Governing Law; Remedies. This Term Sheet shall be governed and construed in all respects by the laws of the State of Delaware, without regard to conflicts of law principles that would have the effect of giving effect to the laws of another jurisdiction. Each of the Parties (i) consent to submit itself to the personal jurisdiction of the Court of Chancery in the State of Delaware (or if such court finds it lacks subject matter jurisdiction, the federal or other state courts of Delaware) in connection with any dispute that arises out of this Term Sheet, (ii) agrees that it will not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such court and (iii) agrees that it will not bring any action relating to this Term Sheet in any court other than the Court of Chancery in the State of Delaware (or if such court finds it lacks subject matter jurisdiction, the federal or other state courts of Delaware) unless venue would not be proper under rules applicable in such courts. Notwithstanding the previous sentence, a Party may commence any such action in a court other than the above-named courts solely for the purpose of enforcing an order or judgment issued by one of the above-named courts. Each Party agrees that service of summons, complaint or other process in connection with any such action may be made in the manner set forth in the “Notices” provision of this Term Sheet and that such service shall be as effective as if personally made in the State of Delaware. EACH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT TO ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS TERM SHEET. The Parties agree that irreparable damage would occur in the event that any of the provisions of this Term Sheet were not performed in accordance with their specific terms or were otherwise breached. Accordingly, in the event of any actual or threatened breach by a Party of any of the provisions of this Term Sheet, the other Parties shall be entitled to equitable relief in addition to all other remedies available at law or in equity. Each of the Parties hereby further waives (i) any defense in any action for injunctive relief that a remedy at law would be adequate and (ii) any requirement under any law to post security as a prerequisite to obtaining equitable relief.
Governing Law; Remedies. 11.1 This Agreement has been executed in the State of Florida and shall be governed by and construed in all respects in accordance with the law of the State of Florida
Governing Law; Remedies. This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina, without giving effect to its principles or rules of conflicts of laws. MEMBER submits to the exclusive jurisdiction, for the resolution of disputes arising under this Agreement, of the state and federal courts sitting within Wake County, North Carolina. Except as otherwise provided in this Agreement, the rights, powers, remedies and privileges provided in this Agreement are cumulative and not exclusive of any rights, powers, remedies and privileges provided by applicable law.
Governing Law; Remedies. 14.1 This Agreement shall be governed by and construed in all respects in accordance with the laws of the State of Texas.
Governing Law; Remedies. This Agreement shall be construed and enforced in accordance with the laws of the State of Delaware. Recipient acknowledges that the confidential and proprietary status of the Source Code is of a unique nature, the loss of which may cause irreparable harm to NCT Hearing for which any sum of money would be inadequate, and that it may be impossible to measure in money the damages which would be suffered by NCT Hearing by reason of the loss of such confidential and proprietary status. Accordingly, in the event of any material breach or threatened material breach by Recipient of any of its obligations related to maintaining the confidentiality of the Source Codes under this Agreement, NCT Hearing shall be entitled, as a matter of right, to a final order from a court of competent jurisdiction of injunctive and other equitable relief and if NCT Hearing shall institute any action or proceeding to enforce by specific performance or other equitable relief the provisions hereof, Recipient hereby waives the claim or defense that NCT Hearing has an adequate remedy at law and Recipient shall not urge in any such action or proceeding the claim or defense that such remedy at law exists provided, however, that nothing herein contained shall limit or constrain the respective rights of either of the parties hereto to pursue and recover damages at law for breaches of this Agreement.
Governing Law; Remedies. Any dispute in the meaning, effect or validity of this Agreement shall be resolved in accordance with the laws of the State of California without regard to the conflict of laws provisions thereof. I HAVE READ THIS AGREEMENT CAREFULLY AND I UNDERSTAND AND ACCEPT THE OBLIGATIONS WHICH IT IMPOSES UPON ME WITHOUT RESERVATION. NO PROMISES OR REPRESENTATIONS HAVE BEEN MADE TO ME TO INDUCE ME TO SIGN THIS AGREEMENT. I SIGN THIS AGREEMENT VOLUNTARILY AND FREELY, IN DUPLICATE, WITH THE UNDERSTANDING THAT ONE COUNTERPART WILL BE RETAINED BY THE COMPANY AND THE OTHER COUNTERPART WILL BE RETAINED BY ME. VIOLIN MEMORY, INC. EMPLOYEE By: /s/ Xxxx Xxxxxxxxxx /s/ Xxxxxx Xxxxxx Name: Xxxx Xxxxxxxxxx [Name] Title: Chairman Appendix A PRIOR MATTERS Invention or Improvement Party(ies)
Governing Law; Remedies. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK (BUT EXCLUDING ALL OTHER CHOICE OF LAW AND CONFLICTS OF LAW RULES), AND ANY DISPUTE BETWEEN THE PARTIES HERETO ARISING OUT OF, CONNECTED WITH, RELATED TO, OR INCIDENTAL TO THE RELATIONSHIP ESTABLISHED BETWEEN THEM IN CONNECTION WITH THIS AGREEMENT, AND WHETHER ARISING IN CONTRACT, TORT, EQUITY, OR OTHERWISE, SHALL BE RESOLVED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK (BUT EXCLUDING ALL OTHER CHOICE OF LAW AND CONFLICTS OF LAW RULES). In furtherance of the foregoing, the internal law of the State of New York shall control the interpretation and construction of this Agreement, even though under that jurisdiction’s choice of law or conflict of law analysis, the substantive law of some other jurisdiction would ordinarily apply. The parties hereto acknowledge that the provisions of this Agreement are unique and money damages may not provide an adequate remedy for any breach thereof, and each party may seek specific performance and other equitable remedies for any breaches under this Agreement.
Governing Law; Remedies. This Agreement shall be ----------------------- governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania applicable to agreements made and to be performed wholly within such jurisdiction, without regard to the conflicts of laws provisions thereof. The parties acknowledge that a breach by a party hereto of the provisions of Article VII will cause irreparable damage to the other parties, the exact amount of which will be difficult or impossible to ascertain, and that such other parties' remedies at law for any such breach will be inadequate. Accordingly, upon breach or threatened breach of the covenants and undertakings contained in Article VII, such other parties shall be entitled to injunctive or other equitable relief in any court of the United States or any state thereof having jurisdiction.
Governing Law; Remedies. This Addendum shall not be effective until signed by you and accepted by GAF as evidenced by the signature of this Addendum by an authorized officer of GAF. This Addendum shall be interpreted and construed under the substantive laws of the State of Delaware without reference to its conflict of laws principles, except to the extent governed by the United States Trademark Act of 1946 or other superseding federal law. All remedies under this Addendum and the Agreement shall be cumulative and not exclusive.
Governing Law; Remedies. The Agreement shall not be effective until signed by you and accepted by GAF as evidenced by the signature of the Agreement by an authorized officer of GAF. The Agreement shall be interpreted and construed under the substantive laws of the State of New York without reference to its conflict of laws principles, except to the extent governed by the United States Trademark Act of 1946 or other superseding federal law. All remedies under the Agreement shall be cumulative and not exclusive.
