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

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state.

Appears in 16 contracts

Samples: Share Repurchase Agreement (WillScot Mobile Mini Holdings Corp.), Share Repurchase Agreement (ESH Hospitality, Inc.), Share Repurchase Agreement (Graftech International LTD)

AutoNDA by SimpleDocs

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed in all respects by and construed in accordance with the laws of the State of New York applicable York, without regard to agreements made and to be performed in such stateits conflicts of laws principles.

Appears in 16 contracts

Samples: Commutation and Release Agreement (Security Capital Assurance LTD), Registration Rights Agreement (Xl Capital LTD), Registration Rights Agreement (Golden Queen Mining Co LTD)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws law of the State of New York applicable without giving effect to agreements made the principles of conflicts of law thereof. The parties hereto each hereby submits herself or itself for the sole purpose of this Agreement and any controversy arising hereunder to be performed the exclusive jurisdiction of the state courts in such statethe State of New York.

Appears in 16 contracts

Samples: Consulting Agreement (California Gold Corp.), Consulting Agreement (California Gold Corp.), Consulting Agreement (Spongetech Delivery Systems Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed interpreted in accordance with the laws of the State of New York applicable to agreements made and entirely to be performed in such statestate and without regard to its principles of conflict of laws. The parties hereto agree that any suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Agreement or the transactions contemplated hereby shall be brought in any federal or state court sitting in the borough of Manhattan, New York City.

Appears in 14 contracts

Samples: Purchase and Assumption Agreement (First South Bancorp Inc /Va/), Purchase and Assumption Agreement (Ameris Bancorp), Purchase and Assumption Agreement (FS Bancorp, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of laws principles thereof. Each Fund hereby consents to the jurisdiction of a state or federal court situated in New York applicable City, New York in connection with any dispute arising hereunder, and waives to agreements made and the fullest extent permitted by law its right to be performed in such statea trial by jury.

Appears in 12 contracts

Samples: Administration and Accounting Agreement (Federated Hermes ETF Trust), Fund Administration and Accounting Agreement (Alger Portfolios), Fund Administration and Accounting Agreement (Alger ETF Trust)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed in all respects by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such stateYork.

Appears in 9 contracts

Samples: Registration Rights Agreement (Moneygram International Inc), Registration Rights Agreement (Moneygram International Inc), Securities Purchase Agreement (Moneygram International Inc)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable York, without regard to agreements made and to be performed in such statethe conflict of laws rules thereof.

Appears in 6 contracts

Samples: Contribution and Sale Agreement (MGT Capital Investments Inc), Asset Purchase Agreement (Digital Angel Corp), Agreement and Plan of Reorganization (MGT Capital Investments Inc)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by by, and construed in accordance with with, the laws of the State of New York applicable to agreements made and to be performed in such stateYork.

Appears in 6 contracts

Samples: Reimbursement Agreement (Pinnacle West Capital Corp), Security Agreement (Jones Apparel Group Inc), Reimbursement Agreement (Pinnacle West Capital Corp)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable without regard to agreements made and to be performed in such stateconflict of laws principles thereof.

Appears in 5 contracts

Samples: Securities Lending Agency Agreement (Ishares Inc), Securities Lending Agency Agreement (Barclays Global Investors Funds), Securities Lending Agency Agreement (Master Investment Portfolio)

Governing Law; Consent to Jurisdiction. This Agreement Agreement, and any claimthe provisions, controversy rights, obligations, and conditions set forth herein, and the legal relations between the parties hereto, including all disputes and claims, whether arising in contract, tort, or dispute arising under or related to this Agreement statute, shall be governed by and construed in accordance with the laws of the State of New York applicable without giving effect to agreements made and to be performed in such stateits conflict of law provisions.

Appears in 5 contracts

Samples: Securities Purchase Agreement (S&W Seed Co), Voting Agreement (Idera Pharmaceuticals, Inc.), Registration Rights Agreement (Bellicum Pharmaceuticals, Inc)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such stateYork.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Colfax CORP), Registration Rights Agreement (Colfax CORP), Registration Rights Agreement (Colfax CORP)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be wholly performed within that State, without regard to its conflict of laws provisions. Any action to enforce this Agreement must be brought in a court situated in the City of New York and the parties hereby consent to the jurisdiction of courts situated in New York County. Each party hereby waives the right to claim that any such statecourt is an inconvenient forum for the resolution of any such action.

Appears in 4 contracts

Samples: Employment Agreement (Internet Commerce Corp), Employment Agreement (Internet Commerce Corp), Employment Agreement (Internet Commerce Corp)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable irrespective of any conflict of laws principles. The parties hereby agree that any action or proceeding with respect to agreements made this Agreement (and any action or proceeding with respect to any amendments or replacements hereof or transactions relating hereto) may be performed brought only in a federal or state court located in New York, State of New York and having jurisdiction with respect to such stateaction or proceeding. Each of the parties hereto irrevocably consents and submits to the jurisdiction of such courts.

Appears in 4 contracts

Samples: Executive Consulting Agreement (GSRX Industries Inc.), Executive Consulting Agreement (Green Spirit Industries Inc.), Executive Consulting Agreement (Green Spirit Industries Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with interpreted solely pursuant to the laws of the State of New York applicable York, exclusive of its conflicts of laws principles. Each of the Parties hereto irrevocably submits to agreements made and to be performed in such statethe exclusive jurisdiction of the courts of the State of New York, for the purposes of any suit, action, or other proceeding arising out of this Agreement or any transaction contemplated hereby.

Appears in 3 contracts

Samples: Settlement and Mutual Release Agreement (Function(x) Inc.), Note and Securities Purchase and Mutual Release Agreement (Function(x) Inc.), Amendment and Mutual Release Agreement (Function(x) Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws law of the State of New York applicable without giving effect to agreements made the principles of conflicts of law thereof. The parties hereto each hereby submits himself or itself for the sole purpose of this Agreement and any controversy arising hereunder to be performed the exclusive jurisdiction of the state courts in such statethe State of New York.

Appears in 3 contracts

Samples: Consulting Agreement (Pershing Gold Corp.), Consulting/Advisory Agreement (Cell Source, Inc.), Consulting Agreement (Drone Aviation Holding Corp.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable York, without regard to agreements made the choice of law principles thereof. In the event of a dispute hereunder, there shall be exclusive jurisdiction in the Federal and State courts sitting in the City, County and State of New York. The party prevailing shall be entitled to be performed in such staterecover its reasonable legal fees and expenses from the party not prevailing.

Appears in 3 contracts

Samples: Asset Purchase Agreement (SpendSmart Payments Co), Goodwill Purchase Agreement (SpendSmart Payments Co), Asset Purchase Agreement (SpendSmart Payments Co)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable York, without regard to agreements made and to be performed any conflicts of law rules or principles that would result in such statethe application of the laws of another jurisdiction.

Appears in 3 contracts

Samples: Termination Agreement (Memc Electronic Materials Inc), Stock Purchase Agreement (Medianews Group Inc), Asset Purchase Agreement (Semx Corp)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement -------------------------------------- shall be governed by by, and construed in accordance with with, the laws of the State of New York applicable York, without giving effect to agreements made and to be performed in such statethe conflicts of laws provisions thereof.

Appears in 3 contracts

Samples: Separation Agreement (Derby Cycle Corp), Separation Agreement (Derby Cycle Corp), Separation Agreement (Derby Cycle Corp)

Governing Law; Consent to Jurisdiction. This Agreement shall be construed in accordance with, and any claim, controversy or dispute all actions arising under or related to this Agreement in connection therewith shall be governed by and construed in accordance with by, the internal laws of the State of New York applicable (without reference to agreements made conflict of law principles). I hereby consent to the personal jurisdiction of the state and federal courts located in New York County, New York, for any lawsuit filed there against me by the Company arising out of or relating to be performed in such statethis Agreement, subject to the terms and provisions of the Section entitled “Arbitration.

Appears in 3 contracts

Samples: Merisel Employment Agreement (Merisel Inc /De/), Merisel Employment Agreement (Merisel Inc /De/), Merisel Employment Agreement (Merisel Inc /De/)

Governing Law; Consent to Jurisdiction. (i) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed in all respects by and construed in accordance with the laws of the State of New York applicable York, without regard to agreements made and to be performed in such stateits conflicts of laws principles.

Appears in 3 contracts

Samples: Shareholder Agreement (Syncora Holdings LTD), Commutation and Release Agreement (Security Capital Assurance LTD), Registration Rights Agreement (Xl Capital LTD)

Governing Law; Consent to Jurisdiction. This Agreement and its enforcement, and any claimcontroversy arising out of or relating to the making or performance of this Agreement, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws law of the State of New York applicable York, without regard to agreements made and to be performed in such stateNew York’s principles of conflicts of law.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Harsco Corp), Asset Purchase Agreement (Chart Industries Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by construed under and construed enforced in accordance with the laws of the State of New York, U.S.A. without regard to any rules governing conflicts of laws. Parties agree to exclusive jurisdiction and venue of courts in the state and federal courts sitting in New York applicable to agreements made and to be performed in such stateCounty, New York.

Appears in 2 contracts

Samples: Non Disclosure Agreement (Digital River Inc /De), Non Disclosure Agreement (Digital River Inc /De)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the internal laws of the State of New York applicable York. Each party to agreements made this Agreement hereby irrevocably and unconditionally, with respect to be performed any matter or dispute arising under, or in such state.connection with, this Agreement:

Appears in 2 contracts

Samples: Registration Rights Agreement (Virgin America Inc.), Registration Rights Agreement (Virgin America Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed interpreted in accordance with the laws of the State of New York applicable to agreements made and entirely to be performed in such statestate and without regard to its principles of conflict of laws. The parties hereto agree that any suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Agreement or the transactions contemplated hereby shall be brought in any federal or state court sitting in the State of New York.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Pathfinder Bancorp, Inc.), Purchase and Assumption Agreement (COMMUNITY BANK NA, a Subsidiary of Community Bank System Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Put/Call Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of laws principles that would result in the application of the law of a different jurisdiction. The parties hereto hereby submit to the non-exclusive jurisdiction of the federal and New York applicable State courts located in the City of New York in connection with any dispute related to agreements made and to be performed in such statethis Put/Call Agreement or any matters contemplated hereby.

Appears in 2 contracts

Samples: Put/Call Agreement (Partnerre LTD), Put/Call Agreement (Partnerre LTD)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws Laws of the State of New York applicable without giving effect to agreements made and to be performed in such statethe principles of conflicts of law thereof.

Appears in 2 contracts

Samples: Stockholders Agreement (CollabRx, Inc.), Stockholders Agreement (Medytox Solutions, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute all claims and disputes arising under hereunder or related to this Agreement Agreement, the transactions contemplated hereby or the conduct of any party in connection therewith shall be governed by by, and construed and interpreted in accordance with with, the laws of the State of New York applicable York, without regard to agreements made and to be performed in such stateprinciples of conflicts of law that would apply any other law.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (TerrAscend Corp.), Membership Interest Purchase Agreement

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York, irrespective of any conflict of law principles. Executive consents to the jurisdiction of the state courts of and federal courts located in the State of New York applicable to agreements made for the enforcement of the obligations evidenced by this Agreement and to be performed in such stateexpressly waives any defense based upon venue or forum non conveniens.

Appears in 2 contracts

Samples: Employment Agreement (Nu Horizons Electronics Corp), Employment Agreement (Nu Horizons Electronics Corp)

Governing Law; Consent to Jurisdiction. This Agreement Agreement, the Note and any claim, controversy or dispute arising under or related to this Agreement documents and instruments delivered in connection herewith and therewith and the rights and duties of the parties hereunder and thereunder shall be governed by by, and construed and interpreted in accordance with with, the laws of the State of New York, and the Company consents to the non-exclusive jurisdiction of the courts of the State of New York applicable in any action brought to agreements made enforce any rights of the Noteholders under this Agreement, the Note and to be performed in such stateany document and instrument related hereto.

Appears in 2 contracts

Samples: Note Purchase Agreement (Smith & Wollensky Restaurant Group Inc), Note Purchase Agreement (New York Restaurant Group Inc)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by by, and construed and enforced in accordance with with, the laws of the State of New York applicable York, without giving effect to agreements made and to be performed in such stateprinciples of conflicts of laws.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Burns Philp & Co LTD), Stock Purchase Agreement (Burns Philp & Co LTD)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of laws principles thereof. Administrator hereby consents to the jurisdiction of a state or federal court situated in New York applicable City, New York in connection with any dispute arising hereunder, and waives to agreements made and the fullest extent permitted by law its right to be performed in such statea trial by jury.

Appears in 2 contracts

Samples: Sub Administration and Accounting Agreement (Touchstone ETF Trust), Fund Sub Administration and Accounting Agreement (Touchstone ETF Trust)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed interpreted in accordance with and governed by the laws of the State of New York. Each party hereto irrevocably consents and submits to the non-exclusive jurisdiction of the Supreme Court of New York applicable in New York County and the United States District Court for the Southern District of New York and waives any objection based on venue or forum non conveniens with respect to agreements made and to be performed any action instituted therein arising under or in such stateconnection with this Agreement.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (SMART Global Holdings, Inc.), Receivables Purchase Agreement (SMART Global Holdings, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable York, without giving effect to agreements made and to be performed in the choice of law principles of such state. The parties to this Agreement hereby agree to submit to the jurisdiction of the courts of the State of New York, the courts of the United States of America for the Southern District of New York, and appellate courts from any courts thereof in any action or proceeding arising out of or relating to this Agreement.

Appears in 2 contracts

Samples: Share Purchase Agreement (Ga Holdings LLC), Share Purchase Agreement (Ardmore Shipping Corp)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed interpreted in accordance with the laws of the State of New York applicable to agreements made and to be performed without giving effect conflicts of law principles that would result in such statethe application of the substantive laws of another jurisdiction.

Appears in 2 contracts

Samples: Securities Exchange Agreement (Navidea Biopharmaceuticals, Inc.), Securities Exchange Agreement (Navidea Biopharmaceuticals, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by by, and construed in accordance with with, the laws substantive law of the State of New York applicable without regard to agreements made the application of choice of law principles. Each of the parties hereto consents to the jurisdiction of any state or federal court located within New York in any suit, action or proceeding brought under or arising out of this Agreement (and further agree not to be performed in assert or claim that such statevenue is inconvenient or otherwise inappropriate or unsuitable).

Appears in 2 contracts

Samples: Agreement for Sale of Membership Interests (KBS Real Estate Investment Trust, Inc.), Agreement for Sale of Membership Interests (Gramercy Capital Corp)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable without regard to agreements made the principles of the conflict of laws contained therein. Each Party hereby submits to the personal and to be performed in such statesubject matter jurisdiction of the courts of the State of New York for the purpose of interpretation and enforcement of this Agreement.

Appears in 2 contracts

Samples: Non Disclosure Agreement, Non Disclosure Agreement

Governing Law; Consent to Jurisdiction. This Agreement Agreement, the construction, interpretation, and any claimenforcement hereof, controversy or dispute and the rights of the parties hereto with respect to all matters arising under or related to this Agreement hereunder shall be governed by and construed in accordance with the laws law of the State of New York applicable without giving effect to agreements made the principles of conflicts of law thereof. Each of the parties hereto each hereby submits for the sole purpose of this Agreement and any controversy arising hereunder to be performed the exclusive jurisdiction of the state courts in such statethe State of New York.

Appears in 1 contract

Samples: Consulting Agreement (Orbital Tracking Corp.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by construed and construed enforced in accordance with with, and governed by, the laws of the State of New York applicable to agreements made and to be performed in such stateYork, excluding its conflicts of law provisions (other than Section 5-1401 of the General Obligation Law of the State of New York).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Teco Energy Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the Shall Be Governed By The Laws Of The State of Of New York. The Fund And The Lender Each Submit To The Non-Exclusive Jurisdiction Of The United States District Court For The Southern District Of New York applicable to agreements made and to be performed in such stateAnd Of Any New York State Court Sitting In New York, New York, For Purposes Of All Legal Proceedings Arising Out Of Or Relating To This Agreement Or The Transactions Contemplated Hereby.

Appears in 1 contract

Samples: Loan Authorization Agreement (New Mountain Guardian IV BDC, L.L.C.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with under the internal laws of the State of New York applicable to agreements made entered into and to be performed in such stateentirely within New York, without reference to principles of conflict of laws or choice of laws.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Travelzoo Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws Law of the State of New York without regard to any applicable principles of conflicts of law. Each Party agrees that, in connection with any legal suit or proceeding arising with respect to agreements made this Agreement, it shall submit to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York or the applicable New York state court located in New York County and agrees to be performed venue in such statecourts.

Appears in 1 contract

Samples: Agreement for Transfer and Exchange (Skyterra Communications Inc)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement the legal relations among the parties hereto shall be governed by and construed in accordance with the internal laws of the State of New York applicable York, without giving effect to agreements made and to be performed in such statethe conflicts of laws principles thereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Abraxis BioScience, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to The terms of this Agreement shall for all purposes be enforced, governed by by, and construed in accordance with the laws of the State of New York applicable except to agreements made the extent preempted by federal law. Each Party consents and submits to be performed the exclusive jurisdiction of the federal and state courts of New York State located in such stateNew York County in respect of the interpretation and enforcement of the provisions of this Agreement.

Appears in 1 contract

Samples: Settlement Agreement and General Release (SiriusPoint LTD)

AutoNDA by SimpleDocs

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the internal laws of the State of New York applicable to agreements contracts made and to be performed in such statethe State of New York without giving effect to the conflicts of law provisions thereof. Each of the parties hereto hereby irrevocably and unconditionally consents to submit to the exclusive jurisdiction in the Courts of the State of New York or any court of the United States located in the County and State of New York for any action, proceeding or investigation in any court or before any governmental authority arising out of or relating to this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Exchange Agreement (Equity Lifestyle Properties Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable (not including its choice of law principles). The parties hereto submit to agreements made the exclusive jurisdiction and to be performed in such statevenue of the Supreme Court of the State of New York and the Federal District Court for the Southern District of New York for purposes of any legal action arising out of this Agreement.

Appears in 1 contract

Samples: Research and Development Services Agreement (Bio Technology General Corp)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of laws principles thereof. Each of the parties hereby consents to the jurisdiction of a state or federal court situated in New York applicable City, New York in connection with any dispute arising hereunder, and waives to agreements made and the fullest extent permitted by law its right to be performed in such statea trial by jury.

Appears in 1 contract

Samples: Fund Administration and Accounting Agreement (Bluepoint Investment Series Trust)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute shall be governed by the laws of the State of New York without giving effect to the conflict of law principles thereof. Any litigation arising under or related to this Agreement shall be governed by and construed instituted in accordance with the laws of the State of state or federal courts located in New York applicable County, New York and each party consents and submits to agreements made and to be performed in the jurisdiction of such statecourts.

Appears in 1 contract

Samples: Sub Sublease Termination Agreement (Eb2b Commerce Inc /Ny/)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable without regard to agreements made and to be performed in such stateconflicts of laws principles thereof.

Appears in 1 contract

Samples: Lender Consent Agreement

Governing Law; Consent to Jurisdiction. This Agreement Agreement, and any claimall agreements, controversy documents and instruments delivered pursuant hereto or dispute arising under or related to this Agreement incorporated herein, unless otherwise expressly provided therein, shall be governed by by, and construed in accordance with with, the substantive laws of the State of New York applicable to agreements made and to be performed in entirely within such state, without reference to the conflicts of laws rules of such state.

Appears in 1 contract

Samples: Purchase Agreement (Legg Mason Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with under the internal laws of the State of New York applicable as applied to agreements made among New York residents entered into and to be performed entirely within New York, without reference to principles of conflict of laws or choice of laws. The parties to this Agreement hereby consent to the exclusive jurisdiction and venue of the state and federal courts located in such stateNew York, New York, for purposes of any action arising out of or relating to this Agreement.

Appears in 1 contract

Samples: Amendment and Waiver Agreement (SRAX, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable York, without regard to agreements made and to be performed in such statethe choice of law principles thereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Premier Alliance Group, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement I hereby expressly agree that the -------------------------------------- validity, interpretation, construction and any claim, controversy or dispute arising under or related to performance of this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable without regard to agreements made its conflicts of law principles, and to be performed that for the purposes of any suit, action or proceeding involving this Agreement, the federal and state courts sitting in such statethe State of New York shall have exclusive jurisdiction.

Appears in 1 contract

Samples: Modem Media Inc

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement all rights and obligations hereunder shall be governed by by, and construed in accordance with with, the laws law of the State of New York York, applicable to agreements made and to be performed wholly within that State, without regard to the conflicts of laws principles of that State. The parties to this Agreement consent to the jurisdiction of the federal and state courts located in such statethe County of New York, State of New York over the parties hereto and over any disputes arising in connection with this Agreement. Service of process may be made by certified or registered mail, return receipt requested.

Appears in 1 contract

Samples: Stock Purchase Agreement (Stage Ii Apparel Corp)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by deemed to be a contract made under the laws of the State of New York, and for all purposes shall be construed in accordance with the laws of the State of New York applicable York, without regard to agreements made and to be performed in such stateprinciples of conflict of laws.

Appears in 1 contract

Samples: Registration Rights Agreement (Avteam Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to any conflict of law principles that would result in the application of the law of a jurisdiction other than the State of New York. The Parties hereto agree that any legal action or proceeding arising out of or in any manner relating to this Agreement shall be brought in any court of the State of New York applicable or in any United States District Court in the State of New York. The Parties hereto consent and submit to agreements made and to be performed nonexclusive personal jurisdiction of any such court in such stateany action or proceeding.

Appears in 1 contract

Samples: Feasibility Study Funding Agreement (Uranium Resources Inc /De/)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by by, and construed and enforced in accordance with with, the laws of the State of New York applicable York, without giving effect to agreements made and conflicts of law principles thereof which might refer such interpretations to be performed in such statethe laws of different state or jurisdiction.

Appears in 1 contract

Samples: Administrative Service Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such stateNew York and without application of the conflict of law principles thereof. In connection with any proceeding arising from this Agreement or the transactions contemplated herein, the parties hereby irrevocably consent to the exclusive jurisdiction of any Federal court or state court located in the Borough of Manhattan, The City of New York, NY.

Appears in 1 contract

Samples: Purchase Agreement (Ziff Davis Inc)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by by, and construed in accordance with with, the laws of the State of New York (excluding the laws applicable to agreements made conflicts or choice of law, other than General Obligations Law ss.ss.5-1401 and to be performed in such state5-1402).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tendercare International Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement agreement shall be governed by and construed interpreted and enforced in accordance with the laws of the State of New York applicable as applied to agreements contracts made and fully performed therein. Each of the parties hereto hereby irrevocably and unconditionally submits for itself and its property in any legal action or proceeding relating to be performed or arising in such stateconnection with this Agreement to the exclusive general jurisdiction of the Courts of the State of New York, the courts of the United States of America for the Southern District of New York, and the appellate courts of any of the foregoing.

Appears in 1 contract

Samples: Rescission Agreement (American United Global Inc)

Governing Law; Consent to Jurisdiction. This The parties hereto agree that all of the provisions of this Agreement and any claim, controversy or dispute arising under or related to this Agreement questions concerning its interpretation and enforcement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made executed and to be wholly performed in New York among residents of New York. The parties hereby consent to the exclusive jurisdiction of any court of competent jurisdiction sitting in the City of New York, New York and hereby waive any objection to venue in such statecourt.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Revlon Consumer Products Corp)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable York, without giving effect to agreements made and to be performed in such stateconflict of laws.

Appears in 1 contract

Samples: Placement Agency Agreement (Ashlin Development Corp)

Governing Law; Consent to Jurisdiction. a. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by construed and construed in accordance with interpreted according to the laws of the State of New York applicable York, without regard to agreements made and to be performed in such statethe conflicts of law rules thereof.

Appears in 1 contract

Samples: Transition Services Agreement (Clinical Data Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by by, and construed solely and exclusively in accordance with with, the internal laws of the State of New York applicable without regard to agreements made the choice of law principles thereof. Each of the parties hereto irrevocably submits to the sole and exclusive jurisdiction of the courts of the State of New York located in New York County and the United States District Court for the Southern District of New York for the purpose of any suit, action, proceeding or judgment relating to be performed in such stateor arising out of this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Subscription Agreement (Manhattan Pharmaceuticals Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement all rights and obligations hereunder shall be governed by by, and construed in accordance with with, the laws law of the State of New York York, applicable to agreements made and to be performed wholly within said State, without regard to the conflicts of laws principles of such State. The parties to this Agreement consent to the jurisdiction of the federal and state courts located in such statethe County of New York, State of New York over the parties hereto and over any disputes arising in connection with this Agreement. Service of process may be made by certified or registered mail, return receipt requested.

Appears in 1 contract

Samples: 1 Purchase Agreement (Stage Ii Apparel Corp)

Governing Law; Consent to Jurisdiction. (a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York. Each of the Parties submits to the jurisdiction of any state or federal court sitting in the State of New York, County of New York applicable and agrees not to agreements made and bring any action or proceeding arising out of or relating to be performed this Agreement in such stateany other court. Each of the parties waives any defense of inconvenient forum to maintenance of any action or proceeding so brought.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Meta Materials Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable without giving effect to agreements made principles of conflicts of law. The parties hereto irrevocably submit to the exclusive jurisdiction of courts of the State of New York and acknowledge that such courts shall have exclusive jurisdiction over all disputes or claims arising out of or relating to be performed in such statethis Agreement.

Appears in 1 contract

Samples: Indemnification and Reimbursement Agreement (Lighting Science Group Corp)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws law of the State of New York applicable without giving effect to agreements made the principles of conflicts of law thereof. The parties hereto each hereby submits himself or itself for the sole purpose of this Agreement and any controversy arising hereunder to be performed the exclusive jurisdiction of the state and federal courts sitting in such statethe City of New York, Borough of Manhattan and the parties hereby waive any and all rights to trial by jury.

Appears in 1 contract

Samples: Stock Subscription Agreement (Citius Pharmaceuticals, Inc.)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to 21.1 The Parties agree that this Agreement shall be governed by and construed in accordance with the laws of the State of New York York, U.S., and that in any action, special proceeding or other proceeding that may be brought arising out of, in connection with, or by reason of this Agreement, the laws of the State of New York, U.S., shall be applicable and shall govern, to agreements made and the exclusion of the law of any other forum, without regard to the jurisdiction in which any action, suit, or proceeding may be performed in such stateinstituted.

Appears in 1 contract

Samples: Development Agreement (Luna Innovations Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with and governed by the laws law of the State of New York applicable without regard to agreements made and to be performed in the conflicts of law rules of such state. The parties hereby irrevocably submit to the jurisdiction of the state of federal courts sitting in the State of New York over any action or proceeding arising out of or relating to this Agreement and the parties irrevocably agree that all claims in respect of such action or proceeding may be heard or determined in any such court.

Appears in 1 contract

Samples: Purchase Agreement (Nyfix Inc)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of laws principles thereof. Each of Atlantic and BNYM hereby consent to the jurisdiction of a state or federal court situated in New York applicable City, New York in connection with any dispute arising hereunder, and waive to agreements made and the fullest extent permitted by law their right to be performed in such statea trial by jury.

Appears in 1 contract

Samples: Subadministration Services Agreement (Forum ETF Trust)

Governing Law; Consent to Jurisdiction. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable irrespective of any conflict of laws principles. The parties hereby agree that any action or proceeding with respect to agreements made this Agreement (and any action or proceeding with respect to any amendments or replacements hereof or transactions relating hereto) may be performed brought only in a federal or state court located in New York County, State of New York and having jurisdiction with respect to such stateaction or proceeding. Each of the parties hereto irrevocably consents and submits to the jurisdiction of such courts.

Appears in 1 contract

Samples: Consulting Agreement (Riot Blockchain, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.