRACTS MAY NOT APPLY TO YOU . The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, SHALL MEET WITHIN THIRTY or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such disputeshall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement. IF YOU ARE A CONSUMER AS USED IN THE EVENT THAT THERE IS A FRENCH CONSUMER CODE, THEN ANY DEROGATION FROM JURISDICTION AND DISPUTE RESOLUTION PROCEDURES IN CONTRACTS WITH CONSUMERS UNDER THIS AGREEMENT AND SUCH DISPUTE IS FRENCH LAW MAY NOT APPLY TO BE RESOLVED IN A COURT OF LAW, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT YOU.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction or if RIM (in its sole discretion) decides that the arbitration award might be otherwise unenforceable in Your jurisdiction, the arbitration shall be: (i) held in Johannesburg, South Africa; (ii) governed by the South African Arbitration Act, 1965, or any replacement Act;(iii) settled by arbitration in accordance with the Commercial Arbitration Rules of the Arbitration Foundation of Southern Africa ("AFSA"); and (iv) heard by one arbitrator who shall be an attorney or advocate on the panel of arbitrators of AFSA and shall be mutually agreed to by the Parties within thirty (30) days of either Party calling in writing for such agreement, failing which the arbitrator shall be an attorney or advocate nominated by the Secretariat of AFSA for the time being. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court oflaw, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the Sections of this Agreement entitled, " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Desktop Cryptography Support" ( SECTION Section 6), "Use of Your BlackBerry Solution" (Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11 Section 7), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION 12 Section 9), " SECURITY Security" ( SECTION 13 Section 10), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION 15 Section 11) AND and " EFFECT OF TERMINATION Effect of Termination" ( SECTION 18 Section 14). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL submit and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. TheParties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. Notwithstanding the foregoing, if you have entered into this Agreement acting as a consumer, disagreements and disputes arising out of or in connection with this Agreement may also be brought before the local Norwegian court of law at the place where You are domiciled. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the Sections of this Agreement entitled, " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Desktop Cryptography Support" ( SECTION Section 6), "Use of Your BlackBerry Solution" (Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11 Section 7), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES Import and Use Restrictions andU.S. Government Licenses" ( SECTION 12 Section 9), " SECURITY Security" ( SECTION 13 Section 10), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION 15 Section 11) AND and " EFFECT OF TERMINATION Effect of Termination" ( SECTION 18 Section 14). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL submit and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in theevent that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the National and International Arbitration Chamber of Milan (the “Milan Rules”); and (iii) heard by one arbitrator appointed in accordance with the Milan Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition ofYour BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of the UCCET Arbitration Council (the “UCCET Rules”); and (iii) heard by one arbitrator appointed in accordance with the UCCET Rules and to be mutually agreed to by theParties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11), "EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES" (SECTION Section 12), " SECURITY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 12), "Security" (Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by the Court of International Commercial Arbitration attached to the Chamber of Commerce and Industry of the Republic of Moldova (the “Arbitration Court”) in accordance with the Regulations of the Arbitration Court (the “Moldovan Rules”); and (iii) heard by one arbitrator appointed in accordance with the Moldovan Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the President of the Arbitration Court shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedingsseeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11), "EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES" (SECTION Section 12), " SECURITY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 12), "Security" (Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to beincorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of the Kenya Chapter of the Chartered Institute of Arbitrators (the “Kenyan Rules”); and (iii) heard by one arbitrator appointed in accordance with the Kenyan Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to beincorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of the UCCET Arbitration Council (the “UCCET Rules”); and(iii) heard by one arbitrator appointed in accordance with the UCCET Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11), "EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES" (SECTION Section 12), " SECURITY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 12), "Security" (Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President ofthe British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of the Netherlands Arbitration Institute; and (iii) heard by one arbitrator appointed in accordance with the Rules of the Netherlands Arbitration Institute and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT Nothing in this Agreement prejudices RIM’s right to request relief in summary proceedings. You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President ofthe British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with theRules of Court of Arbitration at the Polish Chamber of Commerce in Warsaw; and (iii) heard by one arbitrator appointed in accordance with the Rules of Court of Arbitration at the Polish Chamber of Commerce in Warsaw and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. If you are a Consumer, the dispute shall be settled by the applicable court for Consumers. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting,except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Commercial Conciliation and Arbitration of the Dubai International Arbitration Centre (the "Dubai Rules") and shall be heard by one arbitrator appointed in accordance with the said Dubai Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and ifthe Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11), "EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES" (SECTION Section 12), " SECURITY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 12), "Security" (Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement.You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England, and You and BlackBerry consent to the personal jurisdiction in those courts. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT If the courts in Your jurisdiction will not permit You to consent to the jurisdiction and venue of the above referenced courts, OR THE BREACH THEREOF then Your local jurisdiction and venue will apply to any disputes arising out or related to this Agreement. The Parties specifically agree that disputes shall not be resolved by jury trial and hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement. No dispute between the Parties, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS or involving any person but You, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES may be joined or combined together, without the prior written consent of BlackBerry. THE PARTIES Nothing in the foregoing shall prevent either Party from seeking injunctive or other equitablerelief in any court of competent jurisdiction. In particular, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES BlackBerry has the right to institute legal or equitable proceedings, WHICH IF YOU ARE AN INDIVIDUAL including proceedings seeking injunctive relief (or such equivalent remedy in Your jurisdiction), IS YOU, SHALL MEET WITHIN THIRTY (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF amounts owed by You to BlackBerry in connection with Your acquisition of Your BBM Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the sections of this Agreement entitled "Rules of Use for Your BBM Solution" (Section 2), " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Use of Software" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Intellectual Property" ( SECTION 2 Section 9), " INTELLECTUAL PROPERTY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 10), "Security, Accounts and Passwords " (Section 11), " EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES Confidentiality and No Reverse Engineering" ( SECTION Section 12), and " SECURITY Effect of Termination" ( SECTION 13 Section 15) , "CONFIDENTIALITY AND NO REVERSE ENGINEERING" (SECTION 15) AND "EFFECT OF TERMINATION" (SECTION 18). THE PARTIES SPECIFICALLY AGREE THAT, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT .

Appears in 1 contract

Samples: us.blackberry.com

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of England and Wales, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goodsis hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Abidjan, Ivory Coast; (ii) settled by arbitration in accordance with the Arbitration Rules and Rules of Procedure of the Joint Court of Justice and Arbitration (the “Arbitration Court”) of the Organisation for the Harmonisation of Business Law in Africa (the “OHADA Rules”); and (iii) heard by one arbitrator appointed in accordance with the OHADA Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the Arbitration Court shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference into this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the Sections of this Agreement entitled, " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Desktop Cryptography Support" ( SECTION Section 6), "Use of Your BlackBerry Solution" (Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11 Section 7), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION 12 Section 9), " SECURITY Security" ( SECTION 13 Section 10), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION 15 Section 11) AND and " EFFECT OF TERMINATION Effect of Termination" ( SECTION 18 Section 14). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL submit and attorn to the jurisdiction of the courts located in Singapore for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. TheParties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference into this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Yourjurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Singapore in accordance with the Arbitration Rules of the Singapore International ArbitrationCentre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference into this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Hong Kong and shall be submitted to the Secretariat of the International Court of Arbitration of the International Chamber of Commerce (the "ICC") in Hong Kong; (ii) settled by arbitration in accordance with the Rules of Arbitration of the ICC (the "ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. The language of the arbitration shall be English. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, and without prejudice to the rights of the Parties to submit the matter to arbitration in accordance with this Agreement, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and ifthe Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference into this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11), "EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES" (SECTION Section 12), " SECURITY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 12), "Security" (Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are anindividual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference into this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT If You are a resident of Sri Lanka or You use the BlackBerry Solution from Sri Lanka then, OR THE BREACH THEREOF in addition to any other obligations You may have under the applicable law in Your jurisdiction, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS You expressly agree that the Copyright Act of Canada shall be deemed to apply to You and Your use of the BlackBerry Solution. Any disagreement or dispute arising out of or relating to this Agreement, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference into this clause. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Arbitration Act No. 11 of 1995; and (iii) heard by one arbitrator appointed in accordance with the Arbitration Act No. 11 of 1995 and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the Sections of this Agreement entitled, " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Desktop Cryptography Support" ( SECTION Section 6), "Use of Your BlackBerry Solution" (Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11 Section 7), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION 12 Section 9), " SECURITY Security" ( SECTION 13 Section 10), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION 15 Section 11) AND and " EFFECT OF TERMINATION Effect of Termination" ( SECTION 18 Section 14). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL submit and attorn to the jurisdiction of the courts located in Singapore for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT You irrevocably waive any objection on the grounds of venue, OR THE BREACH THEREOF forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in Singapore, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS and You and BlackBerry consent to the personal jurisdiction in thosecourts. If the courts in Your jurisdiction will not permit You to consent to the jurisdiction and venue of the above referenced courts, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES then Your local jurisdiction and venue will apply to any disputes arising out or related to this Agreement. THE PARTIES The Parties specifically agree that disputes shall not be resolved by jury trial and hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement. No dispute between the Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES or involving any person but You, WHICH IF YOU ARE AN INDIVIDUAL may be joined or combined together, IS YOU without the prior written consent of BlackBerry.Nothing in the foregoing shall prevent either Party from seeking injunctive or other equitablerelief in any court of competent jurisdiction. In particular, SHALL MEET WITHIN THIRTY BlackBerry has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief ( 30) DAYS OF THE DISPUTE BEING REFERRED TO THEM. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES or such equivalent remedy in Your jurisdiction), RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF amounts owed by You to BlackBerry in connection with Your acquisition of Your BBM Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the sections of this Agreement entitled "Rules of Use for Your BBM Solution" (Section 2), " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Use of Software" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Intellectual Property" ( SECTION 2 Section 9), " INTELLECTUAL PROPERTY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 10), "Security, Accounts and Passwords " (Section 11), " EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES Confidentiality and No Reverse Engineering" ( SECTION Section 12), and " SECURITY Effect of Termination" ( SECTION 13 Section 15) , "CONFIDENTIALITY AND NO REVERSE ENGINEERING" (SECTION 15) AND "EFFECT OF TERMINATION" (SECTION 18). THE PARTIES SPECIFICALLY AGREE THAT, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT .

Appears in 1 contract

Samples: us.blackberry.com

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of Singapore, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT You irrevocably waive any objection on the grounds of venue, OR THE BREACH THEREOF forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in Singapore, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS and You and BlackBerry consent to the personal jurisdiction in thosecourts. If the courts in Your jurisdiction will not permit You to consent to the jurisdiction and venue of the above referenced courts, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES then Your local jurisdiction and venue will apply to any disputes arising out or related to this Agreement. THE PARTIES The Parties specifically agree that disputes shall not be resolved by jury trial and hereby waive all rights to a trial by jury in any matter related to or arising fromthis Agreement. No dispute between the Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES or involving any person but You, WHICH IF YOU ARE AN INDIVIDUAL may be joined or combined together, IS YOU without the prior written consent of BlackBerry. Nothing in the foregoing shall prevent either Party from seeking injunctive or other equitablerelief in any court of competent jurisdiction. In particular, SHALL MEET WITHIN THIRTY BlackBerry has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief ( 30) DAYS OF THE DISPUTE BEING REFERRED TO THEM. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES or such equivalent remedy in Your jurisdiction), RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF amounts owed by You to BlackBerry in connection with Your acquisition of Your BBM Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the sections of this Agreement entitled "Rules of Use for Your BBM Solution" (Section 2), " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Use of Software" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Intellectual Property" ( SECTION 2 Section 9), " INTELLECTUAL PROPERTY Export, Import and Use Restrictions and U.S. Government Licenses" ( SECTION Section 10), "Security, Accounts and Passwords " (Section 11), " EXPORT, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES Confidentiality and No Reverse Engineering" ( SECTION Section 12), and " SECURITY Effect of Termination" ( SECTION 13 Section 15) , "CONFIDENTIALITY AND NO REVERSE ENGINEERING" (SECTION 15) AND "EFFECT OF TERMINATION" (SECTION 18). THE PARTIES SPECIFICALLY AGREE THAT, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT .

Appears in 1 contract

Samples: us.blackberry.com

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of the State of New York, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Ontario, Canada in accordance with the Commercial Rules of the American Arbitration Association ("Rules") and shall be heard by one arbitrator appointed in accordance with the said Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the Sections of this Agreement entitled, " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Desktop Cryptography Support" ( SECTION Section 6), "Use of Your BlackBerry Solution" (Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11 Section 7), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES Import and Use Restrictions andU.S. Government Licenses" ( SECTION 12 Section 9), " SECURITY Security" ( SECTION 13 Section 10), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION 15 Section 11) AND and " EFFECT OF TERMINATION Effect of Termination" ( SECTION 18 Section 14). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL submit and attorn to the jurisdiction of the courts located in the County of New York, New York for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of the State of New York, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Ontario, Canada in accordance with the Commercial Rules of the American Arbitration Association ("Rules") and shall be heard by one arbitrator appointed in accordance with the said Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any Court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the Sections of this Agreement entitled, " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Desktop Cryptography Support" ( SECTION Section 6), "Use of Your BlackBerry Solution" (Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11 Section 7), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES Import and Use Restrictions andU.S. Government Licenses" ( SECTION 12 Section 9), " SECURITY Security" ( SECTION 13 Section 10), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION 15 Section 11) AND and " EFFECT OF TERMINATION Effect of Termination" ( SECTION 18 Section 14). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL submit and attorn to the jurisdiction of the courts located in the County of New York, New York for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of the State of New York, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Ontario, Canada in accordance with the Commercial Rules of the American Arbitration Association ("Rules") and shall be heard by one arbitrator appointed in accordance with the said Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use forYour BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in the County of New York, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL New York for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of the State of New York, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Ontario, Canada in accordance with the Commercial Rules of the American Arbitration Association ("Rules") and shall be heard by one arbitrator appointed in accordance with the said Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, orinvolving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in the County of New York, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL New York for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of the State of New York, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. THE PARTIES AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED IN ITS ENTIRETY FROM APPLICATION TO THIS AGREEMENT The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Ontario, Canada in accordance with the Commercial Rules of the American Arbitration Association ("Rules") and shall be heard by one arbitrator appointed in accordance with the said Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICCRules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED, Your violation or threatened violation of the Sections of this Agreement entitled " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Rules of Use for Your BlackBerry Solution" ( SECTION Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION Section 11), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND Import and Use Restrictions and U.S. GOVERNMENT LICENSES Government Licenses" ( SECTION Section 12), " SECURITY Security" ( SECTION Section 13), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION Section 15 ) AND ), and " EFFECT OF TERMINATION Effect of Termination" ( SECTION Section 18). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, IN THE EVENT THAT THERE IS A DISPUTE UNDER THIS AGREEMENT AND SUCH DISPUTE IS TO BE RESOLVED IN A COURT OF LAW forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in the County of New York, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL New York for any such claims arising from or related to this Agreement. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Appears in 1 contract

Samples: Blackberry Solution License Agreement

Governing Law and Dispute Resolution. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF BRAZIL This Agreement is to be governed by and construed under the laws of the State of New York, EXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. THE PARTIES AGREE THAT LAW OF SOME COUNTRIES MAY NOT ALLOW THE UNITED NATIONS CONVENTION ON APPLICATION OF A FOREIGN LAW IN CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS HEREBY EXCLUDED WITH CONSUMERS SO GOVERNING LAW IN ITS ENTIRETY FROM APPLICATION THIS CLAUSE MAY NOT APPLY TO THIS AGREEMENT YOU. ANY DISAGREEMENT OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT Any disagreement or dispute arising out of or relating to this Agreement, OR THE BREACH THEREOF or the breach thereof, WHICH THE PARTIES ARE UNABLE TO RESOLVE AFTER GOOD FAITH NEGOTIATIONS which the Parties are unable to resolve after good faith negotiations, SHALL BE SUBMITTED FIRST TO THE UPPER MANAGEMENT LEVEL OF THE PARTIES shall be submitted first to the upper management level of the Parties. THE PARTIES The Parties, THROUGH THEIR UPPER MANAGEMENT LEVEL REPRESENTATIVES through their upper management level representatives, WHICH IF YOU ARE AN INDIVIDUAL which if You are an individual, IS YOU is You, SHALL MEET WITHIN THIRTY shall meet within thirty(30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) DAYS OF THE DISPUTE BEING REFERRED TO THEM days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in Ontario, Canada in accordance with the Commercial Rules of the American Arbitration Association ("Rules") and shall be heard by one arbitrator appointed in accordance with the said Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. NOTWITHSTANDING THE FOREGOING OR ANY OTHER AGREEMENT OF THE PARTIES If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM HAS THE RIGHT TO INSTITUTE LEGAL OR EQUITABLE PROCEEDINGS has the right to institute legal or equitable proceedings, INCLUDING PROCEEDINGS SEEKING INJUNCTIVE RELIEF including proceedings seeking injunctive relief, IN A COURT OF LAW FOR CLAIMS OR DISPUTES REGARDING in a court of law for claims or disputes regarding: ( I i) AMOUNTS OWED BY YOU TO amounts owed by You to RIM IN CONNECTION WITH YOUR ACQUISITION OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, IF APPLICABLE if applicable; AND and ( II ii) YOUR VIOLATION OR THREATENED VIOLATION OF THE SECTIONS OF THIS AGREEMENT ENTITLED Your violation or threatened violation of the Sections of this Agreement entitled, " RULES OF USE FOR YOUR BLACKBERRY SOLUTION Desktop Cryptography Support" ( SECTION Section 6), "Use of Your BlackBerry Solution" (Section 3), " SOFTWARE AND DOCUMENTATION LICENSE Software and Documentation License" ( SECTION Section 2), " INTELLECTUAL PROPERTY Intellectual Property" ( SECTION 11 Section 7), " EXPORT Export, IMPORT AND USE RESTRICTIONS AND U.S. GOVERNMENT LICENSES Import and Use Restrictions andU.S. Government Licenses" ( SECTION 12 Section 9), " SECURITY Security" ( SECTION 13 Section 10), " CONFIDENTIALITY AND NO REVERSE ENGINEERING Confidentiality and No Reverse Engineering" ( SECTION 15 Section 11) AND and " EFFECT OF TERMINATION Effect of Termination" ( SECTION 18 Section 14). THE PARTIES SPECIFICALLY AGREE THAT You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent, submit and attorn to the jurisdiction of the courts located in the County of New York, New York for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement. THELAW OF SOME COUNTRIES MAY NOT ALLOW ANY DEROGATION FROM JURISDICTION PROCEDURES IN THE EVENT THAT THERE IS A DISPUTE UNDER CONTRACTS WITH CONSUMERS, SO GOVERNING LAW IN THIS AGREEMENT AND SUCH DISPUTE IS CLAUSE MAY NOT APPLY TO BE RESOLVED IN A COURT OF LAW, SUCH DISPUTE SHALL NOT BE RESOLVED BY JURY TRIAL. THE PARTIES HEREBY WAIVE ALL RIGHTS TO A TRIAL BY JURY IN ANY MATTER RELATED TO OR ARISING FROM THIS AGREEMENT YOU.

Appears in 1 contract

Samples: Blackberry Solution License Agreement