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

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan Agreement, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement relating solely to the creation, perfection, priority and enforcement of any security interest created pursuant to this Loan Agreement (collectively, “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower agrees that any controversy arising under or in relation to the Note, this Loan Agreement (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, this Loan Agreement (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 is intended to limit Lender’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit Loan

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan Agreement, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement relating solely to the creation, perfection, priority and enforcement of any security interest created pursuant to this Loan Agreement (collectively, “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower agrees that any controversy arising under or in relation to the Note, this Loan Agreement (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, this Loan Agreement (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 is intended to limit Lender’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit Loan.

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan Agreement, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement relating solely to the creation, perfection, priority and enforcement of any security interest created pursuant to this Loan Agreement (collectively, “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower agrees that any controversy arising under or in relation to the Note, this Loan Agreement (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, this Loan Agreement (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 is intended to limit Lender’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit Loan.

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan AgreementInstrument, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement Instrument relating solely to the creation, perfection, priority and enforcement of any lien or security interest created pursuant to this Loan Agreement Instrument (collectively, the “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower agrees that any controversy arising under or in relation to the Note, the Loan Agreement, this Loan Agreement Instrument (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, the Loan Agreement, this Loan Agreement Instrument (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement Instrument that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 13 is intended to limit Lender’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement Instrument or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement Instrument or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit LoanMultifamily Mortgage, Assignment of Rents

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan Agreement, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement relating solely to the creation, perfection, priority and enforcement of any security interest created pursuant to this Loan Agreement (collectively, “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower Xxxxxxxx agrees that any controversy arising under or in relation to the Note, this Loan Agreement (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, this Loan Agreement (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 is intended to limit LenderXxxxxx’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit LoanLoan 39. Section 11.03 is modified to read as follows:

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan AgreementInstrument, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement Instrument relating solely to the creation, perfection, priority and enforcement of any lien or security interest created pursuant to this Loan Agreement Instrument (collectively, the “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower agrees that any controversy arising under or in relation to the Note, the Loan Agreement, this Loan Agreement Instrument (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, the Loan Agreement, this Loan Agreement Instrument (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement Instrument that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 13 is intended to limit Lender’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement Instrument or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement Instrument or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit LoanMultifamily Deed of Trust, Absolute Assignment of

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan AgreementInstrument, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement Instrument relating solely to the creation, perfection, priority and enforcement of any lien or security interest created pursuant to this Loan Agreement Instrument (collectively, the “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower agrees that any controversy arising under or in relation to the Note, the Loan Agreement, this Loan Agreement Instrument (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, the Loan Agreement, this Loan Agreement Instrument (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement Instrument that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 13 is intended to limit Lender’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement Instrument or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement Instrument or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit LoanMultifamily Mortgage, Assignment of Rents Security Agreement and Fixture Filing

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan Agreement, and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by the laws of the Commonwealth of Virginia (without regard to choice of law principles), except that at all times the provisions of this Loan Agreement relating solely to the creation, perfection, priority and enforcement of any security interest created pursuant to this Loan Agreement (collectively, “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower Xxxxxxxx agrees that any controversy arising under or in relation to the Note, this Loan Agreement (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, this Loan Agreement (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy in any of the Virginia Courts and any claim that any such suit, action, or proceeding brought in any of the Virginia Courts has been brought in an inconvenient forum. However, nothing in this Section 11.02 is intended to limit LenderXxxxxx’s right to bring any suit, action or proceeding relating to matters under this Loan Agreement or the other Loan Documents in any court of any other jurisdiction including, without limitation, any suit, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction including, without limitation, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit Loan

Governing Law; Consent to Jurisdiction and Venue. (a) This Loan AgreementAgreement shall be deemed to be made in and in all respects shall be interpreted, construed and any Loan Document which does not itself expressly identify the law that is to apply to it, will be governed by and in accordance with the laws of the Commonwealth State of Virginia (Delaware without regard to choice the conflicts of law principlesprinciples thereof. Except as set out below, each of the parties hereto hereby irrevocably and unconditionally (i) consents to submit to the sole and exclusive jurisdiction of the courts of the State of Delaware or any court of the United States located in the State of Delaware (the “Delaware Courts”) for any litigation arising out of or relating to this Agreement, or the negotiation, validity or performance of this Agreement, or the transactions contemplated hereby (and agrees not to commence any litigation relating thereto except in such courts), except that at all times the provisions of this Loan Agreement relating solely (ii) waives any objection to the creation, perfection, priority and enforcement laying of any security interest created pursuant to this Loan Agreement (collectively, “Security Interest Provisions”), that relate to the Property Jurisdiction shall be governed by and construed according to the law of the Property Jurisdiction. (b) Borrower agrees that any controversy arising under or in relation to the Note, this Loan Agreement (except for a controversy relating to Security Interest Provisions, which shall be governed by and construed according to the law of the Property Jurisdiction and litigated in the Property Jurisdiction) or any other Loan Document may be litigated in the Commonwealth of Virginia. The state and federal courts and authorities with jurisdiction in the Commonwealth of Virginia (collectively, “Virginia Courts”), will have jurisdiction over all controversies that may arise under or in relation to the Note, this Loan Agreement (except for any controversy relating to the Security Interest Provisions and/or enforcement actions arising under this Loan Agreement that relate to the Property Jurisdiction, which shall be governed by and construed according to the law of the Property Jurisdiction) or any other Loan Document. Borrower irrevocably consents to service, jurisdiction and venue of such courts for any such litigation in the Delaware Courts and waives any other venue (iii) agrees not to which it might be entitled by virtue of domicile, habitual residence plead or otherwise in connection with any such controversy. The Borrower also expressly and irrevocably waives any other objection that the Borrower may now or hereafter have to the venue of any suit, action or proceeding brought in connection with any such controversy claim in any of the Virginia Courts and any claim Delaware Court that any such suit, action, or proceeding litigation brought in any of the Virginia Courts therein has been brought in an any inconvenient forum. HoweverEACH PARTY ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY WHICH MAY ARISE UNDER THIS AGREEMENT IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES, nothing in this Section 11.02 is intended to limit Lender’s right to bring any suitAND THEREFORE EACH SUCH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT SUCH PARTY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. EACH PARTY CERTIFIES AND ACKNOWLEDGES THAT (i) NO REPRESENTATIVE, action or proceeding relating to matters under this Loan Agreement or the other Loan Documents in any court of any other jurisdiction includingAGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, without limitationEXPRESSLY OR OTHERWISE, any suitTHAT SUCH OTHER PARTY WOULD NOT, action or proceeding which may be brought in the Property Jurisdiction in accordance with the terms of this Loan Agreement or the other Loan Documents. Final judgment in any of the Virginia Courts shall be conclusive and binding on the Borrower and may be enforced in any court in which the Borrower is subject to jurisdiction by any method permitted by the law of such jurisdiction includingIN THE EVENT OF LITIGATION, without limitationSEEK TO ENFORCE THE FOREGOING WAIVER, a suit upon such judgment provided that service of process is effected as provided herein or as otherwise permitted by applicable laws. Revolving Credit Loan(ii) EACH PARTY UNDERSTANDS AND HAS CONSIDERED THE IMPLICATIONS OF THIS WAIVER, (iii) EACH PARTY MAKES THIS WAIVER VOLUNTARILY AND (iv) EACH PARTY HAS BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 17.