JURISDICTION; VENUE; SERVICE OF PROCESS; JURY TRIAL. This Agreement shall be governed by, and construed in accordance with, the laws of the State of North carolina; provided that Administrative Agent, Letter of Credit Issuers, and Lenders shall retain all rights arising under Federal Law. each party hereto, in each case for itself, its successors and assigns, hereby (A) irrevocably submits to the nonexclusive jurisdiction of any north carolina state court or Federal court of the United States of America sitting in charlotte, north carolina, and any appellate court of any of the foregoing, and agrees and consents that service of process may be made upon it in any legal proceeding arising out of or in connection with the Loan Documents and the Obligations by service of process as provided by Applicable Laws of the State of North carolina, (B) irrevocably waives, to the fullest extent permitted by all Applicable Laws, any objection which it may now or hereafter have to the laying of venue of any litigation arising out of or in connection with the Loan Documents and the Obligations brought in any such court, (C) irrevocably waives any claims that any litigation brought in any such court has been brought in an inconvenient forum, (D) agrees (in the case of Borrower) to designate an agent for service of process in north carolina in connection with any such litigation (and Borrower hereby designates and irrevocably appoints such agent as its true and lawful attorney-in-fact in the name, place, and stead of Borrower to accept service of all writs, process, and summonses in any such litigation) and to deliver to Administrative Agent evidence thereof, (E) irrevocably consents to the service of process out of any of the aforementioned courts in any such litigation by the mailing of copies thereof by certified mail, return receipt requested, postage prepaid, at its address set forth herein, (F) irrevocably agrees that any legal proceeding against any party hereto arising out of or in connection with the Loan Documents or the Obligations may be brought in one of the aforementioned courts, and (G) EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION ARISING UNDER ANY LOAN DOCUMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO ANY LOAN DOCUMENT, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 10.5 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.
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JURISDICTION; VENUE; SERVICE OF PROCESS; JURY TRIAL. This Agreement shall be governed by, and construed in accordance with, the laws of the State of North carolinaTexas; provided that Administrative Agent, Letter of Credit Issuers, and Lenders shall retain all rights arising under Federal Law. each party hereto, in each case for itself, its successors and assigns, hereby (A) irrevocably submits to the nonexclusive jurisdiction of any north carolina Texas state court or Federal court of the United States of America sitting in charlotteDallas, north carolinaTexas, and any appellate court of any of the foregoing, and agrees and consents that service of process may be made upon it in any legal proceeding arising out of or in connection with the Loan Documents and the Obligations by service of process as provided by Applicable Laws of the State of North carolinaTexas, (B) irrevocably waives, to the fullest extent permitted by all Applicable Laws, any objection which it may now or hereafter have to the laying of venue of any litigation arising out of or in connection with the Loan Documents and the Obligations brought in any such court, (C) irrevocably waives any claims that any litigation brought in any such court has been brought in an inconvenient forum, (D) agrees (in the case of Borrower) to designate an agent for service of process in north carolina Texas in connection with any such litigation (and Borrower hereby designates and irrevocably appoints such agent as its true and lawful attorney-in-fact in the name, place, and stead of Borrower to accept service of all writs, process, and summonses in any such litigation) and to deliver to Administrative Agent evidence thereof, (E) irrevocably consents to the service of process out of any of the aforementioned courts in any such litigation by the mailing of copies thereof by certified mail, return receipt requested, postage prepaid, at its address set forth herein, (F) irrevocably agrees that any legal proceeding against any party hereto arising out of or in connection with the Loan Documents or the Obligations may be brought in one of the aforementioned courts, and (G) EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION ARISING UNDER ANY LOAN DOCUMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO ANY LOAN DOCUMENT, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 10.5 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.. Amended and Restated Revolving Credit Agreement
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JURISDICTION; VENUE; SERVICE OF PROCESS; JURY TRIAL. This Agreement shall be governed by, and construed in accordance with, the laws of the State of North carolina; provided that Administrative Agent, Letter of Credit Issuers, and Lenders shall retain all rights arising under Federal Law. each party heretoEach Party Hereto, in each case Each Case for itselfItself, its successors Successors and assignsAssigns, hereby Hereby (A) irrevocably submits Submits to the nonexclusive jurisdiction of any north carolina state court or Federal court Jurisdiction of the United States of America sitting State and Federal Courts Located in charlotte, north carolinaTexas, and any appellate court Agrees and Consents That Service of any of the foregoing, and agrees and consents that service of process may be made Process May Be Made upon it in any legal proceeding arising Any Legal Proceeding Arising out of or in connection Connection with the Loan Documents and the Obligations Obligation by service Service of process Process as provided Provided by Applicable Laws of the State of North carolinaTexas Legal Requirements, (B) irrevocably waivesWaives, to the fullest extent permitted Fullest Extent Permitted by all Applicable LawsLegal Requirements, any objection which Any Objection Which it may now May Now or hereafter have Hereafter Have to the laying Laying of venue Venue of any litigation arising Any Litigation Arising out of or in connection Connection with the Loan Documents and the Obligations brought Obligation Brought in any such courtAny Such Court, (C) irrevocably waives any claims that any litigation brought Waives Any Claims That Any Litigation Brought in any such court has been brought Any Such Court Has Been Brought in an inconvenient forumInconvenient Forum, (D) agrees (irrevocably Consents to the Service of Process out of Any of the Aforementioned Courts in Any Such Litigation by the case Mailing of Borrower) to designate an agent for service of process in north carolina in connection with any such litigation (and Borrower hereby designates and irrevocably appoints such agent as Copies Thereof by Certified Mail, Return Receipt Requested, Postage Prepaid, at its true and lawful attorney-in-fact in the name, place, and stead of Borrower to accept service of all writs, process, and summonses in any such litigation) and to deliver to Administrative Agent evidence thereofAddress Set Forth Herein, (E) irrevocably consents to the service of process out of any of the aforementioned courts in any such litigation by the mailing of copies thereof by certified mail, return receipt requested, postage prepaid, at its address set forth herein, (F) irrevocably agrees that any legal proceeding against any party hereto arising Agrees That Any Legal Proceeding Against Any Party Hereto Arising out of or in connection Connection with the Loan Documents or the Obligations may be brought in one of the aforementioned courtsObligation Shall Be by Court trial without jury, and (GF) EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIMirrevocably Waives, DEMANDto the Fullest Extent Permitted by all Legal Requirements, ACTIONits Respective Rights to a Jury Trial of Any Claim, OR CAUSE OF ACTION ARISING UNDER ANY LOAN DOCUMENT Demand, Action, or Cause of Action Based upon or Arising out of Any Loan Document, the Transactions Contemplated Thereby, or in any way connected with or related or incidental to the dealings of the parties hereto or any of them with respect to any Loan Document, or the transactions related thereto, in each case whether now existing or hereinafter arising, and whether founded in contract or tort or otherwise; and that any party to this Agreement may file an original counterpart or copy of this Section 13.10 with any Court as written evidence of the consent of the signatories hereto to the waiver of their right to trial by jury. The scope of each of the foregoing waivers is intended to be all- Credit Agreement encompassing of any and all disputes that may be filed in any court and that relate to the subject matter of this transaction, including contract claims, tort claims, breach of duty claims, and all other common law and statutory claims. Borrower and each other party to this Agreement acknowledge that this waiver is a material inducement to the agreement of each party hereto to enter into a business relationship, that each has already relied on this waiver in entering into this Agreement, and each will continue to rely on each of such waivers in related future dealings. Borrower and each other party to this Agreement warrant and represent that they have reviewed these waivers with their legal counsel, and that they knowingly and voluntarily agree to each such waiver following consultation with legal counsel. THE WAIVERS IN THIS SECTION 13.10 ARE IRREVOCABLE, MEANING THAT THEY MAY NOT BE MODIFIED EITHER ORALLY OR IN WRITING, AND THESE WAIVERS SHALL APPLY TO ANY WAY CONNECTED WITH SUBSEQUENT AMENDMENTS, SUPPLEMENTS, AND REPLACEMENTS TO OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO THIS OR ANY OF THEM WITH RESPECT TO ANY LOAN DOCUMENTOTHER Loan Document. In the event of Litigation, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 10.5 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURYthis Agreement may be filed as a written consent to a trial by the court.
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Samples: Credit Agreement (Centex Corp)
JURISDICTION; VENUE; SERVICE OF PROCESS; JURY TRIAL. This Agreement shall be governed by, and construed in accordance with, the laws of the State of North carolina; provided that Administrative Agent, Letter of Credit Issuers, and Lenders shall retain all rights arising under Federal Law. each party heretoEach Party Hereto, in each case Each Case for itselfItself, its successors Successors and assignsAssigns, hereby Hereby (A) irrevocably submits Submits to the nonexclusive jurisdiction of any north carolina state court or Federal court Nonexclusive Jurisdiction of the United States of America sitting State and Federal Courts Located in charlotte, north carolinaOklahoma, and any appellate court Agrees and Consents That Service of any of the foregoing, and agrees and consents that service of process may be made Process May Be Made upon it in any legal proceeding arising Any Legal Proceeding Arising out of or in connection Connection with the Loan Documents Papers and the Obligations Obligation by service Service of process Process as provided Provided by Applicable Laws of the State of North carolinaOklahoma Law, (B) irrevocably waivesWaives, to the fullest extent permitted Fullest Extent Permitted by all Applicable LawsLaw, any objection which Any Objection Which it may now May Now or hereafter have Hereafter Have to the laying Laying of venue Venue of any litigation arising Any Litigation Arising out of or in connection Connection with the Loan Documents Papers and the Obligations brought Obligation Brought in any such courtAny Such Court, (C) irrevocably waives any claims that any litigation brought Waives Any Claims That Any Litigation Brought in any such court has been brought Any Such Court Has Been Brought in an inconvenient forumInconvenient Forum, (D) agrees (to Designate and Maintain an Agent for Service of Process in the case of Borrower) to designate an agent for service of process Oklahoma in north carolina in connection Connection with any such litigation (and Borrower hereby designates and irrevocably appoints such agent as its true and lawful attorney-in-fact in the name, place, and stead of Borrower to accept service of all writs, process, and summonses in any such litigation) Any Such Litigation and to deliver Deliver to Administrative Agent evidence thereofLender Evidence Thereof, If Requested, (E) irrevocably consents Consents to the service Service of process Process out of any Any of the aforementioned courts Aforementioned Courts in any such litigation Any Such Litigation by the mailing Mailing of copies thereof Copies Thereof by certified mailCertified Mail, return receipt requestedReturn Receipt Requested, postage prepaidPostage Prepaid, at its address set forth hereinAddress Set Forth Herein, (F) irrevocably agrees that any legal proceeding against any party hereto arising Agrees That Any Legal Proceeding Against Any Party Hereto Arising out of or in connection Connection with the Loan Documents Papers or the Obligations may be brought Obligation Shall Be Brought in one One of the aforementioned courtsAforementioned Courts, and (G) EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIMirrevocably Waives, DEMANDto the Fullest Extent Permitted by Law, ACTIONits Respective Rights to a Jury Trial of Any Claim or Cause of Action Based upon or Arising out of Any Loan Paper or the Transactions Contemplated Thereby. The scope of each of the foregoing waivers 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, OR CAUSE OF ACTION ARISING UNDER ANY LOAN DOCUMENT including, without limitation, contract claims, tort claims, breach of duty claims, and all other common law and statutory claims. Borrower and each other party to the Loan Papers acknowledge that this waiver is a material inducement to the agreement of each party hereto to enter into a business relationship, that each has already relied on this waiver in entering into this Agreement, and each will continue to rely on each of such waivers in related future dealings. Borrower and each other party to the Loan Papers warrant and represent that they have reviewed these waivers with their legal counsel, and that they knowingly and voluntarily agree to each such waiver following consultation with legal counsel. THE WAIVERS IN THIS SECTION 11.10 ARE IRREVOCABLE, MEANING THAT THEY MAY NOT BE MODIFIED EITHER ORALLY OR IN WRITING, AND THESE WAIVERS SHALL APPLY TO ANY WAY CONNECTED WITH SUBSEQUENT AMENDMENTS, SUPPLEMENTS, AND REPLACEMENTS TO OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO THIS OR ANY OF THEM WITH RESPECT TO ANY OTHER LOAN DOCUMENTPAPER. In the event of Litigation, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 10.5 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURYthis Agreement may be filed as a written consent to a trial by the court.
Appears in 1 contract
Samples: , and Consolidated Credit Agreement (Bank of America Corp /De/)
JURISDICTION; VENUE; SERVICE OF PROCESS; JURY TRIAL. This Agreement shall be governed by, and construed in accordance with, the laws Each Party Hereto (including each Guarantor by execution of the State of North carolina; provided that Administrative Agent, Letter of Credit Issuers, and Lenders shall retain all rights arising under Federal Law. each party heretoa Guaranty), in each case Each Case for itselfItself, its successors Successors and assignsAssigns, hereby Hereby (A) irrevocably submits Submits to the nonexclusive jurisdiction of any north carolina state court or Federal court Nonexclusive Jurisdiction of the United States State (pursuant to Section 5-1402 of America sitting the New York General Obligations Law) and Federal Courts Located in charlotte, north carolinathe Borough of Manhattan in the State of New York, and any appellate court Agrees and Consents That Service of any of the foregoing, and agrees and consents that service of process may be made Process May Be Made upon it in any legal proceeding arising Any Legal Proceeding Arising out of or in connection Connection with the Loan Documents and the Obligations Obligation by service Service of process Process as provided Provided by Applicable Laws of the State of North carolinaNew York Law, (B) irrevocably waivesWaives, to the fullest extent permitted Fullest Extent Permitted by all Applicable LawsLaw, any objection which Any Objection Which it may now May Now or hereafter have Hereafter Have to the laying Laying of venue Venue of any litigation arising Any Litigation Arising out of or in connection Connection with the Loan Documents and the Obligations brought Obligation Brought in any such courtAny Such Court, (C) irrevocably waives any claims that any litigation brought Waives Any Claims That Any Litigation Brought in any such court has been brought Any Such Court Has Been Brought in an inconvenient forumInconvenient Forum, (D) agrees (to Designate and Maintain an Agent for Service of Process in the case of Borrower) to designate an agent for service of process New York in north carolina in connection Connection with any such litigation (and Borrower hereby designates and irrevocably appoints such agent as its true and lawful attorney-in-fact in the name, place, and stead of Borrower to accept service of all writs, process, and summonses in any such litigation) Any Such Litigation and to deliver Deliver to Administrative Agent evidence thereofEvidence Thereof, If Requested, (E) irrevocably consents Consents to the service Service of process Process out of any Any of the aforementioned courts Aforementioned Courts in any such litigation Any Such Litigation by the mailing Mailing of copies thereof Copies Thereof by certified mailCertified Mail, return receipt requestedReturn Receipt Requested, postage prepaidPostage Prepaid, at its address set forth hereinAddress Set Forth Herein, (F) irrevocably agrees that any legal proceeding against any party hereto arising Agrees That Any Legal Proceeding Against Any Party Hereto Arising out of or in connection Connection with the Loan Documents or the Obligations may be brought Obligation Shall Be Brought in one One of the aforementioned courtsAforementioned Courts, and (G) EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIMirrevocably Waives, DEMANDto the Fullest Extent Permitted by Law, ACTIONits Respective Rights to a Jury Trial of Any Claim or Cause of Action Based upon or Arising out of Any Loan Document or the Transactions Contemplated Thereby. The scope of each of the foregoing waivers 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, OR CAUSE OF ACTION ARISING UNDER ANY LOAN DOCUMENT including, without limitation, contract claims, tort claims, breach of duty claims, and all other common law and statutory claims. The Loan Parties and each other party to the Loan Documents acknowledge that this waiver is a material inducement to the agreement of each party hereto to enter into a business relationship, that each has already relied on this waiver in entering into the Loan Documents, and each will continue to rely on each of such waivers in related future dealings. The Loan Parties and each other party to the Loan Documents warrant and represent that they have reviewed these waivers with their legal counsel, and that they knowingly and voluntarily agree to each such waiver following consultation with legal counsel. THE WAIVERS IN THIS SECTION 13.9 ARE IRREVOCABLE, MEANING THAT THEY MAY NOT BE MODIFIED EITHER ORALLY OR IN WRITING, AND THESE WAIVERS SHALL APPLY TO ANY WAY CONNECTED WITH SUBSEQUENT AMENDMENTS, SUPPLEMENTS, AND REPLACEMENTS TO OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO THIS OR ANY OF THEM WITH RESPECT TO ANY OTHER LOAN DOCUMENT. In the event of Litigation, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 10.5 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURYthis Agreement may be filed as a written consent to a trial by the court.
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