Common use of Governing Law Clause in Contracts

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 692 contracts

Samples: Transfer and Servicing Agreement (Homebanc Corp), Reconstituted Servicing Agreement (Mortgage Loan Pass-Through Certificates Series 2003-1), Trust Agreement (Structured Asset Securities CORP Mortgage Loan Trust 2007-Wf1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT THE PRINCIPLES OF LAW PROVISIONS (CONFLICTS OF LAWS THEREOF OR OF ANY OTHER JURISDICTION OTHER THAN SECTION 5-1401 AND SECTION 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 412 contracts

Samples: Asset Representations Review Agreement (Ally Wholesale Enterprises LLC), Asset Representations Review Agreement (Ally Auto Receivables Trust 2018-1), Asset Representations Review Agreement (Ally Master Owner Trust)

Governing Law. THIS AGREEMENT SHALL TERMS DOCUMENT WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, INCLUDING SECTION 5-1401 OF THE GENERAL OBLIGATION LAW, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 173 contracts

Samples: Card Series Indenture Supplement (Capital One Multi Asset Execution Trust), Series Indenture Supplement (Capital One Master Trust), Series Indenture Supplement (Capital One Master Trust)

Governing Law. 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 THE LAWS OF OF, THE STATE OF NEW YORK, YORK WITHOUT REFERENCE REGARD TO ITS CONFLICT CHOICE OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAWLAW OF NEW YORK), AND THE OBLIGATIONS, PROVIDED THAT ALL RIGHTS AND REMEDIES OBLIGATIONS OF THE PARTIES HEREUNDER SELLING SHAREHOLDER UNDER THIS AGREEMENT SHALL BE DETERMINED GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH SUCH LAWSWITH, THE FEDERAL LAWS OF THE UNITED STATES OF AMERICA.

Appears in 173 contracts

Samples: Underwriting Agreement (First Capital Bancorp, Inc.), Underwriting Agreement (First Community Corp /Sc/), Underwriting Agreement (Mackinac Financial Corp /Mi/)

Governing Law. THIS CUSTODIAN AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT THE PRINCIPLES OF LAW PROVISIONS (CONFLICTS OF LAWS THEREOF OR OF ANY OTHER JURISDICTION OTHER THAN SECTION 5-1401 AND SECTION 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS CUSTODIAN AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 122 contracts

Samples: Custodian Agreement (Ally Auto Receivables Trust 2010-1), Custodian Agreement (Ally Auto Receivables Trust 2019-4), Custodian Agreement (Ally Auto Receivables Trust 2015-1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAWLAW OF THE STATE OF NEW YORK), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 106 contracts

Samples: Asset Representations Review Agreement (Nissan Auto Lease Trust 2016-B), Asset Representations Review Agreement (Nissan Master Owner Trust Receivables), Asset Representations Review Agreement (Nissan Auto Leasing LLC Ii)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 103 contracts

Samples: Receivables Purchase Agreement (American Express Credit Account Master Trust), Receivables Purchase Agreement (CarMax Auto Owner Trust 2011-1), Receivables Purchase Agreement (CarMax Auto Owner Trust 2013-4)

Governing Law. THIS AGREEMENT AND THE CERTIFICATES SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS LAWS RULES (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), WHICH THE PARTIES HERETO EXPRESSLY RELY UPON IN THE CHOICE OF SUCH LAW AS THE GOVERNING LAW HEREUNDER) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 102 contracts

Samples: Pooling and Servicing Agreement (Prime Mortgage Trust 2006-2), Custodial Agreement (Bear Stearns ARM Trust 2007-5), Pooling and Servicing Agreement (GreenPoint MTA Trust 2005-Ar4)

Governing Law. THIS AGREEMENT AND THE FIRST STEP RECEIVABLES ASSIGNMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT THE PRINCIPLES OF LAW PROVISIONS (CONFLICTS OF LAWS THEREOF OR OF ANY OTHER JURISDICTION OTHER THAN SECTION 5-1401 AND SECTION 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 90 contracts

Samples: Pooling Agreement (Ally Auto Receivables Trust 2017-2), Pooling Agreement (Ally Auto Receivables Trust 2017-2), Pooling and Servicing Agreement (Capital Auto Receivables Asset Trust 2007-2)

Governing Law. THIS ASSIGNMENT AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 84 contracts

Samples: Assignment, Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2007-4f), Assumption and Recognition Agreement (GSR Mortgage Loan Trust 2006-2f), Servicing Agreement (Lehman Mortgage Trust 2007-8)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 75 contracts

Samples: Asset Representations Review Agreement (Toyota Auto Receivables 2017-B Owner Trust), Asset Representations Review Agreement (Toyota Auto Receivables 2020-B Owner Trust), Asset Representations Review Agreement (Toyota Auto Receivables 2021-C Owner Trust)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 73 contracts

Samples: Trust Agreement (Lehman XS Trust 2006-1), Custodial Agreement (Lehman XS Trust Series 2007-20n), Trust Agreement (Lehman XS Trust Series 2006-Gp4)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL, SUBSTANTIVE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT THE RULES THEREOF RELATING TO CONFLICTS OF LAW PROVISIONS (LAW, OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 71 contracts

Samples: Asset Representations Review Agreement (Drive Auto Receivables Trust 2019-2), Asset Representations Review Agreement (Capital One Prime Auto Receivables Trust 2019-2), Asset Representations Review Agreement (Santander Drive Auto Receivables LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 62 contracts

Samples: Mortgage Loan Sale and Assignment Agreement (Lehman XS Trust Series 2006-Gp1), Mortgage Loan Sale and Assignment Agreement (Lehman XS Trust Series 2007-7n), Mortgage Loan Sale and Assignment Agreement (Lehman XS Trust Series 2006-16n)

Governing Law. THIS TRUST AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 61 contracts

Samples: Trust Agreement (GSR Mortgage Loan Trust 2007-4f), Trust Agreement (GSR Mortgage Loan Trust 2006-8f), Trust Agreement (GSR Mortgage Loan Trust 2007-3f)

Governing Law. THIS RECEIVABLES PURCHASE AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 61 contracts

Samples: Receivables Purchase Agreement (Carmax Auto Funding LLC), Receivables Purchase Agreement (Carmax Auto Funding LLC), Receivables Purchase Agreement (CarMax Auto Owner Trust 2016-1)

Governing Law. (a) THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT ANY OTHERWISE APPLICABLE PRINCIPLES OF LAW PROVISIONS CONFLICTS OF LAWS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 60 contracts

Samples: Daimler Trust (Mercedes-Benz Auto Lease Trust 2015-A), Daimler Trust (Mercedes-Benz Auto Lease Trust 2016-A), Daimler Trust (Daimler Trust)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 58 contracts

Samples: Receivables Purchase Agreement (BMW Vehicle Owner Trust 2020-A), Receivables Purchase Agreement (BMW Vehicle Owner Trust 2018-A), Form of Receivables Purchase Agreement (BMW Fs Securities LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT THE PRINCIPLES OF LAW PROVISIONS CONFLICTS OF LAWS THEREOF OR OF ANY OTHER JURISDICTION (OTHER THAN SECTION 5-1401 AND SECTION 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 54 contracts

Samples: Servicing Agreement (Capital Auto Receivables LLC), Trust Sale Agreement (Ally Auto Assets LLC), Ahead Funding Agreement (Ally Auto Receivables Trust 2013-Sn1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 52 contracts

Samples: Sale and Servicing Agreement (USAA Auto Owner Trust 2007-1), Sale and Servicing Agreement (USAA Auto Owner Trust 2007-2), Sale and Servicing Agreement (USAA Auto Owner Trust 2008-1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 51 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2012-1), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2012-5), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-4)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWSLAWS WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAWS PROVISIONS THEREOF WHICH MAY REQUIRE THE APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW).

Appears in 46 contracts

Samples: Sale and Servicing Agreement (CarMax Auto Owner Trust 2005-2), Sale and Servicing Agreement (CarMax Auto Owner Trust 2009-2), Sale and Servicing Agreement (Carmax Auto Funding LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWSLAWS WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAWS PROVISIONS THEREOF WHICH MAY REQUIRE THE APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW).

Appears in 44 contracts

Samples: Administration Agreement (CarMax Auto Owner Trust 2016-2), Administration Agreement (CarMax Auto Owner Trust 2011-3), Administration Agreement (CarMax Auto Owner Trust 2009-1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE GIVING EFFECT TO ITS CONFLICT PRINCIPLES OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 CONFLICTS OF THE GENERAL OBLIGATIONS LAW), AND LAWS. THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 40 contracts

Samples: Master Interim Servicing Agreement (HarborView 2007-3), Master Interim Servicing Agreement (HarborView 2007-6), Master Interim Servicing Agreement (HarborView 2006-14)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORKDELAWARE, WITHOUT REFERENCE TO ITS CONFLICT THE PRINCIPLES OF CONFLICTS OF LAW PROVISIONS (THEREOF OR OF ANY OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)JURISDICTION, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 39 contracts

Samples: Trust Agreement (California Republic Funding LLC), Trust Agreement (California Republic Funding LLC), Trust Agreement (California Republic Funding LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK (WITHOUT REFERENCE REGARD TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (LAWS PRINCIPLES OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 38 contracts

Samples: Pooling and Servicing Agreement (Deutsche Alt-a Securities Mortgage Loan Trust, Series 2006-Ar5), Pooling and Servicing Agreement (Deutsche Mortgage Securities Inc), Pooling and Servicing Agreement (Deutsche Alt-a Securities Inc)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL, SUBSTANTIVE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT THE RULES THEREOF RELATING TO CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 32 contracts

Samples: Collateral Agency Agreement (World Omni LT), Collateral Agency Agreement (World Omni Automobile Lease Securitization Trust 2020-A), Collateral Agency Agreement (World Omni Automobile Lease Securitization Trust 2020-B)

Governing Law. THIS AGREEMENT EXCHANGE NOTE SERVICING SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL, SUBSTANTIVE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT THE RULES THEREOF RELATING TO CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 32 contracts

Samples: End Servicing Agreement (World Omni Automobile Lease Securitization Trust 2020-A), Closed End Servicing Agreement (World Omni LT), End Servicing Agreement (World Omni Automobile Lease Securitization Trust 2020-B)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY BY, AND CONSTRUED IN ACCORDANCE WITH WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 29 contracts

Samples: Reconstituted Servicing Agreement (CSMC Mortgage-Backed Trust Series 2006-5), Reconstituted Servicing Agreement (CSMC Trust 2007-4), Reconstituted Servicing Agreement (Structured Asset Securities Corp Mor Pas THR Ce Se 2003-12xs)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAWLAW OF THE STATE OF NEW YORK), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 29 contracts

Samples: Receivables Purchase Agreement (Toyota Auto Receivables 2022-D Owner Trust), Form of Receivables Purchase Agreement (Toyota Auto Receivables 2022-B Owner Trust), Receivables Purchase Agreement (Toyota Auto Receivables 2022-D Owner Trust)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAWLAW OF THE STATE OF NEW YORK), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 29 contracts

Samples: Administration Agreement (Toyota Auto Receivables 2022-D Owner Trust), Administration Agreement (Toyota Auto Receivables 2021-B Owner Trust), Administration Agreement (Toyota Auto Receivables 2022-B Owner Trust)

Governing Law. THIS AGREEMENT AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO OR IN CONNECTION WITH THIS AMENDMENT, THE RELATIONSHIP OF THE PARTIES HERETO, AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES HERETO SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, YORK (WITHOUT REFERENCE TO ITS THE CONFLICT OF LAW PROVISIONS (THEREOF OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 28 contracts

Samples: Nationstar Agency (Nationstar Mortgage Holdings Inc.), Note Purchase Agreement (Home Loan Servicing Solutions, Ltd.), Nationstar Agency (Nationstar Mortgage Holdings Inc.)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT ANY OTHERWISE APPLICABLE PRINCIPLES OF LAW PROVISIONS CONFLICTS OF LAWS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 28 contracts

Samples: Sale and Servicing Agreement (California Republic Funding LLC), Sale and Servicing Agreement (Mercedes Benz Auto Receivables Trust 2012-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2010-1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 AND SECTION 5-1402 OF THE GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER AND THEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 28 contracts

Samples: Transfer Agreement (Ocwen Financial Corp), Master Subservicing Agreement (Home Loan Servicing Solutions, Ltd.), Assignment and Assumption Agreement (Ocwen Financial Corp)

Governing Law. THIS AGREEMENT THESE MASTER SALE TERMS AND ANY SALE AGREEMENTS SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES PARTIES, HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 26 contracts

Samples: Sale Agreement (SLM Private Credit Student Loan Trust 2006-B), Sale Agreement, Sale Agreement (SLM Private Credit Student Loan Trust 2005-B)

Governing Law. THIS AGREEMENT INDENTURE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 25 contracts

Samples: Indenture (Sasco Mortgage Loan Trust Series 2004-Gel2), Indenture (Homebanc Corp), Indenture (Fieldstone Mortgage Investment CORP)

Governing Law. THIS AGREEMENT AND THE CERTIFICATES SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS LAWS RULES (OTHER THAN SECTION 5-5- 1401 OF THE GENERAL OBLIGATIONS LAW), WHICH THE PARTIES HERETO EXPRESSLY RELY UPON IN THE CHOICE OF SUCH LAW AS THE GOVERNING LAW HEREUNDER) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 24 contracts

Samples: Pooling and Servicing Agreement (Structured Asset Mortgage Investments Ii Inc), Pooling and Servicing Agreement (Structured Asset Mortgage Investments Ii Inc), Pooling and Servicing Agreement (Bear Stearns Arm Trust, Mortgage Pass-Through Certificates, Series 2004-3)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND AND, CONSTRUED IN ACCORDANCE WITH WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAWLAWS, WHICH SHALL APPLY HERETO), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 24 contracts

Samples: Administration Agreement (SACO I Trust 2006-12), Administration Agreement (Bear Stearns Second Lien Trust 2007-1), Administration Agreement (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-5)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY BY, AND CONSTRUED IN ACCORDANCE WITH WITH, THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN BUT WITHOUT PREJUDICE TO THE PROVISIONS OF SECTION 5-1401 OF THE ITS GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 24 contracts

Samples: Triparty Contingent Assignment Agreement (Capital Auto Receivables LLC), Triparty Contingent Assignment Agreement (Superior Wholesale Inventory Financing Trust 2007-Ae-1), Swap Counterparty Rights Agreement (World Omni Auto Receivables Trust 2005-B)

Governing Law. (a) THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS ANY OTHERWISE APPLICABLE PRINCIPLES OF CONFLICT OF LAW PROVISIONS LAWS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 23 contracts

Samples: Administration Agreement (Mercedes-Benz Auto Lease Trust 2018-A), Administration Agreement (Daimler Trust), Administration Agreement (Mercedes-Benz Auto Lease Trust 2020-A)

Governing Law. THIS AGREEMENT SUPPLEMENTAL CONVEYANCE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 21 contracts

Samples: Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC), Receivables Purchase Agreement, Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC)

Governing Law. THIS AGREEMENT AND THE NOTES SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS LAWS RULES (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), WHICH THE PARTIES HERETO EXPRESSLY RELY UPON IN THE CHOICE OF SUCH LAW AS THE GOVERNING LAW HEREUNDER) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 21 contracts

Samples: Mortgage Loan Purchase Agreement (Bear Stearns ARM Trust 2005-7), Sale and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2005-2), Mortgage Loan Purchase Agreement (Homebanc Corp)

Governing Law. THIS GUARANTEE AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF EACH PARTY HERETO, SHALL BE GOVERNED BY CONSTRUED AND CONSTRUED ENFORCED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 20 contracts

Samples: Guarantee Agreement (Blue Valley Ban Corp), Guarantee Agreement (Capital City Bank Group Inc), Agreement (San Joaquin Bancorp)

Governing Law. THIS AGREEMENT SERIES SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORKDELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS; PROVIDED, HOWEVER, THAT THE IMMUNITIES AND STANDARD OF CARE OF THE TRUSTEE IN THE ADMINISTRATION OF THE TRUST HEREUNDER SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK. SECTION 15.

Appears in 19 contracts

Samples: Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii), Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii), Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS THE CONFLICT OF LAW PROVISIONS (PRINCIPLES THEREOF, OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 19 contracts

Samples: Servicing Agreement (GMACM Home Equity Loan Trust 2006-He1), Servicing Agreement (GMACM Home Equity Loan Trust 2006-He5), Servicing Agreement (GMACM Home Equity Loan Trust 2006-He3)

Governing Law. THIS AGREEMENT INDENTURE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 19 contracts

Samples: Iv Indenture (Pooled Auto Securities Shelf LLC), Indenture (Consumer Portfolio Services Inc), Vehicle Owner (BMW Fs Securities LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 18 contracts

Samples: Spread Account Agreement (UPFC Auto Receivables Trust 2006-B), Spread Account Agreement (AmeriCredit Automobile Receivables Trust 2005-B-M), Spread Account Agreement (UPFC Auto Receivables Trust 2005-A)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK (WITHOUT REFERENCE REGARD TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (LAWS PRINCIPLES OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 18 contracts

Samples: Pooling and Servicing Agreement (Deutsche Alt-a Securities, Inc. Mortgage Loan Trust, Series 2005-3), Pooling and Servicing Agreement (Deutsche Alt-a Securities, Inc. Mortgage Loan Trust, Series 2005-Ar1), Pooling and Servicing Agreement (Deutsche Alt-a Securities, Inc. Mortgage Loan Trust, Series 2005-4)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY BY, AND CONSTRUED IN ACCORDANCE WITH WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 17 contracts

Samples: Warehouse Credit Agreement (LendingClub Corp), Note Purchase Agreement (Consumer Portfolio Services Inc), Warehouse Credit Agreement (LendingClub Corp)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. EACH OF THE PARTIES TO THIS SERVICING AGREEMENT HEREBY AGREES TO THE NON-EXCLUSIVE JURISDICTION OF THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK AND ANY APPELLATE COURT HAVING JURISDICTION TO REVIEW THE JUDGMENT THEREOF. EACH OF THE PARTIES HEREBY WAIVES ANY OBJECTION BASED ON FORUM NON CONVENIENS AND ANY OBJECTION TO VENUE OF ANY ACTION INSTITUTED HEREUNDER IN ANY OF THE AFOREMENTIONED COURTS AND CONSENTS TO THE GRANTING OF SUCH LEGAL OR EQUITABLE RELIEF AS IS DEEMED APPROPRIATE BY SUCH COURT.

Appears in 16 contracts

Samples: Servicing Agreement (Conns Inc), Servicing Agreement (Conns Inc), Servicing Agreement (Conns Inc)

Governing Law. THIS AGREEMENT SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. [The signature page follows this page.]

Appears in 16 contracts

Samples: Agreement (American Express Centurion Bank), Pooling and Servicing Agreement (American Express Credit Account Master Trust), Pooling and Servicing Agreement (American Express Receivables Financing Corp Ii)

Governing Law. THIS AGREEMENT AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 15 contracts

Samples: Asset Representations Review Agreement (American Express Receivables Financing Corp Iv LLC), Trust Agreement (Gs Mortgage Securities Corp Mort Pass THR Ce Ser 2002-11f), Receivables Purchase Agreement

Governing Law. THIS AGREEMENT AMENDMENT NO. 1 SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 15 contracts

Samples: Trust Agreement (Structured Asset Securities Corp 2006-S1), Pooling and Servicing Agreement (TBW Mortgage-Backed Trust Series 2006-4), Trust Agreement (Structured Asset Securities Corp)

Governing Law. THIS AGREEMENT SUPPLEMENTAL CONVEYANCE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 15 contracts

Samples: Receivables Purchase Agreement, Receivables Purchase Agreement (American Express Credit Account Master Trust), Receivables Purchase Agreement

Governing Law. THIS AGREEMENT SHALL INDENTURE SUPPLEMENT WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 14 contracts

Samples: Indenture (Daimlerchrysler Master Owner Trust), Purchase Agreement (Daimlerchrysler Master Owner Trust), Execution Copy (Daimlerchrysler Master Owner Trust)

Governing Law. THIS AGREEMENT AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 14 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-7), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-8), Pooling and Servicing Agreement (Sequoia Residential Funding Inc)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS, WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAW.

Appears in 14 contracts

Samples: Administration Agreement (First Horizon Asset Securities Inc), Administration Agreement (First Horizon Asset Sec HELOC Notes Ser 2006-He1), Administration Agreement (First Horizon Asset Sec HELOC Notes Ser 2006-He2)

Governing Law. THIS AGREEMENT SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS LAW (INCLUDING, WITHOUT LIMITATION, THE UCC) OF THE STATE OF NEW YORK, YORK (WITHOUT REFERENCE GIVING EFFECT TO ITS CONFLICT THE PROVISIONS THEREOF REGARDING CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAWLAWS), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER HERETO SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWSLAW.

Appears in 14 contracts

Samples: Collateral Agency Agreement (Dollar Thrifty Automotive Group Inc), Base Indenture (Dollar Thrifty Automotive Group Inc), Base Indenture (Dollar Thrifty Automotive Group Inc)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT THE PRINCIPLES OF CONFLICTS OF LAW PROVISIONS (THEREOF OR OF ANY OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)JURISDICTION, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 14 contracts

Samples: Pooling and Servicing Agreement (Wholesale Auto Receivables Corp), Pooling and Servicing Agreement (Superior Wholesale Inventory Financing Trust Ix), Pooling and Servicing Agreement (Superior Wholesale Inventory Financing Trust X)

Governing Law. THIS AGREEMENT AND EACH TRANSFER AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION 5-1401 WHICH WOULD REQUIRE THE APPLICATION OF THE GENERAL OBLIGATIONS LAW)LAWS OF ANY OTHER JURISDICTION, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 13 contracts

Samples: Sale and Servicing Agreement (HSBC Automotive Trust (USA) 2006-1), Sale and Servicing Agreement (HSBC Auto Receivables Corp), Sale and Servicing Agreement (HSBC Automotive Trust (USA) 2007-1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 13 contracts

Samples: Sale and Servicing Agreement (BMW Vehicle Owner Trust 2011-A), Sale and Servicing Agreement (BMW Vehicle Owner Trust 2016-A), Sale and Servicing Agreement (BMW Fs Securities LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 13 contracts

Samples: Servicing Agreement (Aep Texas Central Co), Servicing Agreement (Ohio Phase-in-Recovery Funding LLC), Servicing Agreement (AEP Transition Funding III LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 13 contracts

Samples: Underwriting Agreement (USAA Auto Owner Trust 2008-1), Underwriting Agreement (USAA Auto Owner Trust 2009-1), Underwriting Agreement (Usaa Acceptance LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY BY, AND CONSTRUED IN ACCORDANCE WITH WITH, THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION BUT WITHOUT PREJUDICE TO THE PROVISIONS OF SECTIONS 5-1401 AND 5-1402 OF THE ITS GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 13 contracts

Samples: Swap Counterparty Rights Agreement (Capital Auto Receivables Asset Trust 2007-3), Swap Counterparty Rights Agreement (Ally Auto Receivables Trust 2010-3), Swap Counterparty Rights Agreement (Ally Auto Receivables Trust 2010-3)

Governing Law. THIS AGREEMENT INDENTURE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 12 contracts

Samples: Indenture (Asset Backed Securities Corp), Indenture (SLM Funding LLC), Indenture (SLM Funding LLC)

Governing Law. THIS AGREEMENT AND THE CERTIFICATES SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS LAWS RULES (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), WHICH THE PARTIES HERETO EXPRESSLY RELY UPON IN THE CHOICE OF SUCH LAW AS THE GOVERNING LAW HEREUNDER) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 12 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar5), Pooling and Servicing Agreement (Structured Asset Mortgage Investments II Trust 2007-Ar4), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar3)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 12 contracts

Samples: Sale and Servicing Agreement (Daimlerchrysler Master Owner Trust), Program Amendment Agreement (Daimlerchrysler Master Owner Trust), Sale and Servicing Agreement (Daimlerchrysler Wholesale Receivables LLC)

Governing Law. THIS AGREEMENT INDENTURE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION §5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 12 contracts

Samples: Indenture (SLM Private Credit Student Loan Trust 2005-A), Indenture (SLM Funding LLC), Indenture (SLM Funding LLC)

Governing Law. THIS AGREEMENT INDENTURE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 12 contracts

Samples: Indenture (USAA Auto Owner Trust 2007-1), Indenture (USAA Auto Owner Trust 2008-1), Indenture (USAA Auto Owner Trust 2007-2)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK (WITHOUT REFERENCE GIVING EFFECT TO ITS CONFLICT THE PROVISIONS THEREOF REGARDING CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAWLAWS), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER HERETO SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 11 contracts

Samples: Extension Agreement (Dollar Thrifty Automotive Group Inc), Extension Agreement (Dollar Thrifty Automotive Group Inc), Extension Agreement (Dollar Thrifty Automotive Group Inc)

Governing Law. (a) THIS PURCHASE AND SALE AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL SUBSTANTIVE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT THE RULES THEREOF RELATING TO CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)LAW OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 11 contracts

Samples: Purchase and Sale Agreement (Pozen Inc /Nc), Purchase and Sale Agreement (Alnylam Pharmaceuticals, Inc.), Purchase and Sale Agreement (PERRIGO Co PLC)

Governing Law. THIS AGREEMENT AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN INCLUDING SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 11 contracts

Samples: Indenture Supplements (Barclays Bank Delaware), Indenture (Barclays Dryrock Issuance Trust), Indenture (Barclays Dryrock Issuance Trust)

Governing Law. THIS AGREEMENT AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 11 contracts

Samples: Receivables Purchase Agreement (Capital One Master Trust), Receivables Purchase Agreement, Pooling and Servicing Agreement (Fnanb Credit Card Master Trust)

Governing Law. THIS AGREEMENT TRANSFER SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Transfer Supplement (Structured Asset Investment Loan Trust 2004-4), Transfer Supplement (Structured Asset Investment Loan Trust 2004-10), Securitization Servicing Agreement (Sasco Mortgage Loan Trust Series 2003-Gel1)

Governing Law. THIS AGREEMENT AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO OR IN CONNECTION WITH THIS AMENDMENT, THE RELATIONSHIP OF THE PARTIES HERETO, AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES HERETO SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, YORK (WITHOUT REFERENCE TO ITS THE CONFLICT OF LAW PROVISIONS (THEREOF OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Indenture (Walter Investment Management Corp), Green Tree Agency (Walter Investment Management Corp), Ditech Agency (DITECH HOLDING Corp)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND RIGHTS, REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Form of Sale and Servicing Agreement (Caterpillar Financial Funding Corp), Sale and Servicing Agreement (Caterpillar Financial Asset Trust 2008-A), Form of Sale and Servicing Agreement (Caterpillar Financial Funding Corp)

Governing Law. THIS AGREEMENT SERIES SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION 5-1401 WHICH WOULD REQUIRE THE APPLICATION OF THE GENERAL OBLIGATIONS LAW)LAWS OF ANY OTHER JURISDICTION, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Series Supplement (HSBC Automotive Trust 2005-1), Series Supplement (Household Automotive Trust 2003-2), Trust Agreement (Household Automotive Trust 2004-1)

Governing Law. THIS AGREEMENT SERIES SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORKDELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS; PROVIDED, HOWEVER, THAT THE IMMUNITIES AND STANDARD OF CARE OF THE TRUSTEE IN THE ADMINISTRATION OF THE TRUST HEREUNDER SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.

Appears in 10 contracts

Samples: Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii), Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii), Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii)

Governing Law. THIS AGREEMENT AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Pooling and Servicing Agreement (Capital One Funding, LLC), Receivables Purchase Agreement (Capital One Funding, LLC), Assignment and Assumption Agreement (Capital One Funding, LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT OF LAW LAWS PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Pooling and Servicing Agreement (Sequoia Residential Funding Inc), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2007-3), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2007-4)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK (WITHOUT REFERENCE REGARD TO ITS CONFLICT THE PRINCIPLES OF LAW PROVISIONS CONFLICTS OF LAWS THEREOF (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Revolving Credit Agreement (Jetblue Airways Corp), Revolving Credit Agreement (Jetblue Airways Corp), Revolving Credit Agreement (Jetblue Airways Corp)

Governing Law. THIS AGREEMENT AND ALL DISPUTES ARISING OUT OF OR RELATING TO IT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY STATE OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)NEW YORK, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Credit Enhancement Agreement (Discover Bank), Credit Enhancement Agreement (Discover Bank), Credit Enhancement Agreement (Discover Card Master Trust I)

Governing Law. THIS AGREEMENT AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, INCLUDING SECTION 5-1401 OF THE GENERAL OBLIGATION LAW, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Pooling and Servicing Agreement (American Express Receivables Financing Corp Iv LLC), Pooling and Servicing Agreement, Pooling and Servicing Agreement (American Express Receivables Financing Corp Ii)

Governing Law. THIS AGREEMENT AMENDMENT (AND ANY CLAIM OR CONTROVERSY HEREUNDER) SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWSLAWS WITHOUT REGARD TO THE CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK).

Appears in 10 contracts

Samples: Master Repurchase Agreement (ACRES Commercial Realty Corp.), Guarantee Agreement (Starwood Property Trust, Inc.), Master Repurchase Agreement (TPG RE Finance Trust, Inc.)

Governing Law. THIS MASTER SERVICING AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN THE PROVISIONS OF SECTION 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAWLAWS), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 10 contracts

Samples: Master Servicing Agreement (American Home Mortgage Investment Trust 2005-4), Master Servicing Agreement (American Home Mortgage Investment Trust 2006-3), Master Servicing Agreement (American Home Mortgage Investment Trust 2006-1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS LAWS RULES (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), WHICH THE PARTIES HERETO EXPRESSLY RELY UPON IN THE CHOICE OF SUCH LAW AS THE GOVERNING LAW HEREUNDER) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Pooling and Servicing Agreement (First NLC Securitization, Inc.), Pooling and Servicing Agreement (First NLC Securitization, Inc.), Pooling and Servicing Agreement (FBR Securitization, Inc.)

Governing Law. THIS AGREEMENT FIRST AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORKDELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS; PROVIDED, HOWEVER, THAT THE IMMUNITIES AND STANDARD OF CARE OF THE TRUSTEE IN THE ADMINISTRATION OF THE TRUST HEREUNDER SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.

Appears in 9 contracts

Samples: Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust), Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust), Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE REGARD TO ITS CONFLICT OF LAW PROVISIONS (THAT WOULD APPLY THE LAW OF ANY JURISDICTION OTHER THAN SECTION 5-1401 THE STATE OF THE GENERAL OBLIGATIONS LAW)NEW YORK, AND THE OBLIGATIONS, RIGHTS RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Sale and Servicing Agreement (Merrill Auto Trust Securitization 2008-1), Sale and Servicing Agreement (Bear Stearns Asset Backed Funding Inc), Sale and Servicing Agreement (Ml Asset Backed Corp)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Mortgage Loan Purchase Agreement (Wachovia Mortgage Loan Trust, LLC), Wachovia Asset (Wachovia Asset Securitization Inc 2002 He2 Trust), Mortgage Loan Purchase Agreement (Wachovia Asset Funding Trust, LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (THAT WOULD APPLY THE LAW OF ANY JURISDICTION OTHER THAN SECTION 5-1401 THE STATE OF THE GENERAL OBLIGATIONS LAW)NEW YORK, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Form of Sale and Servicing Agreement (Regions Acceptance LLC), Sale and Servicing Agreement (Regions Acceptance LLC Regions Auto Receivables Tr 2003-2), Sale and Servicing Agreement (Regions Auto Receivables Trust 2003-1)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION INCLUDING SECTIONS 5-1401 OF THE GENERAL OBLIGATIONS LAW)LAWS BUT OTHERWISE WITHOUT REFERENCE TO ITS CONFLICTS OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Note Purchase Agreement (TAL International Group, Inc.), Note Purchase Agreement (TAL International Group, Inc.), Note Purchase Agreement (TAL International Group, Inc.)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Mortgage Loan Sale and Assignment Agreement (Encore Credit Corp Mortgage Pass Through Certs Ser 2003-1), Mortgage Loan Sale and Assignment Agreement (Structured Asset Sec Corp Mort Pass THR Certs Ser 2002-Bc8), Mortgage Loan Sale and Assignment Agreement (Structured Asset Sec Corp Mort Pass THR Cert Ser 2003-Bc2)

Governing Law. THIS AGREEMENT SERIES SUPPLEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. EACH OF THE PARTIES TO THIS SERIES SUPPLEMENT AND EACH NOTEHOLDER HEREBY AGREES TO THE NON-EXCLUSIVE JURISDICTION OF THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK AND ANY APPELLATE COURT HAVING JURISDICTION TO REVIEW THE JUDGMENTS THEREOF. EACH OF THE PARTIES HERETO AND EACH NOTEHOLDER HEREBY WAIVES ANY OBJECTION BASED ON FORUM NON CONVENIENS AND ANY OBJECTION TO VENUE OF ANY ACTION INSTITUTED HEREUNDER IN ANY OF THE AFOREMENTIONED COURTS AND CONSENTS TO THE GRANTING OF SUCH LEGAL OR EQUITABLE RELIEF AS IS DEEMED APPROPRIATE BY SUCH COURT.

Appears in 9 contracts

Samples: Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT CONFLICTS OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Custodial Agreement (Ares Commercial Real Estate Corp), Servicing Agreement (Wachovia Mortgage Loan Trust, LLC), Servicing Agreement (Wachovia Asset Funding Trust, LLC)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 9 contracts

Samples: Sale and Servicing Agreement (Greenpoint Mortgage Securities LLC), Sale and Servicing Agreement (Greenpoint Mortgage Securities LLC), Sale and Servicing Agreement (GreenPoint Home Equity Loan Trust 2004-3)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN INCLUDING SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), BUT OTHERWISE WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 8 contracts

Samples: Purchase Agreement (UPFC Auto Receivables Trust 2005-B), Purchase Agreement (United Pan Am Financial Corp), Sale and Servicing Agreement (Ace Sec Corp Wells Fargo Financial Auto Owner Trust 2004-A)

Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO OTHERWISE APPLICABLE PRINCIPLES OF CONFLICTS OF LAWS (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW); PROVIDED, THAT, NOTWITHSTANDING THE FOREGOING, ANY PROVISION OF THIS AMENDMENT RELATING TO THE TRUST AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORKDELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWSPROVISIONS.

Appears in 8 contracts

Samples: GMF Leasing LLC, GMF Leasing LLC, GMF Leasing LLC

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW)PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS; EXCEPT THAT THE GRANT OF A SECURITY INTEREST IN THE RESERVE ACCOUNT PROPERTY AND THE PERFECTION, EFFECT OF PERFECTION, AND PRIORITY OF SUCH SECURITY INTEREST SHALL BE GOVERNED BY THE LAWS OF THE STATE OF ______________.

Appears in 8 contracts

Samples: Pooling and Servicing Agreement (Bas Securitization LLC), Pooling and Servicing Agreement (M&i Dealer Auto Securitization LLC), Pooling and Servicing Agreement (Volkswagen Public Auto Loan Securitization LLC)

Governing Law. THIS AGREEMENT AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 AND SECTION 5-1402 OF THE GENERAL OBLIGATIONS LAW), ) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER AND THEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 8 contracts

Samples: Transfer Agreement (New Residential Investment Corp.), Master Servicing Rights Purchase Agreement (Home Loan Servicing Solutions, Ltd.), To Transfer Agreement (Ocwen Financial Corp)

Governing Law. THIS SERVICING AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN EXCEPT SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Appears in 8 contracts

Samples: Servicing Agreement (Origen Residential Securities, Inc.), Servicing Agreement (Origen Residential Securities, Inc.), Servicing Agreement (Origen Residential Securities, Inc.)