Common use of Governing Law; Jurisdiction; Construction Clause in Contracts

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor with respect to any of the Secured Obligations, any of the Loan Collateral or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New York. By execution and delivery of this Agreement, Pledgor (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Lender to serve process in any manner permitted by law or shall limit the right of Secured Party or any Lender to bring proceedings against Pledgor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any Lender, involving, directly or indirectly, the Secured Obligations, Loan Collateral or this Agreement shall be brought only in a federal or state court located in the State of New York. Pledgor acknowledges that it participated in the negotiation and drafting of this Agreement and that, accordingly, it shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 6 contracts

Samples: Pledge Agreement (Easy Gardener Products LTD), Pledge Agreement (Easy Gardener Products LTD), Pledge Agreement (Easy Gardener Products LTD)

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Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York Maryland without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor Subordinated Lender or Obligor with respect to any of this Agreement, the Secured Obligations, any of the Loan Collateral Document or this Agreement any related agreement may be brought in any federal or state court of competent jurisdiction located in the State of New YorkMaryland. By execution and delivery of this Agreementeach Loan Document to which it is a party, Pledgor Subordinated Lender and Obligor each (ai) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (bii) waives personal service of process, (ciii) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 15 hereof, and (div) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience jurisdiction or forum non conveniensvenue or convenience. Nothing shall affect the right of Secured Party or any Senior Lender to serve process in any manner permitted by law or shall limit the right of Secured Party or any Senior Lender to bring proceedings against Pledgor Obligor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any Lender, Senior Lender involving, directly or indirectly, this Agreement, the Secured Obligations, any Loan Collateral Document or this Agreement any related agreement shall be brought only in a federal or state court located in the State of New YorkMaryland. Pledgor acknowledges All parties acknowledge that it they participated in the negotiation and drafting of this Agreement and that, accordingly, it no party shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 3 contracts

Samples: Subordination Agreement (Opticare Health Systems Inc), Subordination Agreement (Opticare Health Systems Inc), Subordination Agreement (Palisade Capital Management LLC/Nj)

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York Maryland without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor the Creditor or the Company with respect to any of Subordinated Debt and/or the Secured ObligationsSubordinated Note, any of the Loan Collateral Documents or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New YorkMaryland. By execution and delivery of this Agreement, Pledgor the Creditor and the Company each (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 17 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any the Lender to serve process in any manner permitted by law or shall limit the right of Secured Party or any the Lender to bring proceedings against Pledgor the Creditor or Company in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any the Lender, involving, directly or indirectly, the Secured ObligationsSubordinated Debt and/or Subordinated Note, Loan Collateral Documents, or this Agreement shall be brought only in a federal or state court located in the State of New YorkMaryland. Pledgor Each of the Creditor and the Company acknowledges that it participated in the negotiation and drafting of this Agreement and that, accordingly, it shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Subordination Agreement (Access Worldwide Communications Inc)

Governing Law; Jurisdiction; Construction. This Agreement shall be ----------------------------------------- governed by and construed in accordance with the internal laws of the State of New York Maryland without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor the Creditor or the Company with respect to any of Subordinated Debt and/or the Secured ObligationsSubordinated Note, any of the Loan Collateral Documents or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New YorkMaryland. By execution and delivery of this Agreement, Pledgor the Creditor and the Company each (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 17 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any the Lender to serve process in any manner permitted by law or shall limit the right of Secured Party or any the Lender to bring proceedings against Pledgor the Creditor or Company in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any the Lender, involving, directly or indirectly, the Secured ObligationsSubordinated Debt and/or Subordinated Note, Loan Collateral Documents, or this Agreement shall be brought only in a federal or state court located in the State of New YorkMaryland. Pledgor Each of the Creditor and the Company acknowledges that it participated in the negotiation and drafting of this Agreement and that, accordingly, it shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Subordination Agreement (Access Worldwide Communications Inc)

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York Texas without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor Guarantor with respect to any of the Secured Obligations, any of the Loan Collateral Guaranteed Obligations or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New YorkTexas. By execution and delivery of this Agreement, Pledgor Guarantor (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it Guarantor may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 5.4 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Lender CIT to serve process in any manner permitted by law or shall limit the right of Secured Party or any Lender CIT to bring proceedings against Pledgor Guarantor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any LenderCIT, involving, directly or indirectly, the Secured Guaranteed Obligations, Loan Collateral or this Agreement shall be brought only in a federal or state court located in the State of New YorkTexas. Pledgor Guarantor acknowledges that it Guarantor's participated in the negotiation and drafting of this Agreement and that, accordingly, it Guarantor shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Kelly Thomas Espy

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor the Manager or the Company with respect to any of the Secured ObligationsFees or the Management Fee Provision, any of the Loan Collateral Security Documents or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New York. By execution and delivery of this Agreement, Pledgor the Manager and the Company each (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 17 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Lender the Manager, the Company, the Seller to serve process in any manner permitted by law or shall limit the right of Secured Party or any Lender the Seller to bring proceedings against Pledgor the Manager or Company in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any Lenderthe Seller, involving, directly or indirectly, the Secured ObligationsFees and/or the Management Fee Provision, Loan Collateral Security Documents or this Agreement shall be brought only in a federal or state court located in the State of New York. Pledgor Each of the Seller, the Manager and the Company acknowledges that it participated in the negotiation and drafting of this Agreement and that, accordingly, it shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Junior Management Fee Subordination Agreement (Ibf Vi Guaranteed Income Fund)

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York Texas without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor Guarantor with respect to any of the Secured Obligations, any of the Loan Collateral Guaranteed Obligations or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New YorkTexas. By execution and delivery of this Agreement, Pledgor Guarantor (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it Guarantor may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 5.4 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Lender Agent to serve process in any manner permitted by law or shall limit the right of Secured Party or any Lender Agent to bring proceedings against Pledgor Guarantor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party Agent or any Lender, Lenders involving, directly or indirectly, the Secured Guaranteed Obligations, Loan Collateral or this Agreement shall be brought only in a federal or state court located in the State of New YorkTexas. Pledgor Guarantor acknowledges that it Guarantor participated in the negotiation and drafting of this Agreement and that, accordingly, it Guarantor shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: United Fuel & Energy Corp

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Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to its choice of law provisionsMaryland. Any judicial proceeding against Pledgor Subordinated Creditor or either Obligor with respect to any of the Secured Obligations, any of the Loan Collateral or this Agreement may be brought in any federal or state court of competent jurisdiction located in Xxxxxxxxxx County of the State state of New YorkMaryland. By execution and delivery of this Agreement, Pledgor Subordinated Creditor and each Obligor (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 8 hereof, and (dc) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Senior Lender to serve process in any manner permitted by law or shall limit the right of Secured Party or any Senior Lender to bring proceedings against Pledgor Subordinated Creditor or either Obligor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any Senior Lender, involving, directly or indirectly, the Secured Obligations, Loan Collateral Documents or this Agreement shall be brought only in a federal or state court located in Xxxxxxxxxx County of the State state of New YorkMaryland. Pledgor acknowledges The Subordinated Creditor acknowledge that it they participated in the negotiation and drafting of this Agreement and that, accordingly, it none of them shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Master Subordination and Intercreditor Agreement (Ibf Vi Guaranteed Income Fund)

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to its choice of law provisionsYork. Any judicial proceeding against Pledgor Subordinated Creditor or any Obligor with respect to any of the Secured Obligations, any of the Loan Collateral or this Agreement may be brought in any federal or state court of competent jurisdiction located in New York County of the State state of New York. By execution and delivery of this Agreement, Pledgor Subordinated Creditor and each Obligor (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 10 hereof, and (dc) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Lender Senior Creditor to serve process in any manner permitted by law or shall limit the right of Secured Party or any Lender Senior Creditor to bring proceedings against Pledgor Subordinated Creditor or any Obligor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any LenderSenior Creditor, involving, directly or indirectly, the Secured Obligations, Loan Collateral Senior Debt Documents or this Agreement shall be brought only in a federal or state court located in New York County of the State state of New York. Pledgor acknowledges Subordinated Creditor acknowledge that it they participated in the negotiation and drafting of this Agreement and that, accordingly, it none of them shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Junior Subordination and Intercreditor Agreement (Ibf Vi Guaranteed Income Fund)

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York Maryland without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor Guarantor with respect to any of the Secured Guaranteed Obligations, any of the Loan Collateral or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New YorkMaryland. By execution and delivery of this Agreement, Pledgor Guarantor (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 5.4 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Lender to serve process in any manner permitted by law or shall limit the right of Secured Party or any Lender to bring proceedings against Pledgor Guarantor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any Lender, involving, directly or indirectly, the Secured Guaranteed Obligations, Loan Collateral or this Agreement shall be brought only in a federal or state court located in the State of New YorkMaryland. Pledgor Guarantor acknowledges that it participated in the negotiation and drafting of this Agreement and that, accordingly, it shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Guaranty Agreement (Access Worldwide Communications Inc)

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to its choice of law provisions. Any judicial proceeding against Pledgor with respect to any of the Secured Obligations, any of the Loan Collateral or this Agreement may be brought in any federal or state court of competent jurisdiction located in the State of New York. By execution and delivery of this Agreement, Pledgor (a) accepts the non-exclusive jurisdiction of the aforesaid courts and irrevocably agrees to be bound by any judgment rendered thereby, (b) waives personal service of process, (c) agrees that service of process upon it may be made by certified or registered mail, return receipt requested, pursuant to Section 6.4 hereof, and (d) waives any objection to jurisdiction and venue of any action instituted hereunder and agrees not to assert any defense based on lack of jurisdiction, venue, convenience or forum non conveniens. Nothing shall affect the right of Secured Party or any Lender to serve process in any manner permitted by law or shall limit the right of Secured Party or any Lender to bring proceedings against Pledgor in the courts of any other jurisdiction having jurisdiction. Any judicial proceedings against Secured Party or any Lender, involving, directly or indirectly, the Secured Obligations, Loan Collateral or this Agreement shall be brought only in a federal or state court located in the State of New York. Pledgor acknowledges that it participated in the negotiation and drafting of this Agreement and that, accordingly, it shall not move or petition a court construing this Agreement to construe it more stringently against one party than against any other.

Appears in 1 contract

Samples: Subordination Agreement (Easy Gardener Products LTD)

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