Common use of Consent to Jurisdiction, Etc Clause in Contracts

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of Delaware, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 is pending before a court, all actions, suits or proceedings with respect to such legal dispute or any other legal dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable laws.

Appears in 2 contracts

Samples: Joint Venture Master Agreement (Comverge, Inc.), Joint Venture Master Agreement (Comverge, Inc.)

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Consent to Jurisdiction, Etc. (a) Each Party hereby irrevocably consents and agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of Delaware, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 Legal Dispute is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (ai) such Party is not subject thereto, (b) such action, suit or proceeding Legal Proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding Legal Proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding Legal Proceeding is improper. A final judgment in any action, suit or proceeding Legal Proceeding described in this Section 24 10.6 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (McBc Holdings, Inc.)

Consent to Jurisdiction, Etc. Each Party party hereby agrees, and any Person asserting rights as a third party beneficiary may do so only if he, she or it irrevocably agrees agrees, that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of Delaware, and each Party party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding Action and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding Action in any such court or that they any such suit, action or proceeding Action that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute Legal Dispute that is filed in accordance with this Section 24 6.10 is pending before a court, all actions, suits or proceedings Actions with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party party hereby waives, and any person asserting rights as a third party beneficiary may do so only if he, she or it hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party party is not personally subject theretoto the jurisdiction of the above named courts for any reason, (b) such action, suit or proceeding Action may not be brought or is not maintainable in such court, (c) such Partyparty’s property is exempt or immune from execution, (d) such action, suit or proceeding Action is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding Action is improper. A final judgment in any action, suit or proceeding Action described in this Section 24 6.10 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable laws.

Appears in 2 contracts

Samples: Registration Rights Agreement (Leo Holdings Corp. II), Registration Rights Agreement (Flexible Solutions International Inc)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably consents and agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the state or federal courts of the or located in San Diego County, State of Delaware or the federal courts located in the State of DelawareCalifornia, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 Legal Dispute is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 10.7 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (CV Sciences, Inc.), Membership Interest Purchase Agreement (CV Sciences, Inc.)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees Except as otherwise expressly provided in this Agreement, the Parties hereto agree that any legal dispute with respect suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Master Agreement, any Local Country JV Entity Agreement or any Project the transactions contemplated hereby shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of Delaware, and each Party of the Parties hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that which is brought in any such court has been brought in an inconvenient forum. During the period The Parties agree that, after a legal dispute that is filed before a court as specified in accordance with this Section 24 is pending 11.7, and during the pendency of such dispute before a such court, all actions, suits suits, or proceedings with respect to such legal dispute or any other legal dispute, including without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Process in any such suit, action or Proceeding may be served on any Party anywhere in the world, whether within or without the jurisdiction of any such court. Each Party hereby waives, and shall not assert as hereto agrees that a defense in any legal dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding Proceeding described in this Section 24 following 11.7 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Addus HomeCare Corp)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees that any legal dispute Legal Dispute (other than a Legal Dispute with respect to this Master Agreement, any Local Country JV Entity or any Project the matters set forth in Section 3.1 hereof which shall be resolved in accordance with the provisions of Section 3.1) shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware California county of Santa Xxxxx or the federal courts located in the State of DelawareCalifornia, county of Santa Xxxxx and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute Legal Dispute that is filed in accordance with this Section 24 10.6 is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s 's property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 10.6 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Plan and Agreement of Merger (Serologicals Corp)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees Except as otherwise expressly provided in this Agreement, the Parties hereto agree that any legal dispute with respect suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Master Agreement, any Local Country JV Entity Agreement or any Project the transactions contemplated hereby shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware Utah or the federal courts located in the State of DelawareUtah, and each Party of the Parties hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that which is brought in any such court has been brought in an inconvenient forum. During the period The Parties agree that, after a legal dispute that is filed before a court as specified in accordance with this Section 24 is pending 10.7, and during the pendency of such dispute before a such court, all actions, suits suits, or proceedings with respect to such legal dispute or any other legal dispute, including without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Process in any such suit, action or Proceeding may be served on any Party anywhere in the world, whether within or without the jurisdiction of any such court. Each Party hereby waives, and shall not assert as hereto agrees that a defense in any legal dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding Proceeding described in this Section 24 following 10.7 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Activecare, Inc.)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees Except as otherwise expressly provided in this Agreement, the parties hereto agree that any legal dispute with respect suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Master Agreement, any Local Country JV Entity Agreement or any Project the transactions contemplated hereby shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of Delaware, and each Party of the parties hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that which is brought in any such court has been brought in an inconvenient forum. During the period The parties agree that, after a legal dispute that is filed before a court as specified in accordance with this Section 24 is pending 10.9, and during the pendency of such dispute before a such court, all actions, suits suits, or proceedings with respect to such legal dispute or any other legal dispute, including without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense Process in any legal disputesuch suit, that (a) such Party is not subject thereto, (b) such action, suit action or proceeding may not be brought served on any party anywhere in the world, whether within or is not maintainable in without the jurisdiction of any such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A Each party hereto agrees that a final judgment in any action, suit or proceeding described in this Section 24 following 10.9 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (KAR Auction Services, Inc.)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably consents and agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware Utah or the federal courts located in the State of DelawareUtah, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding Legal Dispute and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding Legal Dispute in any such court or that they any such suit, action or proceeding Legal Dispute that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 Legal Dispute is pending before a court, all actions, suits or proceedings Legal Disputes with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding Legal Dispute may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding Legal Dispute is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding Legal Dispute is improper. A final judgment in any action, suit or proceeding Legal Dispute described in this Section 24 11.6 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Biotech Products Services & Research, Inc.)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware Texas or the federal courts located in Harris County, in the State of DelawareTexas, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute Legal Dispute that is filed in accordance with this Section 24 11.7 is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 11.7 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Smith Douglas Homes Corp.)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of DelawareMissouri, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute Legal Dispute that is filed in accordance with this Section 24 11.7 is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 11.7 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sunlink Health Systems Inc)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware Florida or the federal courts located in the State of DelawareFlorida, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefromthereof) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute Legal Dispute that is filed in accordance with this Section 24 12.6 is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 12.6 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Tri-S Security Corp)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees that any legal dispute Legal Dispute (other than a Legal Dispute with respect to this Master Agreement, any Local Country JV Entity or any Project the matters set forth in Section 2 hereof which shall be resolved in the manner set forth therein) shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware California, County of Santa Xxxxx or the federal courts located in the State of DelawareCalifornia, County of Santa Xxxxx and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute Legal Dispute that is filed in accordance with this Section 24 8.e. is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s 's property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 8.e following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Earnout and Indemnity Agreement (Serologicals Corp)

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Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees Except as otherwise expressly provided in this Agreement, the Parties hereto agree that any legal dispute with respect suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Master Agreement, any Local Country JV Entity Agreement or any Project the transactions contemplated hereby shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware New York or the federal courts located in the State of DelawareNew York, and each Party of the Parties hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that which is brought in any such court has been brought in an inconvenient forum. During the period The Parties agree that, after a legal dispute that is filed before a court as specified in accordance with this Section 24 is pending 10.9, and during the pendency of such dispute before a such court, all actions, suits suits, or proceedings with respect to such legal dispute or any other legal dispute, including without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense Process in any legal disputesuch suit, that (a) such Party is not subject thereto, (b) such action, suit action or proceeding may not be brought served on any Party anywhere in the world, whether within or is not maintainable in without the jurisdiction of any such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A Each party hereto agrees that a final judgment in any action, suit or proceeding described in this Section 24 following 10.9 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Resource America, Inc.)

Consent to Jurisdiction, Etc. Each Party of the Parties hereby irrevocably consents and agrees that any legal dispute action, suit or proceeding arising in connection with respect any disagreement, dispute, controversy or claim arising out of or relating to this Master Agreement, any Local Country JV Entity Agreement or any Project Transaction Document (for purposes of this Section, a "Legal Dispute") shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware New York located in the City of New York or the federal courts located in the State Southern District of DelawareNew York. The Parties agree that, after a Legal Dispute is before a court as specified in this Section 12.8 and each Party hereby consents to during the jurisdiction pendency of such courts (and of the appropriate appellate courts therefrom) in any Legal Dispute before such suit, action or proceeding and irrevocable waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including including, without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party of the Parties hereby waives, and shall agrees not assert to assert, as a defense in any legal dispute, that (a) such Party it is not subject thereto, (b) thereto or that such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s court or that its property is exempt or immune from execution, (d) such that the action, suit or proceeding is brought in an inconvenient forum, forum or (e) that the venue of such the action, suit or proceeding is improper. A Each Party hereto agrees that a final judgment in any action, suit or proceeding described in this Section 24 following 12.8 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsApplicable Law.

Appears in 1 contract

Samples: Transaction Agreement (L 3 Communications Holdings Inc)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably consents and agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware North Carolina or the federal courts located in the State of Delaware, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 Legal Dispute is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s 's property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 13.5 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Purchase Agreement (Seaboard Corp /De/)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably consents and agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware Texas or the federal courts located in the State of DelawareTexas, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 Legal Dispute is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 12.7 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Purchase Agreement (University General Health System, Inc.)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees Except as otherwise expressly provided in this Agreement, the Parties hereto agree that any legal dispute with respect suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Master Agreement, any Local Country JV Entity Agreement or any Project the transactions contemplated hereby shall be brought only to the exclusive jurisdiction of in the courts of the State of Delaware Missouri or the federal courts located in the State of DelawareMissouri, and each Party of the Parties hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that which is brought in any such court has been brought in an inconvenient forum. During the period The Parties agree that, after a legal dispute that is filed before a court as specified in accordance with this Section 24 is pending 10.7, and during the pendency of such dispute before a such court, all actions, suits suits, or proceedings with respect to such legal dispute or any other legal dispute, including without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense Process in any legal disputesuch suit, that (a) such Party is not subject thereto, (b) such action, suit action or proceeding may not be brought served on any Party anywhere in the world, whether within or is not maintainable in without the jurisdiction of any such court. Without limiting the foregoing, (c) each Party agrees that service of process on such Party as provided in Section 9.1 shall be deemed effective service of process on such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A Each Party hereto agrees that a final judgment in any action, suit or proceeding described in this Section 24 following 9.7 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Labarge Inc)

Consent to Jurisdiction, Etc. (a) Each Party hereby irrevocably consents and agrees that any legal dispute with respect to this Master Agreement, any Local Country JV Entity or any Project Legal Dispute shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of Delaware, and each Party hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that is brought in any such court has been brought in an inconvenient forum. During the period a legal dispute that is filed in accordance with this Section 24 Legal Dispute is pending before a court, all actions, suits or proceedings with respect to such legal dispute Legal Dispute or any other legal disputeLegal Dispute, including any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense in any legal disputeLegal Dispute, that (a) such Party is not subject thereto, (b) such action, suit or proceeding may not be brought or is not maintainable in such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, forum or (e) the venue of such action, suit or proceeding is improper. A final judgment in any action, suit or proceeding described in this Section 24 12.6 following the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Internap Corp)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees Except as otherwise expressly provided in this Agreement, the Parties hereto agree that any legal dispute with respect suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Master Agreement, any Local Country JV Entity Agreement or any Project the transactions contemplated hereby shall be brought only to the non-exclusive jurisdiction of the courts of the State of Delaware New York or the federal courts located in the State of DelawareNew York, and each Party of the Parties hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by law, any objection that which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that which is brought in any such court has been brought in an inconvenient forum. During the period The Parties agree that, after a legal dispute that is filed before a court as specified in accordance with this Section 24 is pending 7.7, and during the pendency of such dispute before a such court, all actions, suits suits, or proceedings with respect to such legal dispute or any other legal dispute, including without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense Process in any legal disputesuch suit, that (a) such Party is not subject thereto, (b) such action, suit action or proceeding may not be brought served on any Party anywhere in the world, whether within or is not maintainable in without the jurisdiction of any such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A Each Party hereto agrees that a final judgment in any action, suit or proceeding described in this Section 24 following 7.7 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable laws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Morlex Inc /Co)

Consent to Jurisdiction, Etc. Each Party hereby irrevocably agrees Except as otherwise expressly provided in this Agreement, the parties hereto agree that any legal dispute with respect suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Master Agreement, any Local Country JV Entity Agreement or any Project the transactions contemplated hereby shall be brought only to the exclusive jurisdiction of the courts of the State of Delaware or the federal courts located in the State of Delaware, and each Party of the parties hereby consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocable irrevocably waives, to the fullest extent permitted by lawLaw, any objection that which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that they any such suit, action or proceeding that which is brought in any such court has been brought in an inconvenient forum. During the period The parties agree that, after a legal dispute that is filed before a court as specified in accordance with this Section 24 is pending 10.8, and during the pendency of such dispute before a such court, all actions, suits suits, or proceedings with respect to such legal dispute or any other legal dispute, including without limitation, any counterclaim, cross-claim or interpleader, shall be subject to the exclusive jurisdiction of such court. Each Party hereby waives, and shall not assert as a defense Process in any legal disputesuch suit, that (a) such Party is not subject thereto, (b) such action, suit action or proceeding may not be brought served on any party anywhere in the world, whether within or is not maintainable in without the jurisdiction of any such court, (c) such Party’s property is exempt or immune from execution, (d) such action, suit or proceeding is brought in an inconvenient forum, or (e) the venue of such action, suit or proceeding is improper. A Each party hereto agrees that a final judgment in any action, suit or proceeding described in this Section 24 following 10.8 after the expiration of any period permitted for appeal and subject to any stay during appeal shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable lawsLaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nauticus Robotics, Inc.)

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