Common use of Governing Law; Consent to Jurisdiction and Service of Process Clause in Contracts

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such State, without giving effect to its conflicts of law doctrines that would require the application of the law of another jurisdiction. Each party hereby submits to the exclusive jurisdiction of the United States District Court located in New Castle County, Delaware or any court of the State of Delaware and any judicial proceeding brought against any of the parties on any dispute arising out of this Agreement or any matter related hereto shall be brought in such courts. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party hereby consents to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.2, or in any other manner permitted by law. EACH PARTY HERETO HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such StateNew York, without giving effect regard to its conflicts of law doctrines principles or any other principle that would require results in the application of the law of another any other jurisdiction. Each party hereby submits to the exclusive jurisdiction of the United States District Court located in the Southern District of New Castle County, Delaware York or any court of the New York State of Delaware Court, and any judicial proceeding brought against any of the parties on any dispute arising out of this Agreement or any matter related hereto shall be brought in such courts. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party hereby consents to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.2below such party’s respective signature to this Agreement, or in any other manner permitted by law. EACH PARTY HERETO HEREBY KNOWINGLY, VOLUNTARILY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such State, without giving effect to its conflicts of law doctrines that doctrine which would require the application of the law of another jurisdiction. Each party hereby submits to the exclusive jurisdiction of the United States District Court located in New Castle County, Delaware or any court of the State of Delaware and any judicial proceeding brought against any of the parties on any dispute arising out of this Agreement or any matter related hereto shall be brought in such courts. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party hereby consents to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.2, or in any other manner permitted by law. EACH PARTY HERETO HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such State, without giving effect regard to its conflicts of law doctrines that would require the application of the law of another jurisdictiondoctrine. Each party The Company and each Holder hereby submits to the exclusive jurisdiction of (i) the Bankruptcy Court, (ii) the courts of the State of Delaware, and (iii) the United States District Court located for the Southern District of New York and of any New York State Court sitting in the City of New Castle CountyYork, Delaware or any court of the State of Delaware and any judicial proceeding brought against the Company or any of the parties on Holder with respect to any dispute arising out of this Agreement or any matter related hereto shall be brought only in such courts. Each party The Company and each Holder hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party The Company and each Holder hereby consents to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.211(d), or in any other manner permitted by law. THE COMPANY AND EACH PARTY HERETO HOLDER HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such State, without giving effect regard to its conflicts of law doctrines that would require the application of the law of another jurisdictiondoctrine. Each party hereby submits to the exclusive jurisdiction of the United States District Delaware Court located in New Castle County, Delaware or of Chancery and any state appellate court of therefrom within the State of Delaware (unless the Delaware Court of Chancery shall decline to accept jurisdiction over a particular matter, in which case, in any Delaware state or federal court within the State of Delaware, and any appellate court thereof), and any judicial proceeding brought against any of the parties on any dispute arising out of this Agreement or any matter related hereto shall be brought in such courts. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party hereby consents to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.2below such party’s respective signature to this Agreement, or in any other manner permitted by law. EACH PARTY HERETO HEREBY KNOWINGLY, VOLUNTARILY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement letter agreement and all disputes arising out of or relating to this letter agreement shall be governed by construed and construed enforced in accordance with the laws Laws of the State of Delaware, applicable to a contract executed and performed in such State, New York without giving effect to its conflicts the choice of law doctrines that would require the application of the law of another jurisdictionprinciples thereof. Each party hereby submits Party irrevocably (a) consents to personal jurisdiction in any action brought in any court, federal or state, within the Borough of Manhattan having subject matter jurisdiction arising under this letter agreement, (b) agrees that any action instituted by any of them against the other with respect to this letter agreement will be instituted exclusively in a court, federal or state, within the Borough of Manhattan, (c) agrees service of process, summons, notice or document by registered mail addressed to them at their respective addresses provided in Annex A to this letter agreement shall be effective service of process against it for any such action, suit or proceeding brought in any such court, (d) waives the defense of an inconvenient forum to the exclusive jurisdiction of the United States District Court located in New Castle County, Delaware or any court of the State of Delaware and any judicial proceeding brought against any of the parties on any dispute arising out of this Agreement or any matter related hereto shall be brought in such courts. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue maintenance of any such proceeding brought action and (e) agrees that all claims in respect of such a court disputes or actions may be heard and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party hereby consents to process being served determined in any such court. Each of the Parties hereby agrees that a final judgment in any action, suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the mailing judgment or in any other manner provided by applicable Law. Nothing in this Section 8, however, shall affect the right of a copy thereof by registered or certified mail, postage prepaid, any Party to the address specified in Section 4.2, or serve legal process in any other manner permitted by lawLaw. EACH PARTY HERETO HEREBY KNOWINGLYEach Party agrees that a final, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDINGnon-appealable judgment in any action or proceeding so brought shall be conclusive and may be enforced by suit on the judgment or in any other manner provided by Xxx.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such State, without giving effect regard to its conflicts of law doctrines that would require the application of the law of another jurisdictiondoctrine. Each party The Company and each Stockholder hereby submits submit to the exclusive jurisdiction of the United States District Court located in New Castle County, Delaware or any court courts of the State of Delaware Delaware, and any judicial proceeding brought against the Company or any of the parties on Stockholder with respect to any dispute arising out of this Agreement or any matter related hereto shall be brought only in such courts. Each party The Company and each Stockholder hereby irrevocably waiveswaive, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party The Company and each Stockholder hereby consents consent to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.28.2, or in any other manner permitted by law. THE COMPANY AND EACH PARTY HERETO STOCKHOLDER HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES WAIVE ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.

Governing Law; Consent to Jurisdiction and Service of Process. This Security Agreement shall be governed by and construed in accordance with the substantive laws of the State of Delaware, New York applicable to a contract executed contracts entered into and to be performed entirely within New York. Any legal action, suit or proceeding arising out of or relating to this Agreement or the transactions contemplated hereby may be instituted in such State, without giving effect to its conflicts of law doctrines that would require the application of the law of another jurisdiction. Each party hereby submits to the exclusive jurisdiction of the United States District Court located in New Castle County, Delaware or any court federal courts of the State of Delaware New York and any judicial proceeding brought against any of the parties on any dispute arising out of this Agreement or any matter related hereto shall be brought in such courts. Each each party hereby irrevocably waives, to the fullest extent permitted by law, waives any objection it which such party may have now or hereafter have to the laying of the venue of any such action, suit or proceeding brought in such a court and any claim that irrevocably submits to the jurisdiction of any such proceeding brought in such a court has been brought in an inconvenient forum. Each party hereby consents to process being served in any such action, suit or proceeding. Any and all service of process and any other notice in any such action, suit or proceeding by the mailing of a copy thereof shall be effective against any party if given by registered or certified mail, return re-ceipt requested, or by any other means of mail that requires a signed receipt, postage prepaid, mailed to the address specified such party as herein provided. If for any reason such service of process by mail is ineffective, then each party shall be deemed to have appointed its attorney as designated in Section 4.2, or 12.1 as such party's authorized agent to accept and acknowl-edge on such party's behalf service of any and all process which may be served in any other such action, suit or proceeding. Nothing herein contained shall be deemed to affect the right of any party to serve process in any manner permitted by law. EACH PARTY HERETO HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDINGlaw or to commence legal proceedings or otherwise proceed against any other party in any jurisdiction other than New York.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such StateNew York, without giving effect regard to its conflicts of law doctrines that would require the application of the law of another jurisdictiondoctrine. Each party hereby submits to the exclusive jurisdiction of the United States District Court located for the Southern District of New York and of any New York State Court sitting in the City of New Castle County, Delaware or any court of the State of Delaware York and any judicial proceeding brought against any of the parties on any dispute arising out of this Agreement or any matter related hereto shall be brought in such courts. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party hereby consents to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.27.2, or in any other manner permitted by law. EACH PARTY HERETO HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.

Governing Law; Consent to Jurisdiction and Service of Process. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, applicable to a contract executed and performed in such State, without giving effect regard to its conflicts of law doctrines that would require the application of the law of another jurisdictiondoctrine. Each party The Corporation and each Stockholder hereby submits to the exclusive jurisdiction of (i) the Bankruptcy Court, (ii) the courts of the State of Delaware, and (iii) the United States District Court located for the Southern District of New York and of any New York State Court sitting in the City of New Castle CountyYork, Delaware or any court of the State of Delaware and any judicial proceeding brought against the Corporation or any of the parties on Stockholder with respect to any dispute arising out of this Agreement or any matter related hereto shall be brought only in such courts. Each party The Corporation and each Stockholder hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each party The Corporation and each Stockholder hereby consents to process being served in any such proceeding by the mailing of a copy thereof by registered or certified mail, postage prepaid, to the address specified in Section 4.211.2, or in any other manner permitted by law. THE CORPORATION AND EACH PARTY HERETO STOCKHOLDER HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUCH ACTION OR PROCEEDING.