Jurisdiction and Waiver Sample Clauses

Jurisdiction and Waiver. The parties (a) hereby irrevocably and unconditionally submit to the jurisdiction of the state courts of the State of New York and to the jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement, (b) agree not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in the state courts of the State of New York or the United States District Court for the Southern District of New York, and (c) hereby waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this Agreement or the subject matter hereof may not be enforced in or by such court. WAIVER OF JURY TRIAL: EACH PARTY HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT, THE PURCHASE AGREEMENT, THE SECURITIES OR THE SUBJECT MATTER HEREOF OR THEREOF. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF THIS TRANSACTION, INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS (INCLUDING NEGLIGENCE), BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS. THIS SECTION HAS BEEN FULLY DISCUSSED BY EACH OF THE PARTIES HERETO AND THESE PROVISIONS WILL NOT BE SUBJECT TO ANY EXCEPTIONS. EACH PARTY HERETO HEREBY FURTHER WARRANTS AND REPRESENTS THAT SUCH PARTY HAS REVIEWED THIS WAIVER WITH ITS LEGAL COUNSEL, AND THAT SUCH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL. Each party will bear its own costs in respect of any disputes arising under this Agreement. The prevailing party shall be entitled to reasonable attorney’s fees, costs, and necessary disbursements in addition to any other relief to which such party may be entitled. Each of the parties to this Agreement consents to personal jurisdiction for any equitable action sought in the U.S. District Court for the Southern District of New York or any court of the State of New York having subject matter...
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Jurisdiction and Waiver. Applicant hereby irrevocably submits to the non-exclusive jurisdiction of any State or Federal court sitting in the city, county, or district in which the principal office of NationsBank is located over any action or proceeding arising out of or relating to the Agreement, and Applicant hereby irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined in such State or Federal court. Applicant hereby irrevocably waives to the fullest extent it may effectively do so, the defense of an inconvenient forum to the maintenance of such action or proceeding and the lack of personal jurisdiction,. To the fullest extent it may lawfully and effectively do so, each of Applicant and NationsBank waives the right to trial by jury. Applicant irrevocably consents to the service of any and all process in any such action or proceeding by the mailing of copies of such process to Applicant at the last business address furnished by Applicant to NationsBank. Applicant agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing, however, in this Section 14, shall affect the right of NationsBank to serve legal process in any other manner permitted by law or affect the right of NationsBank to bring any action or proceeding against Applicant or its property in the courts of any other jurisdiction. Moreover, to the extent that Applicant has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service or notice, attachment prior to judgment, attachment in aid of execution or otherwise) with respect to itself or its property. Applicant hereby irrevocably waives such immunity in respect of its obligations under the Agreement.
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Jurisdiction and Waiver. In the case of any dispute, this agreement shall be interpreted under the laws of the Commonwealth of Massachusetts. By accepting the terms of this agreement, you agree that any action, demand, claim or counterclaim in connection with any aspect of your employment with the Company, or any separation of employment (whether voluntary or involuntary) from the Company, shall be resolved in a court of competent jurisdiction in Massachusetts by a judge alone, and you knowingly waive and forever renounce your right to a trial before a civil jury.
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Jurisdiction and Waiver. The Company hereby irrevocably consents to the exclusive jurisdiction of the federal and state courts located in the County of New York, State of New York, over all suits, actions or other proceedings arising out of or in relation to this Note. The Company covenants that it shall not object to the venue of any such court over such suit, action or other proceeding on forum non conveniens or other grounds.
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Jurisdiction and Waiver. CARRIER and BROKER expressly waive any and all rights and remedies allowed under 49 U.S.C. §14101 to the extent such rights and remedies conflict with this Agreement. Failure of BROKER to insist upon CARRIER’s performance under this Agreement or to exercise any right or privilege shall not waive any of BROKER’s rights or privileges herein. CARRIER agrees that this Agreement is created under the laws of Michigan, and any dispute relating to this contract shall be governed and construed in accordance with Michigan Substantive and/or Federal Transportation Law as applicable. Further, CARRIER agrees that any litigation relating to this contract shall be brought in the courts of the County of St. Clair, Michigan, and that CARRIER agrees to submit to the exclusive jurisdiction of the courts of said County, for any such litigation and hereby waives any jurisdictional defense, including but not limited to a claim or lack of minimum contacts with Michigan. Signed this day of , 20 . CARRIER: PRIDE LOGISTICS, INC. By: Address: Phone: Fax: E-mail: By: Address: 0000 Xxxxx Xxxxxx Xxxx Xxxxx, XX 00000 Phone: (000) 000-0000 Fax: (000) 000-0000 E-mail: Xxxxx@xxxxxxxxxxxxx.xxx
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Jurisdiction and Waiver. The Applicant consents to the jurisdiction and venue of any state and federal court located within the Parish of Orleans, Louisiana, at Issuer's option, with the respect to any proceedings arising out of this Agreement and further waives personal service of all process upon it and hereby consents that such service may be made by registered or certified mail directed to it at the address indicated herein or such subsequent address provided by it to Issuer in writing. NOTICE OF FINAL AGREEMENT. THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES Date: ------------------------------------- HALTER MARINE GROUP, INC. ------------------------------------- ------------------------------------- Print or Type Applicant's Name Print or Type Co-Applicant's Name By: By: ---------------------------------- ---------------------------------- Its: Its: ---------------------------------- ---------------------------------- =================================================================== For Issuers Use Only Issuer Date: ---------- By: ---------------------------------- Title: ------------------------------- Ext.: -------------------------------- Type of Letter of Credit: ( ) Financial ( ) Performance =================================================================== EXHIBIT E --------- LETTER OF CREDIT REQUEST ------------------------ __________________, 19____ Gentlemen: Reference is hereby made to that certain Revolving Credit Agreement effective as of October 31, 1997 by and among the undersigned, the Banks listed therein and you as agent for the Banks (as from time to time amended, modified, extended or renewed, the "Agreement"). All capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Agreement. Pursuant to Section 4.1 of the Agreement, the undersigned hereby requests that you issue an irrevocable standby Letter of Credit in the amount of $_______________ for the account of Halter Marine Group, Inc. and ______________________ and for the benefit of ___________________ upon the terms and conditions set forth in the attached Letter of Credit Application. The obligation to be supported by the Letter of Credit is described as follows: The undersigned hereby represents and warrants to you that as of the date hereof all ...
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Jurisdiction and Waiver. 14.1 (a) The parties agree that the Supreme Court of the State of New York sitting in New York County and the United States District Court for the Southern District of New York shall have non-exclusive jurisdiction to hear and determine any suit, action or proceeding, and to settle any disputes, which may arise out of or in connection with this Guaranty (including, without limitation, claims for set-off or counterclaim) or otherwise arising in connection with this Guaranty;
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Related to Jurisdiction and Waiver

  • Jurisdiction and Waiver of Jury Trial In accordance with Section 3804(e) of the Delaware Act, any suit, action or proceeding brought by or in the right of any Shareholder or any person claiming any interest in any Shares seeking to enforce any provision of, or based on any matter arising out of, or in connection with, this Declaration of Trust or the Trust, any Series or Class or any Shares, including any claim of any nature against the Trust, any Series or Class, the Trustees or officers of the Trust, shall be brought exclusively in the Court of Chancery of the State of Delaware to the extent there is subject matter jurisdiction in such court for the claims asserted or, if not, then in the Superior Court of the State of Delaware, and all Shareholders and other such Persons hereby irrevocably consent to the jurisdiction of such courts (and the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocably waive, to the fullest extent permitted by law, any objection they may make now or hereafter have to the laying of the venue of any such suit, action or proceeding in such court or that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum and further, IN CONNECTION WITH ANY SUCH SUIT, ACTION, OR PROCEEDING BROUGHT IN THE SUPERIOR COURT IN THE STATE OF DELAWARE, ALL SHAREHOLDERS AND ALL OTHER SUCH PERSONS HEREBY IRREVOCABLY WAIVE THE RIGHT TO A TRIAL BY JURY TO THE FULLEST EXTENT PERMITTED BY LAW. All Shareholders and other such Persons agree that service of summons, complaint or other process in connection with any proceedings may be made by registered or certified mail or by overnight courier addressed to such Person at the address shown on the books and records of the Trust for such Person or at the address of the Person shown on the books and records of the Trust with respect to the Shares that such Person claims an interest in. Service of process in any such suit, action or proceeding against the Trust or any Trustee or officer of the Trust may be made at the address of the Trust’s registered agent in the State of Delaware. Any service so made shall be effective as if personally made in the State of Delaware.

  • Jurisdiction and Governing Law Jurisdiction over disputes with regard to this Agreement shall be exclusively in the courts of the State of Illinois, and this Agreement shall be construed and interpreted in accordance with and governed by the laws of the State of Illinois, without regard to the choice of laws provisions of such laws.

  • Governing Law, Jurisdiction and Waiver of Jury Trial (a) THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW.

  • Jurisdiction and Forum Any action arising out of this Award Agreement or the relationship between the parties established herein shall be brought only in the state or federal courts of the State of Texas, and Participant hereby consents to and submits to the exclusive jurisdiction of such courts.

  • Jurisdiction and Process; Waiver of Jury Trial (a) The Company irrevocably submits to the non-exclusive jurisdiction of any New York State or federal court sitting in the Borough of Manhattan, The City of New York, over any suit, action or proceeding arising out of or relating to this Agreement or the Notes. To the fullest extent permitted by applicable law, the Company irrevocably waives and agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the jurisdiction of any such court, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum.

  • Jurisdiction; Governing Law (a) Its:

  • Jurisdiction and Process In any action between or among any of the parties, whether arising out of this Agreement or otherwise, (a) each of the parties irrevocably consents to the exclusive jurisdiction and venue of the federal and state courts located in the Commonwealth of Pennsylvania, (b) if any such action is commenced in a state court, then, subject to applicable law, no party shall object to the removal of such action to any federal court located in the Commonwealth of Pennsylvania, (c) each of the parties irrevocably waives the right to trial by jury, and (d) each of the parties irrevocably consents to service of process by first class certified mail, return receipt requested, postage prepaid, to the address at which such party is to receive notice in accordance with Section 12.5, and the prevailing parties shall be entitled to recover their reasonable attorneys' fees and court costs from the other parties.

  • Consents and Waivers No consent or waiver expressed or implied by either Party in respect of any breach or default by the other in the performance by such other of its obligations hereunder shall:

  • Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of th e parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may no w or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and de termined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or an y contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a co py of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the partie s irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first senten ce of this Section may be served on any party anywhere in the world. Venue clauses in contracts with TIPS members may be determin ed by the parties. Not a negotiable term. Failure to agree will render your proposal non-responsive and it will not be considered. Do y ou agree to these terms? Yes Infringement(s) The successful vendor will be expected to indemnify and hold harmless the TIPS and its employees, officers, agents , representatives, contractors, assignees and designees from any and all third party claims and judgments involving infringement of patent, copyright, trade secrets, trade or service marks, and any other intellectual or intangible prop erty rights attributed to or claims based on the Vendor's proposal or Vendor’s performance of contracts awarded an d approved. Do you agree to these terms? Yes, I Agree Infringement(s) Explanation of No Answer

  • Jurisdiction; Waiver of Jury Trial (a) Any proceeding or Action based upon, arising out of or related to this Agreement or the transactions contemplated hereby must be brought in the Court of Chancery of the State of Delaware (or, to the extent such court does not have subject matter jurisdiction, the Superior Court of the State of Delaware), or, if it has or can acquire jurisdiction, in the United States District Court for the District of Delaware, and each of the parties irrevocably (i) submits to the exclusive jurisdiction of each such court in any such proceeding or Action, (ii) waives any objection it may now or hereafter have to personal jurisdiction, venue or to convenience of forum, (iii) agrees that all claims in respect of the proceeding or Action shall be heard and determined only in any such court, and (iv) agrees not to bring any proceeding or Action arising out of or relating to this Agreement or the transactions contemplated hereby in any other court. Nothing herein contained shall be deemed to affect the right of any party to serve process in any manner permitted by Law or to commence Legal Proceedings or otherwise proceed against any other party in any other jurisdiction, in each case, to enforce judgments obtained in any Action, suit or proceeding brought pursuant to this Section 11.14.

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