Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 12 contracts
Samples: Receivables Purchase Agreement (Convergys Corp), Receivables Purchase Agreement (Convergys Corp), Receivables Purchase Agreement (Convergys Corp)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS UNDERTAKING HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (UNDERTAKING OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS UNDERTAKING, AND EACH SELLER SUCH PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER LOAN PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER LOAN PARTY AGAINST ANY AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (UNDERTAKING OR THE AGREEMENT AS AMENDED HEREBY) ANY DOCUMENT EXECUTED BY SUCH LOAN PARTY PURSUANT TO THIS UNDERTAKING SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 11 contracts
Samples: Performance Undertaking (WestRock Co), Credit Agreement (WestRock Co), Performance Undertaking (WestRock Co)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANORANGE COUNTY, NEW YORK, CALIFORNIA IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE ADMINISTRATIVE AGENT, ANY SELLER PARTY AGAINST ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANORANGE COUNTY, NEW YORKCALIFORNIA.
Appears in 10 contracts
Samples: Credit Agreement (Tri Pointe Homes, Inc.), Credit Agreement (Tri Pointe Homes, Inc.), Credit Agreement (Tri Pointe Homes, Inc.)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS AGREEMENT HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT, AND EACH SELLER SUCH PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER LOAN PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER LOAN PARTY AGAINST ANY AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH LOAN PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 10 contracts
Samples: Credit and Security Agreement (WestRock Co), Credit Agreement (WestRock Co), Credit and Security Agreement (WestRock Co)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS AMENDMENT HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)AMENDMENT, AND EACH SELLER PARTY OF THE PARTIES HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OF THE AGENTS OR ANY PURCHASER THE PURCHASERS TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT OF THE AGENTS OR ANY PURCHASER THE PURCHASERS OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 9 contracts
Samples: Receivables Purchase Agreement (Pool Corp), Receivables Purchase Agreement (Pool Corp), Receivables Purchase Agreement and Joinder Agreement (Pool Corp)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 9 contracts
Samples: Securitization Property Servicing Agreement (Consumers Energy Co), Securitization Property Servicing Agreement (Consumers Energy Co), Receivables Sale Agreement (CMS Energy Corp)
Consent to Jurisdiction. EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES NEW YORK STATE OR FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, THE CITY OF NEW YORK, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (THE NOTE PURCHASE AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY NOTE AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER HOLDER OF GUARANTEED OBLIGATIONS TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GUARANTOR AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE HOLDER OF ANY AGENT OR ANY PURCHASER GUARANTEED OBLIGATIONS INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (GUARANTY OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER RELATED DOCUMENT SHALL BE BROUGHT ONLY IN A COURT SITTING IN THE BOROUGH OF MANHATTAN, THE CITY OF NEW YORK.
Appears in 8 contracts
Samples: Master Note Agreement (Stepan Co), Subsidiary Guaranty (Stepan Co), Defined Terms (Stepan Co)
Consent to Jurisdiction. (a) EACH SELLER PARTY HERETO HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES NEW YORK STATE OR FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)ANY OTHER TRANSACTION DOCUMENT, AND EACH SELLER PARTY HERETO HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY SHALL BE HEARD AND DETERMINED IN ANY SUCH NEW YORK STATE COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS OR, TO THE VENUE EXTENT PERMITTED BY LAW, IN SUCH FEDERAL COURT. NOTHING IN THIS SECTION 12 SHALL AFFECT THE RIGHT OF THE AGENT OR ANY SUCH SUIT, OTHER INVESTOR PARTY TO BRING ANY ACTION OR PROCEEDING BROUGHT IN SUCH A COURT AGAINST THE SELLER OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT SERVICER OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY OF THEIR RESPECTIVE PROPERTY IN THE COURTS OF OTHER JURISDICTIONS. EACH OF THE SELLER AND THE SERVICER 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. THE PARTIES HERETO AGREE 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 JURISDICTION. ANY JUDICIAL PROCEEDING MANNER PROVIDED BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORKLAW.
Appears in 8 contracts
Samples: Omnibus Amendment (Audacy, Inc.), Receivables Purchase Agreement (Audacy, Inc.), Receivables Purchase Agreement (Audacy, Inc.)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 8 contracts
Samples: Receivables Sale Agreement (Johnsondiversey Holdings Inc), Receivables Sale Agreement (Johnson Polymer Inc), Receivables Sale Agreement (Trendwest Resorts Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR OHIO STATE COURT SITTING IN THE BOROUGH OF MANHATTANCINCINNATI, NEW YORK, OHIO IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR ANY OTHER LOAN DOCUMENT AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER THE LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE GRANTOR AGAINST ANY AGENT OR ANY PURCHASER THE LENDER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THE LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCINCINNATI, NEW YORKOHIO.
Appears in 7 contracts
Samples: Pledge and Security Agreement (Magnetek Inc), Pledge and Security Agreement (Magnetek Inc), Pledge and Security Agreement (Magnetek Inc)
Consent to Jurisdiction. THE BORROWER, THE AGENT AND EACH SELLER PARTY LENDER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY THE COURTS OF THE STATE OF NEW YORK SITTING IN NEW YORK COUNTY AND OF THE UNITED STATES FEDERAL OR STATE DISTRICT COURT SITTING IN OF THE BOROUGH SOUTHERN DISTRICT OF MANHATTAN, NEW YORK, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY)BORROWER, THE AGENT AND EACH SELLER PARTY LENDER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 7 contracts
Samples: Term Loan Agreement (Oklahoma Gas & Electric Co), Credit Agreement (Oge Energy Corp.), Credit Agreement (Oge Energy Corp.)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 7 contracts
Samples: Receivables Purchase Agreement (RPM International Inc/De/), Receivables Purchase Agreement (RPM International Inc/De/), Receivables Purchase Agreement (RPM International Inc/De/)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)ANY LOAN DOCUMENT, AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY A BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY A BORROWER AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 7 contracts
Samples: Credit Agreement (Baltimore Gas & Electric Co), Credit Agreement (Pepco Holdings Inc), Assignment Agreement
Consent to Jurisdiction. EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY CREDIT DOCUMENTS AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER SECURED PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GUARANTOR AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER SECURED PARTY OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER SECURED PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (GUARANTY OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER CREDIT DOCUMENT SHALL BE BROUGHT ONLY IN A COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 6 contracts
Samples: Guaranty (Quest Resource Corp), Guaranty (Quest Resource Corp), Credit Agreement (Quest Resource Corp)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 6 contracts
Samples: Receivables Purchase Agreement (CMS Energy Corp), Receivables Purchase Agreement (CMS Energy Corp), Receivables Purchase Agreement (Ferrellgas Partners Finance Corp)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE EXISTING AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE EXISTING AGREEMENT AS AMENDED HEREBY) HEREBY SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 6 contracts
Samples: Receivables Purchase Agreement (Performance Food Group Co), Receivables Purchase Agreement (Performance Food Group Co), Receivables Purchase Agreement (Performance Food Group Co)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE DESIGNATED AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE DESIGNATED AGENT, ANY SELLER PARTY AGAINST ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE DESIGNATED AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 6 contracts
Samples: Credit Agreement (M.D.C. Holdings, Inc.), Credit Agreement (M.D.C. Holdings, Inc.), Credit Agreement (MDC Holdings Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS FOR ITSELF AND ITS PROPERTY TO THE NON-EXCLUSIVE GENERAL JURISDICTION OF ANY THE COURTS OF THE STATE OF NEW YORK, THE COURTS OF THE UNITED STATES FEDERAL OR STATE COURT SITTING IN FOR THE BOROUGH SOUTHERN DISTRICT OF MANHATTAN, NEW YORK, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE ADMINISTRATIVE AGENT, ANY SELLER PARTY AGAINST ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 6 contracts
Samples: Credit Agreement, Credit Agreement (Idaho Power Co), Credit Agreement (Idaho Power Co)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL DISTRICT COURT FOR NORTHERN DISTRICT OF ILLINOIS OR STATE COURT SITTING LOCATED IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 6 contracts
Samples: Credit Agreement (InvenTrust Properties Corp.), Credit Agreement (Inland Real Estate Income Trust, Inc.), Credit Agreement (InvenTrust Properties Corp.)
Consent to Jurisdiction. EACH SELLER LOAN PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR TEXAS STATE COURT SITTING IN THE BOROUGH OF MANHATTANDALLAS, NEW YORK, TEXAS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER LOAN PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER LOAN PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER LOAN PARTY AGAINST ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED CONNECTION WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANDALLAS, NEW YORKTEXAS.
Appears in 5 contracts
Samples: Credit Agreement (USA Compression Partners, LP), Credit Agreement, Agreement (USA Compression Partners, LP)
Consent to Jurisdiction. (a) EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, YORK CITY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES TO THE EXTENT ALLOWED BY LAW ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT, THE FRONTING AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY A BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY A BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT, THE FRONTING AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT, THE FRONTING AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORKUNLESS SUCH BORROWER IS UNABLE TO OBTAIN SUCH JURISDICTION.
Appears in 5 contracts
Samples: Assignment Agreement (Whirlpool Corp /De/), Assignment Agreement (Whirlpool Corp /De/), Assignment Agreement (Whirlpool Corp /De/)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, MANHATTAN IN NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE ADMINISTRATIVE AGENT, THE LC ISSUER, ANY SELLER PARTY AGAINST ANY AGENT LENDER OR ANY PURCHASER HOLDER OF SECURED OBLIGATIONS OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, THE LC ISSUER, ANY AGENT LENDER OR ANY PURCHASER HOLDER OF SECURED OBLIGATIONS INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL ANY LOAN DOCUMENT MAY BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANMANHATTAN IN NEW YORK, NEW YORK. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, THE LC ISSUER, ANY LENDER OR ANY HOLDER OF SECURED OBLIGATIONS TO BRING PROCEEDINGS AGAINST THE BORROWER OR LIMIT THE RIGHTS OF THE BORROWER TO BRING PROCEEDINGS AGAINST SUCH OTHER PARTY IN THE COURTS OF ANY OTHER JURISDICTION.
Appears in 5 contracts
Samples: Credit Agreement (Chemed Corp), Credit Agreement (Chemed Corp), Credit Agreement (Chemed Corp)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 5 contracts
Samples: Credit Agreement (Portland General Electric Co /Or/), Credit Agreement (Portland General Electric Co /Or/), Credit Agreement (Portland General Electric Co /Or/)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK.
Appears in 5 contracts
Samples: Receivables Purchase Agreement (Avnet Inc), Receivables Purchase Agreement (Avnet Inc), Receivables Purchase Agreement (Avnet Inc)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY OTHER LOAN DOCUMENT AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 5 contracts
Samples: Pledge and Security Agreement (Chefs' Warehouse, Inc.), Pledge and Security Agreement (Chefs' Warehouse, Inc.), Pledge and Security Agreement (Mgi Pharma Inc)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 5 contracts
Samples: Credit Agreement (Independent Bank Group, Inc.), Credit Agreement (Independent Bank Group, Inc.), Credit Agreement (Independent Bank Group, Inc.)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY THE COURTS OF THE STATE OF NEW YORK, THE COURTS OF THE UNITED STATES FEDERAL OR STATE COURT SITTING IN FOR THE BOROUGH SOUTHERN DISTRICT OF MANHATTAN, NEW YORK, AND APPELLATE COURTS FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY OTHER LOAN DOCUMENT AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH STATE OF MANHATTAN, NEW YORK.
Appears in 5 contracts
Samples: Pledge and Security Agreement (Star Group, L.P.), Pledge and Security Agreement (Star Gas Partners Lp), Pledge and Security Agreement (Star Gas Partners Lp)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENT AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LENDER OR ANY PURCHASER ISSUER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY BORROWER AGAINST THE ADMINISTRATIVE AGENT, ANY AGENT LENDER OR ANY PURCHASER ISSUER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY AGENT LENDER OR ANY PURCHASER ISSUER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 5 contracts
Samples: Assignment and Assumption (Bemis Co Inc), Credit Agreement (Bemis Co Inc), Credit Agreement (Bemis Co Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE NONEXCLUSIVE JURISDICTION OF ANY THE COURTS OF THE STATE OF NORTH CAROLINA SITTING IN MECKLENBURG COUNTY AND OF THE UNITED STATES FEDERAL OR STATE DISTRICT COURT SITTING IN OF THE BOROUGH WESTERN DISTRICT OF MANHATTANNORTH CAROLINA, NEW YORKAND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE ADMINISTRATIVE AGENT, ANY SELLER PARTY AGAINST ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHARLOTTE, NEW YORKNORTH CAROLINA.
Appears in 5 contracts
Samples: Credit Agreement (Idacorp Inc), Credit Agreement (Idacorp Inc), Credit Agreement (Idacorp Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY)BORROWER, THE ADMINISTRATIVE AGENT, EACH LC ISSUER AND EACH SELLER PARTY LENDER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE ADMINISTRATIVE AGENT, ANY SELLER PARTY AGAINST ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 5 contracts
Samples: Credit Agreement (Extra Space Storage Inc.), Credit Agreement (Extra Space Storage Inc.), Credit Agreement (Extra Space Storage Inc.)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE SECURITY AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE COLLATERAL AGENT OR ANY PURCHASER OTHER SECURED PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE COLLATERAL AGENT OR ANY PURCHASER OTHER SECURED PARTY OR ANY AFFILIATE OF ANY THE COLLATERAL AGENT OR ANY PURCHASER OTHER SECURED PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE SECURITY AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 4 contracts
Samples: Intercreditor Agreement (EM Holdings LLC), Intercreditor Agreement (Edgen Group Inc.), Intercreditor Agreement (Edgen Murray II, L.P.)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY OTHER LOAN DOCUMENT AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER PARTY OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK.
Appears in 4 contracts
Samples: Security Agreement (Levi Strauss & Co), Security Agreement (Levi Strauss & Co), Security Agreement (Levi Strauss & Co)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 4 contracts
Samples: Contract Purchase Agreement (Patterson Companies, Inc.), Contract Purchase Agreement (Patterson Companies, Inc.), Contract Purchase Agreement (Patterson Companies, Inc.)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR AND BUYER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE EXISTING AGREEMENT AS AMENDED HEREBY), HEREBY OR ANY DOCUMENT EXECUTED BY SUCH ORIGINATOR PURSUANT TO THIS AMENDMENT OR THE EXISTING AGREEMENT AS AMENDED HEREBY AND EACH SELLER PARTY ORIGINATOR AND BUYER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE EXISTING AGREEMENT AS AMENDED HEREBY) HEREBY OR ANY DOCUMENT EXECUTED BY ANY ORIGINATOR PURSUANT TO THIS AMENDMENT OR THE EXISTING AGREEMENT AS AMENDED HEREBY SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 4 contracts
Samples: Receivables Sale Agreement (Actuant Corp), Receivables Sale Agreement (Actuant Corp), Receivables Sale Agreement (Actuant Corp)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS AGREEMENT HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT, AND EACH SELLER SUCH PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 4 contracts
Samples: Receivables Purchase Agreement (Adc Telecommunications Inc), Receivables Purchase Agreement (Arch Chemicals Inc), Receivables Purchase Agreement (Edwards Lifesciences Corp)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, MANHATTAN IN NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. IN THE EVENT THE BORROWER COMMENCES ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (ANY LOAN DOCUMENT IN ANY JURISDICTION OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN VENUE OTHER THAN A UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANMANHATTAN IN NEW YORK, NEW YORK, THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY LENDER, AT ITS OPTION, SHALL BE ENTITLED TO HAVE THE CASE TRANSFERRED TO A UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN IN NEW YORK, NEW YORK.
Appears in 4 contracts
Samples: Credit Agreement (C. H. Robinson Worldwide, Inc.), Credit Agreement (C H Robinson Worldwide Inc), Credit Agreement (C H Robinson Worldwide Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR AGREEMENT AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LENDER OR ANY PURCHASER ISSUER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORK.
Appears in 4 contracts
Samples: Credit Agreement (Great Plains Energy Inc), Credit Agreement (Great Plains Energy Inc), Credit Agreement (Kansas City Power & Light Co)
Consent to Jurisdiction. EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH CITY OF MANHATTAN, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), GUARANTY AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE ADMINISTRATIVE AGENT, THE ISSUING BANK OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GUARANTOR AGAINST ANY AGENT THE ADMINISTRATIVE AGENT, THE ISSUING BANK OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE ADMINISTRATIVE AGENT, THE ISSUING BANK OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (GUARANTY OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH CITY OF MANHATTAN, NEW YORK.
Appears in 4 contracts
Samples: Credit Agreement (Microchip Technology Inc), Assignment and Assumption (Fuller H B Co), Credit Agreement (Lam Research Corp)
Consent to Jurisdiction. EACH SELLER PARTY TRANSFEROR HEREBY IRREVOCABLY SUBMITS TO THE NON-NON EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH STATE OF MANHATTAN, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH TRANSFEROR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY SUCH TRANSFEROR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY SUCH TRANSFEROR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY SUCH TRANSFEROR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH TRANSFEROR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH STATE OF MANHATTAN, NEW YORK.
Appears in 4 contracts
Samples: Receivables Sale Agreement (WestRock Co), Receivables Sale Agreement (WestRock Co), Receivables Sale Agreement (Rock-Tenn CO)
Consent to Jurisdiction. EACH THE SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, CHICAGO IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR ANY DOCUMENT EXECUTED BY THE SELLER PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH THE SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY THE SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTIONJURISDICTION WHEREIN ANY ASSETS OF THE SELLER OR THE ORIGINATOR MAY BE LOCATED. ANY JUDICIAL PROCEEDING BY ANY THE SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY A PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR ANY DOCUMENT EXECUTED BY THE SELLER PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 4 contracts
Samples: Receivables Purchase Agreement (JPF Acquisition Corp), Receivables Purchase Agreement (Printpack Inc), Receivables Purchase Agreement (Yellow Corp)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER, EACH LENDER, EACH ISSUING BANK AND THE AGENT HEREBY IRREVOCABLY SUBMITS SUBMIT TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH CITY AND COUNTY OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER PARTY SUCH PERSON HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER OR ISSUING BANK TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY EITHER BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY EITHER BORROWER AGAINST THE AGENT, ANY SELLER PARTY AGAINST ANY AGENT LENDER OR ANY PURCHASER ISSUING BANK OR ANY AFFILIATE OF THE AGENT, ANY AGENT LENDER OR ANY PURCHASER ISSUING BANK INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH CITY AND COUNTY OF MANHATTAN, NEW YORK.
Appears in 4 contracts
Samples: Credit Agreement (Ameren Illinois Co), Credit Agreement (Ameren Illinois Co), Credit Agreement (Union Electric Co)
Consent to Jurisdiction. EACH SELLER PARTY THE GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR ANY OTHER NOTE DOCUMENT AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE SUBORDINATED COLLATERAL AGENT OR ANY PURCHASER HOLDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE GRANTOR AGAINST ANY THE SUBORDINATED COLLATERAL AGENT OR ANY PURCHASER HOLDER OR ANY AFFILIATE OF ANY THE SUBORDINATED COLLATERAL AGENT OR ANY PURCHASER HOLDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER NOTE DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 4 contracts
Samples: Pledge and Security Agreement (Bluestem Brands, Inc.), Security Agreement (Bluestem Brands, Inc.), Pledge and Security Agreement (Bluestem Brands, Inc.)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 4 contracts
Samples: Receivables Purchase Agreement (Convergys Corp), Receivables Purchase Agreement (Convergys Corp), Receivables Purchase Agreement (RPM International Inc/De/)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER AND THE AGENT HEREBY IRREVOCABLY SUBMITS SUBMIT TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR LOUISIANA STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW ORLEANS, NEW YORK, LOUISIANA IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW ORLEANS, NEW YORKLOUISIANA.
Appears in 4 contracts
Samples: Assignment Agreement (Superior Energy Services Inc), Assignment Agreement (Superior Energy Services Inc), Credit Agreement (Superior Energy Services Inc)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS AGREEMENT HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT, AND EACH SELLER SUCH PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER SECURED PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER BORROWER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER BORROWER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER SECURED PARTY OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER SECURED PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH BORROWER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 4 contracts
Samples: Receivables Loan Agreement (Arcbest Corp /De/), Receivables Loan Agreement (Arcbest Corp /De/), Receivables Loan Agreement (Arcbest Corp /De/)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANMINNEAPOLIS, NEW YORK, MINNESOTA IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWERS AGAINST ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANMINNEAPOLIS, NEW YORKMINNESOTA.
Appears in 4 contracts
Samples: Credit Agreement (Polaris Inc.), Credit Agreement (Polaris Inc.), Credit Agreement (Polaris Industries Inc/Mn)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) HEREBY SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Borgwarner Inc), Receivables Purchase Agreement (Borgwarner Inc), Receivables Purchase Agreement (Borgwarner Inc)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY MANAGING AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST THE ADMINISTRATIVE AGENT, ANY MANAGING AGENT OR ANY PURCHASER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY MANAGING AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Securitization Property Servicing Agreement (Consumers Energy Co), Securitization Property Servicing Agreement (Consumers Energy Co), Receivables Purchase Agreement (CMS Energy Corp)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE NONEXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH COUNTY OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANX XXXXX XX XXX XXXXXX XX XXX XXXX, NEW YORKXXX XXXX.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Dean Foods Co), Receivables Purchase Agreement (Dean Foods Co), Receivables Purchase Agreement (Dean Foods Co)
Consent to Jurisdiction. EACH SELLER PARTY TRANSFEROR HEREBY IRREVOCABLY SUBMITS TO THE NON-NON EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH STATE OF MANHATTAN, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH TRANSFEROR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY SUCH TRANSFEROR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER BUYER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY SUCH TRANSFEROR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY SUCH TRANSFEROR AGAINST ANY AGENT OR ANY PURCHASER BUYER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH TRANSFEROR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH STATE OF MANHATTAN, NEW YORK.
Appears in 3 contracts
Samples: Receivables Sale Agreement (Smithfield Foods Inc), Receivables Sale Agreement (Smithfield Foods Inc), Receivables Sale Agreement (Smithfield Foods Inc)
Consent to Jurisdiction. EACH SELLER PARTY HERETO HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY NEW YORK STATE STATE OR UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORKYORK AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)AGREEMENT, AND EACH SELLER PARTY HERETO HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY SHALL BE HEARD AND DETERMINED IN SUCH NEW YORK STATE COURT OR IN SUCH FEDERAL COURT. EACH PARTY HERETO IRREVOCABLY WAIVES, TO THE FULLEST EXTENT IT MAY EFFECTIVELY DO SO, THE DEFENSE OF AN INCONVENIENT FORUM TO THE MAINTENANCE OF SUCH AN ACTION OR PROCEEDING. EACH PARTY HERETO IRREVOCABLY CONSENTS TO THE SERVICE OF ANY AND ALL PROCESS IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT BY THE MAILING OF COPIES OF SUCH PROCESS TO SUCH PARTY AT ITS ADDRESS SPECIFIED IN THIS AGREEMENT (WHICH MAILING SHALL BE BY CERTIFIED MAIL). EACH PARTY HERETO AGREES THAT A FINAL NON-APPEALABLE JUDGMENT IN ANY SUCH A COURT ACTION OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN PROCEEDING SHALL LIMIT BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE RIGHT OF ANY AGENT JUDGMENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING MANNER PROVIDED BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORKLAW.
Appears in 3 contracts
Samples: Note Purchase Agreement (Wright Investors Service Holdings, Inc.), Note Purchase Agreement (Wright Investors Service Holdings, Inc.), Note Purchase Agreement (Merriman Holdings, Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN CHICAGO, ILLINOIS OR THE BOROUGH CITY IN WHICH THE PRINCIPAL OFFICE OF MANHATTANTHE AGENT OR SUCH LENDER OR AFFILIATE, NEW YORKAS THE CASE MAY BE, IS LOCATED.
Appears in 3 contracts
Samples: Three Year Credit Agreement (Coachmen Industries Inc), Credit Agreement (Coachmen Industries Inc), 364 Day Credit Agreement (Coachmen Industries Inc)
Consent to Jurisdiction. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ANY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Receivables Contribution and Sale Agreement (Jarden Corp), Receivables Contribution and Sale Agreement (Jarden Corp), Receivables Contribution and Sale Agreement (Jarden Corp)
Consent to Jurisdiction. EACH SELLER PARTY HERETO HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH CITY OF MANHATTAN, NEW YORK, BOROUGH OF MANHATTAN IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HERETO HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Beckman Coulter Inc), Receivables Purchase Agreement (Beckman Coulter Inc), Receivables Purchase Agreement (Beckman Coulter Inc)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE NONEXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Dean Foods Co), Receivables Purchase Agreement (Dean Foods Co), Receivables Purchase Agreement (Dean Foods Co)
Consent to Jurisdiction. EACH SELLER PARTY OF BORROWER AND GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER PARTY OF BORROWER AND GUARANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY BORROWER OR GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY BORROWER OR GUARANTOR AGAINST ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 3 contracts
Samples: Credit Agreement (Vectren Corp), Credit Agreement (Vectren Corp), Assignment Agreement (Vectren Corp)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK.
Appears in 3 contracts
Samples: Receivables Sale Agreement (Avnet Inc), Receivables Sale Agreement (Avnet Inc), Receivables Sale Agreement (Avnet Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS 120 AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT, THE COLLATERAL AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Credit Agreement (Moneygram International Inc), Credit Agreement (Moneygram International Inc), Credit Agreement (Moneygram International Inc)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY OTHER LOAN DOCUMENT AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE COLLATERAL AGENT OR ANY PURCHASER OTHER SECURED PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE COLLATERAL AGENT OR ANY PURCHASER OTHER SECURED PARTY OR ANY AFFILIATE OF ANY THE COLLATERAL AGENT OR ANY PURCHASER OTHER SECURED PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Senior Secured Credit Agreement (Lifetime Brands, Inc), Senior Secured Credit Agreement (Lifetime Brands, Inc), Credit Agreement (Lifetime Brands, Inc)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH ORIGINATOR PURSUANT TO THIS AGREEMENT, AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 3 contracts
Samples: Receivables Sale Agreement (Ralcorp Holdings Inc /Mo), Receivables Sale Agreement (Pepsiamericas Inc/Il/), Receivables Sale Agreement (RPM Inc/Oh/)
Consent to Jurisdiction. EACH SELLER PARTY HERETO HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HERETO HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ANY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Receivables Sale Agreement (Arch Chemicals Inc), Receivables Sale Agreement (Arch Chemicals Inc), Receivables Sale Agreement (Arch Chemicals Inc)
Consent to Jurisdiction. EACH SELLER PARTY OBLIGOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, YORK CITY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER PARTY OBLIGOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES TO THE EXTENT ALLOWED BY LAW ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY EITHER AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY OBLIGOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY OBLIGOR AGAINST ANY EITHER AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY EITHER AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORKUNLESS SUCH OBLIGOR IS UNABLE TO OBTAIN SUCH JURISDICTION.
Appears in 3 contracts
Samples: Credit Agreement (Servicemaster LTD Partnership), Assignment Agreement (Servicemaster Co), Credit Agreement (Servicemaster LTD Partnership)
Consent to Jurisdiction. EACH THE SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, CHICAGO IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR ANY DOCUMENT EXECUTED BY THE SELLER PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH THE SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY THE SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY THE SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY A PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR ANY DOCUMENT EXECUTED BY THE SELLER PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Metals Usa Inc), Receivables Purchase Agreement (Bindley Western Industries Inc), Receivables Purchase Agreement (Metals Usa Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE AGENTS, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE AGENTS, ANY SELLER PARTY AGAINST ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE AGENTS, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN CHICAGO, ILLINOIS OR THE BOROUGH CITY IN WHICH THE PRINCIPAL OFFICE OF MANHATTANSUCH AGENT, NEW YORKLENDER OR AFFILIATE, AS THE CASE MAY BE, IS LOCATED.
Appears in 3 contracts
Samples: Credit Agreement (Applebees International Inc), Revolving Credit Agreement (Applebees International Inc), Assignment Agreement (Applebees International Inc)
Consent to Jurisdiction. THE BORROWER AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), BORROWER AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE AGENT, ANY AGENT ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST THE BORROWER OR ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT THE BORROWER OR ANY PURCHASER GUARANTOR AGAINST THE AGENT, ANY ISSUER, ANY LENDER OR ANY AFFILIATE OF THE AGENT, ANY AGENT ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Credit Agreement (Shaw Group Inc), Assignment Agreement (Shaw Group Inc), Credit Agreement (Shaw Group Inc)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS AGREEMENT HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT, AND EACH SELLER SUCH PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER LOAN PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER LOAN PARTY AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH LOAN PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Credit and Security Agreement (Bell Microproducts Inc), Credit and Security Agreement (Bell Microproducts Inc), Credit and Security Agreement (Massey Energy Co)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY OF THE PARTIES HERETO IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THE AGREEMENTS, THIS AMENDMENT (OR ANY DOCUMENT EXECUTED BY ANY PARTY PURSUANT TO THE AGREEMENT AS AMENDED HEREBY)AGREEMENTS OR THIS AMENDMENT, AND EACH SELLER PARTY HEREBY HERETO IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT PARTY HERETO (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER OTHER PARTY HERETO IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY HERETO AGAINST ANY AGENT OR ANY PURCHASER OTHER PARTY HERETO OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THE SALE AGREEMENT, THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ANY PARTY HERETO PURSUANT TO AN AGREEMENT AS AMENDED HEREBY) OR THIS AGREEMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (COMMERCIAL METALS Co), Receivables Purchase Agreement (Commercial Metals Co), sec.report
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE NON‑EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Graybar Electric Co Inc), Receivables Financing Agreement (Syncor International Corp /De/), Receivables Purchase Agreement (Graybar Electric Co Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT ANY LOAN DOCUMENTS AND THE BORROWER HEREBY (OR TO THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY HEREBY FULLEST EXTENT PERMITTED BY LAW) IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Term Credit Agreement (Aon Corp), Assignment and Assumption Agreement (Aon Corp), Credit Agreement (Aon Corp)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY OTHER LOAN DOCUMENT AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER OTHER SECURED PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER OTHER SECURED PARTY OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER OTHER SECURED PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Intercreditor Agreement (Interline Brands, Inc./De), Security Agreement (Interline Brands, Inc./De), Pledge and Security Agreement (Smithfield Foods Inc)
Consent to Jurisdiction. EACH SELLER PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT, AND EACH SELLER PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH SELLER PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Ferrellgas Partners Finance Corp), Receivables Purchase Agreement (Ferrellgas Partners Finance Corp), Receivables Purchase Agreement (Ferrellgas Partners Finance Corp)
Consent to Jurisdiction. EACH SELLER PARTY OF THE PARTIES HERETO HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), HEREBY AND EACH SELLER PARTY OF THE PARTIES HERETO HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY THE AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) HEREBY SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Ferro Corp), Receivables Purchase Agreement (Ferro Corp), Receivables Purchase Agreement (Ferro Corp)
Consent to Jurisdiction. EACH SELLER PARTY THE ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR ANY DOCUMENT EXECUTED BY THE AGREEMENT AS AMENDED HEREBY)ORIGINATOR PURSUANT TO THIS AGREEMENT, AND EACH SELLER PARTY THE ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR ANY DOCUMENT EXECUTED BY THE ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Receivables Sale Agreement (Convergys Corp), Receivables Sale Agreement (Convergys Corp), Receivables Sale Agreement (Convergys Corp)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR TEXAS STATE COURT COURT, IN EITHER CASE, SITTING IN THE BOROUGH OF MANHATTANDALLAS COUNTY, NEW YORK, TEXAS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY OTHER LOAN DOCUMENT AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER SECURED PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER SECURED PARTY OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER SECURED PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANDALLAS COUNTY, NEW YORKTEXAS.
Appears in 3 contracts
Samples: Pledge and Security Agreement (FlexEnergy Green Solutions, Inc.), Pledge and Security Agreement (Natural Gas Services Group Inc), Pledge and Security Agreement (Natural Gas Services Group Inc)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE AGENTS, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY BORROWER AGAINST THE AGENTS, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE AGENTS, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN CHICAGO, ILLINOIS OR THE BOROUGH CITY IN WHICH THE PRINCIPAL OFFICE OF MANHATTANSUCH AGENT, NEW YORKLENDER OR AFFILIATE, AS THE CASE MAY BE, IS LOCATED.
Appears in 3 contracts
Samples: Year Revolving Credit Agreement (Acuity Brands Inc), Assignment Agreement (Acuity Brands Inc), Credit Agreement (L&c Spinco Inc)
Consent to Jurisdiction. EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), GUARANTY AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GUARANTOR AGAINST THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (GUARANTY OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN CHICAGO, ILLINOIS OR THE BOROUGH CITY IN WHICH THE PRINCIPAL OFFICE OF MANHATTANTHE ADMINISTRATIVE AGENT, NEW YORKLENDER OR AFFILIATE, AS THE CASE MAY BE, IS LOCATED.
Appears in 3 contracts
Samples: Assignment Agreement (Acuity Brands Inc), Assignment Agreement (Applebees International Inc), Assignment Agreement (Acuity Brands Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 3 contracts
Samples: Credit Agreement (Union Electric Co), Assignment and Assumption Agreement (Amerenenergy Generating Co), Credit Agreement (Union Electric Co)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY ----------------------- SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 2 contracts
Samples: Receivables Sale Agreement (Actuant Corp), Receivables Sale Agreement (Graybar Electric Co Inc)
Consent to Jurisdiction. EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, YORK COUNTY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), GUARANTY AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE ADMINISTRATIVE AGENT, THE ISSUING BANK OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GUARANTOR AGAINST ANY AGENT THE ADMINISTRATIVE AGENT, THE ISSUING BANK OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE ADMINISTRATIVE AGENT, THE ISSUING BANK OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (GUARANTY OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN NEW YORK COUNTY OR THE BOROUGH CITY IN WHICH THE PRINCIPAL OFFICE OF MANHATTANTHE ADMINISTRATIVE AGENT, NEW YORKLENDER OR AFFILIATE, AS THE CASE MAY BE, IS LOCATED.
Appears in 2 contracts
Samples: Credit Agreement (Heidrick & Struggles International Inc), Credit Agreement (Heidrick & Struggles International Inc)
Consent to Jurisdiction. (i) EACH SELLER PARTY HERETO HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES NEW YORK STATE OR FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)AGREEMENT, AND EACH SELLER PARTY HERETO HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY SHALL BE HEARD AND DETERMINED IN ANY SUCH NEW YORK STATE COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS OR, TO THE VENUE EXTENT PERMITTED BY LAW, IN SUCH FEDERAL COURT. NOTHING IN THIS SECTION 21.2 SHALL AFFECT THE RIGHT OF THE RFA ADMINISTRATIVE AGENT TO BRING ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF AGAINST ANY AGENT OTHER PARTY OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY OF THEIR RESPECTIVE PROPERTY IN THE COURTS OF OTHER JURISDICTIONS. EACH OF THE COMPANY, THE RECEIVABLES FACILITY SPV, EACH JOINED PARTY, EACH SECURITIZATION SPV AND THE COLLECTION ACCOUNT AGENT 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. THE PARTIES HERETO AGREE 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 JURISDICTION. ANY JUDICIAL PROCEEDING MANNER PROVIDED BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORKLAW.
Appears in 2 contracts
Samples: Collection Account Intercreditor Agreement (PG&E Recovery Funding LLC), Collection Account Intercreditor Agreement (PG&E Corp)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH STATE, COUNTY AND CITY OF MANHATTAN, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 2 contracts
Samples: Year Credit Agreement (Houghton Mifflin Co), Credit Agreement (Houghton Mifflin Co)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL COURT SITTING IN THE SOUTHERN DISTRICT OF NEW YORK OR ANY NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, YORK COUNTY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 2 contracts
Samples: Receivables Sale Agreement (Amerisourcebergen Corp), Receivables Sale Agreement (Amerisourcebergen Corp)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH ORIGINATOR PURSUANT TO THIS AGREEMENT, AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 2 contracts
Samples: Receivables Sale Agreement (RPM International Inc/De/), Receivables Sale Agreement (RPM International Inc/De/)
Consent to Jurisdiction. THE BORROWER AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR TEXAS STATE COURT SITTING IN THE BOROUGH OF MANHATTANHOUSTON, NEW YORK, TEXAS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST THE BORROWER OR ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT THE BORROWER OR ANY PURCHASER GUARANTOR AGAINST THE AGENT, THE LC ISSUER OR ANY LENDER OR ANY AFFILIATE OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANHOUSTON, NEW YORKTEXAS.
Appears in 2 contracts
Samples: Credit Agreement (Petroquest Energy Inc), Credit Agreement (Petroquest Energy Inc)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN THE XXXXXXX XX XXXXXXXXX IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR ANY OTHER TERM LOAN/NOTE DOCUMENT AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER SECURED PARTY TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE AGENT OR ANY PURCHASER SECURED PARTY OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER SECURED PARTY INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER TERM LOAN/NOTE DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN NEW YORK, NEW YORK IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 2 contracts
Samples: Pledge and Security and Intercreditor Agreement (Neiman Marcus Group Inc), Pledge and Security and Intercreditor Agreement (Neiman Marcus, Inc.)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR COURTS OF THE STATE COURT OF NEW YORK SITTING IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK COUNTY, NEW YORK.
Appears in 2 contracts
Samples: Credit Agreement (RPT Realty), Assignment Agreement (Ramco Gershenson Properties Trust)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)ANY LOAN DOCUMENT, AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY A BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY A BORROWER AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.. 15.3
Appears in 2 contracts
Samples: Credit Agreement (Pepco Holdings Inc), Credit Agreement (Atlantic City Electric Transition Funding LLC)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS AGREEMENT HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT, AND EACH SELLER SUCH PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PPL ELECTRIC PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PPL ELECTRIC PARTY AGAINST ANY THE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PPL ELECTRIC PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 2 contracts
Samples: Credit and Security Agreement (PPL Electric Utilities Corp), Credit and Security Agreement (PPL Electric Utilities Corp)
Consent to Jurisdiction. EACH SELLER PARTY TO THIS AMENDMENT HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)AMENDMENT, AND EACH SELLER PARTY OF THE PARTIES HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER OF THE PURCHASERS TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST THE ADMINISTRATIVE AGENT, ANY AGENT OR ANY PURCHASER OF THE PURCHASERS OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Pool Corp), Receivables Purchase Agreement (Pool Corp)
Consent to Jurisdiction. EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES U.S. FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY), ANY OTHER LOAN DOCUMENT AND EACH SELLER PARTY GRANTOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY GRANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY GRANTOR AGAINST ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY THE ADMINISTRATIVE AGENT OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (SECURITY AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY OTHER LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 2 contracts
Samples: Security Agreement (Shake Shack Inc.), Pledge and Security Agreement (Altra Holdings, Inc.)
Consent to Jurisdiction. (a) EACH SELLER PARTY HERETO HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION JURISDICTION, IN EACH CASE, OF ANY UNITED STATES NEW YORK STATE OR FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY OTHER TRANSACTION DOCUMENT, AND EACH SELLER PARTY HERETO HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED DETERMINED, IN ANY EACH CASE, IN SUCH NEW YORK STATE COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS OR, TO THE VENUE EXTENT PERMITTED BY LAW, IN SUCH FEDERAL COURT. NOTHING IN THIS SECTION 13.10 SHALL AFFECT THE RIGHT OF THE ADMINISTRATIVE AGENT OR ANY SUCH SUIT, OTHER PURCHASER PARTY TO BRING ANY ACTION OR PROCEEDING BROUGHT IN SUCH A COURT AGAINST THE SELLER OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT SERVICER OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY OF THEIR RESPECTIVE PROPERTY IN THE COURTS OF OTHER JURISDICTIONS. EACH PARTY HERETO 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 IN SUCH COURT. THE PARTIES HERETO AGREE 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 JURISDICTION. ANY JUDICIAL PROCEEDING MANNER PROVIDED BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORKLAW.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Centric Brands Inc.), Receivables Purchase Agreement (Centric Brands Inc.)
Consent to Jurisdiction. (a) EACH SELLER CREDIT PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES STATE OR FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, IN NEW YORK OVER ANY SUIT, ACTION OR PROCEEDING (A “PROCEEDING”) ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT, THE NOTE OR THE AGREEMENT AS AMENDED HEREBY), SECURITY DOCUMENTS AND EACH SELLER CREDIT PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF ANY SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH STATE COURT AND OR, TO THE EXTENT PERMITTED BY LAW, IN SUCH FEDERAL COURT. EACH CREDIT PARTY HEREBY IRREVOCABLY WAIVES ANY OBJECTION WAIVES, TO THE FULLEST EXTENT IT MAY NOW EFFECTIVELY DO SO, THE DEFENSE OF AN INCONVENIENT FORUM OR HEREAFTER HAVE AS IMPROPER VENUE TO THE VENUE MAINTENANCE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUMPROCEEDING. NOTHING HEREIN SHALL LIMIT EACH CREDIT PARTY IRREVOCABLY CONSENTS TO THE RIGHT SERVICE OF ANY AGENT AND ALL PROCESS IN ANY SUCH PROCEEDING BY THE MAILING OF COPIES OF SUCH PROCESS TO SUCH CREDIT PARTY AT ITS ADDRESS REFERRED TO IN SECTION 10.3 HEREOF. EACH CREDIT PARTY AGREES THAT A FINAL JUDGMENT IN ANY SUCH PROCEEDING SHALL BE CONCLUSIVE AND MAY BE EXECUTED UPON AND ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR ANY PURCHASER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING MANNER PROVIDED BY ANY SELLER PARTY AGAINST ANY AGENT OR ANY PURCHASER OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORKLAW.
Appears in 2 contracts
Samples: Term Loan Facility Agreement (Royal Gold Inc), Term Loan Facility Agreement (Royal Gold Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWERS HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTANMINNEAPOLIS, NEW YORK, MINNESOTA IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY LOAN DOCUMENTS AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWERS AGAINST ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE ADMINISTRATIVE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANMINNEAPOLIS, NEW YORKMINNESOTA.
Appears in 2 contracts
Samples: Credit Agreement (Polaris Industries Inc/Mn), Credit Agreement (Polaris Industries Inc/Mn)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY THE UNITED STATES FEDERAL DISTRICT COURT FOR THE EASTERN DISTRICT OF WISCONSIN OR STATE ANY CIRCUIT COURT SITTING IN THE BOROUGH OF MANHATTANMILWAUKEE, NEW YORK, WISCONSIN IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR ANY LOAN DOCUMENTS AND THE AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER AGAINST ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANMILWAUKEE, NEW YORKWISCONSIN.
Appears in 2 contracts
Samples: Credit Agreement (Roundys Inc), Credit Agreement (Roundys Inc)
Consent to Jurisdiction. EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE NONEXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, NEW YORK IN ANY ACTION ACTION, SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY NOTE, AND EACH SELLER PARTY THE BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF ANY SUCH ACTION ACTION, SUIT OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUITACTION, ACTION SUIT OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, THE SWINGLINE LENDER, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY THE BORROWER AGAINST THE ADMINISTRATIVE AGENT, THE SWINGLINE LENDER, ANY SELLER PARTY AGAINST LC ISSUER, ANY AGENT OR ANY PURCHASER LENDER OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, THE SWINGLINE LENDER, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY) ANY NOTE SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK, NEW YORK.
Appears in 2 contracts
Samples: Credit Agreement (Puget Sound Energy Inc), Credit Agreement (Puget Sound Energy Inc)
Consent to Jurisdiction. EACH SELLER PARTY OF THE PARTIES HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORKYORK (OR ANY APPELLATE COURT THEREFROM), IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE AGREEMENT AS AMENDED HEREBY)ANY DOCUMENT EXECUTED BY SUCH PERSON PURSUANT TO THIS AGREEMENT, AND EACH SELLER PARTY OF THE PARTIES HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE AGENTS OR ANY PURCHASER THE LENDERS TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY THE BORROWER OR MASTER SERVICER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY THE BORROWER OR THE MASTER SERVICER AGAINST ANY AGENT THE AGENTS OR ANY PURCHASER THE LENDERS OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH PARTY PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTAN, NEW YORK.
Appears in 2 contracts
Samples: Credit and Security Agreement (Bausch Health Companies Inc.), Credit and Security Agreement (Bausch Health Companies Inc.)
Consent to Jurisdiction. THE BORROWERS, THE AGENT, THE LC ----------------------- ISSUER AND EACH SELLER PARTY LENDER EACH HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, NEW YORK, CHICAGO IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), ANY CREDIT DOCUMENTS AND EACH SELLER SUCH PARTY HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY EITHER BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY EITHER BORROWER AGAINST ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY CREDIT DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS.
Appears in 2 contracts
Samples: Credit Agreement (Gardner Denver Inc), Credit Agreement (Gardner Denver Inc)
Consent to Jurisdiction. EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE COURT SITTING LOCATED IN THE BOROUGH OF MANHATTANOR WITH JURISDICTION OVER PORTLAND, NEW YORK, OREGON IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY), OBLIGATIONS AND THE LOAN DOCUMENTS AND EACH SELLER PARTY BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY BORROWER IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY BORROWER AGAINST ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER OR ANY AFFILIATE OF ANY AGENT THE AGENT, THE LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT LOCATED IN THE BOROUGH OF MANHATTANOR WITH JURISDICTION OVER PORTLAND, NEW YORKOREGON.
Appears in 2 contracts
Samples: Loan Agreement (Lithia Motors Inc), Loan Agreement (Lithia Motors Inc)
Consent to Jurisdiction. EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORK, YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY), AND EACH SELLER PARTY ORIGINATOR HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) TO BRING PROCEEDINGS AGAINST ANY SELLER PARTY ORIGINATOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY ORIGINATOR AGAINST ANY AGENT BUYER (OR ANY PURCHASER ITS ASSIGNS) OR ANY AFFILIATE OF ANY AGENT OR ANY PURCHASER THEREOF INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (AGREEMENT OR THE ANY DOCUMENT EXECUTED BY SUCH ORIGINATOR PURSUANT TO THIS AGREEMENT AS AMENDED HEREBY) SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANNEW YORK CITY, NEW YORK.
Appears in 2 contracts
Samples: Receivables Sale Agreement (Patterson Companies, Inc.), Receivables Sale Agreement (Patterson Companies, Inc.)
Consent to Jurisdiction. EACH SELLER PARTY OF THE BORROWER AND EACH GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR ILLINOIS STATE COURT SITTING IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORK, ILLINOIS IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY)ANY LOAN DOCUMENTS, AND THE BORROWER AND EACH SELLER PARTY GUARANTOR HEREBY IRREVOCABLY AGREES AGREE THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES WAIVE ANY OBJECTION IT MAY NOW OR HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM. NOTHING HEREIN SHALL LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER TO BRING PROCEEDINGS AGAINST THE BORROWER OR ANY SELLER PARTY GUARANTOR IN THE COURTS OF ANY OTHER JURISDICTION. ANY JUDICIAL PROCEEDING BY ANY SELLER PARTY AGAINST ANY AGENT THE BORROWER OR ANY PURCHASER GUARANTOR AGAINST THE ADMINISTRATIVE AGENT, ANY LC ISSUER OR ANY LENDER, OR ANY AFFILIATE OF THE ADMINISTRATIVE AGENT, ANY AGENT LC ISSUER OR ANY PURCHASER LENDER INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AMENDMENT (OR THE AGREEMENT AS AMENDED HEREBY) ANY LOAN DOCUMENT SHALL BE BROUGHT ONLY IN A COURT IN THE BOROUGH OF MANHATTANCHICAGO, NEW YORKILLINOIS .
Appears in 2 contracts
Samples: Credit Agreement (Vectren Corp), Credit Agreement (Vectren Corp)
