Common use of Agent for Service; Submission to Jurisdiction Clause in Contracts

Agent for Service; Submission to Jurisdiction. By the execution and delivery of this Indenture, the Company (i) acknowledges that it has irrevocably designated and appointed CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to any Securities or this Indenture that may be instituted in any United States Federal or New York state court located in the Borough of Manhattan in The City of New York, and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) irrevocably submits to the non-exclusive jurisdiction of such courts in any such suit or proceeding, and (iii) agrees that service of process upon CT Corporation System and written notice of said service to the Company (mailed or delivered to the Company as provided in Section 1.04), shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. The Company further agrees to take any and all actions, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such court.

Appears in 3 contracts

Samples: Baxter (Baxter International Inc), Indenture (Baxter International Inc), Baxter (Baxter International Inc)

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Agent for Service; Submission to Jurisdiction. By the execution and delivery of this Indenture, the Company (i) acknowledges that it has irrevocably designated and appointed CT Corporation System, 000 100 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to any Securities or this Indenture that may be instituted in any United States Federal or New York state court located in the Borough of Manhattan in The City of New York, and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) irrevocably submits to the non-exclusive jurisdiction of such courts in any such suit or proceeding, and (iii) agrees that service of process upon CT Corporation System and written notice of said service to the Company (mailed or delivered to the Company as provided in Section 1.04), shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. The Company further agrees to take any and all actions, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such court.

Appears in 3 contracts

Samples: Indenture (Baxter International Inc), Indenture (Baxter International Inc), Reconciliation and Tie (Baxter International Inc)

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By the execution and delivery of this IndentureAgreement, the Company (i) acknowledges that it has irrevocably designated and appointed CT Corporation SystemPledgor ---------- submits to the non-exclusive jurisdiction of any federal or state court in The City of New York, 000 Xxxxxx XxxxxxBorough of Manhattan, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served State of New York in any suit or proceeding arising out of or relating to any Securities this Agreement or this Indenture the Pledged Collateral or that may be instituted in or brought under federal or state securities laws. To the extent that the Pledgor has or hereafter may acquire any United States Federal or New York state court located in the Borough of Manhattan in The City of New York, and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) irrevocably submits to the non-exclusive immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, it hereby irrevocably waives such courts immunity in respect of its obligations under this Agreement. In addition, the Pledgor irrevocably waives and agrees not to assert, by way of motion, as a defense, or otherwise in any such suit suit, action or proceeding, and (iii) agrees any claim that service of process upon CT Corporation System and written notice of said service it is not personally subject to the Company (mailed jurisdiction of the above-mentioned courts for any reason whatsoever, that such suit, action or delivered to proceeding is brought in an inconvenient forum or that the Company as provided venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in Section 1.04), shall be deemed in every respect effective service of process upon such courts. The Pledgor and the Company Secured Party agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or proceedingin any other manner provided by law. The Company further agrees Nothing in this Section 22 shall affect the right of the Secured Party to take serve legal process in any and all actions, including other manner permitted by law or affect the execution and filing right of the Secured Party to bring any action or proceeding against any Pledgor or its property in the courts of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such courtother jurisdictions.

Appears in 2 contracts

Samples: Securities Pledge Agreement (Coaxial LLC), Securities Pledge Agreement (Coaxial LLC)

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By the execution and delivery of this IndentureAgreement, the Company (i) acknowledges that it has irrevocably designated and appointed CT Corporation SystemPledgor ---------- submits to the non-exclusive jurisdiction of any federal or state court in The City of New York, 000 Xxxxxx XxxxxxBorough of Manhattan, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served State of New York in any suit or proceeding arising out of or relating to any Securities this Agreement or this Indenture the Pledged Collateral or that may be instituted in or brought under federal or state securities laws. To the extent that the Pledgor has or hereafter may acquire any United States Federal or New York state court located in the Borough of Manhattan in The City of New York, and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) irrevocably submits to the non-exclusive immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, it hereby irrevocably waives such courts immunity in respect of its obligations under this Agreement. In addition, the Pledgor irrevocably waives and agrees not to assert, by way of motion, as a defense, or otherwise in any such suit suit, action or proceeding, and (iii) agrees any claim that service of process upon CT Corporation System and written notice of said service it is not personally subject to the Company (mailed jurisdiction of the abovementioned courts for any reason whatsoever, that such suit, action or delivered to proceeding is brought in an inconvenient forum or that the Company as provided venue for such suit is improper, or that this Agreement or the subject matter hereof may not be enforced in Section 1.04), shall be deemed in every respect effective service of process upon such courts. The Pledgor and the Company Trustee agree that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or proceedingin any other manner provided by law. The Company further agrees Nothing in this Section 22 shall affect the right of the Trustee to take serve legal process in any and all actions, including other manner permitted by law or affect the execution and filing right of the Trustee to bring any action or proceeding against any Pledgor or its property in the courts of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such courtother jurisdictions.

Appears in 2 contracts

Samples: Securities Pledge Agreement (Insight Communications of Central Ohio LLC), Securities Pledge Agreement (Coaxial LLC)

Agent for Service; Submission to Jurisdiction. By the execution and delivery Each of this Indenture, the Company (i) acknowledges and the Guarantors agrees that it has irrevocably designated and appointed CT Corporation Systemany legal suit, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit action or proceeding arising out of or relating based upon this Agreement or brought with respect to any the Securities under U.S. federal or this Indenture that state securities laws may be instituted in any the federal courts of the United States Federal or New York state court of America located in the Borough of Manhattan in The City and County of New YorkYork or the courts of the State of New York located in the City and County of New York (collectively, the “Specified Courts”), and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) each party irrevocably submits to the non-exclusive jurisdiction of such courts in any such suit suit, action or proceeding. Each of the Company and the Guarantors irrevocably appoints Global Crossing Development Co., and (iii) agrees that 200 Xxxx Xxxxxx, Xxxxx 000, Xxxxxxx Xxxx, XX 00000 as its agent to receive service of process or other legal summons for purposes of any such suit, action or proceeding that may be instituted in the Specified Courts. Service of any process, summons, notice or document upon CT Corporation System such agent, and written notice of said service by mail to the Company (mailed or delivered to the Company as provided in Section 1.04), such party’s address set forth above shall be deemed in every respect effective service of process upon the Company for any suit, action or other proceeding brought in any such suit or proceedingcourt. The Company further agrees to take any and all actions, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company parties irrevocably and unconditionally waiveswaive, to the fullest extent permitted by applicable law, any objection that it may now or hereafter have to the laying of venue of any such actionsuit, suit action or other proceeding in any such court the Specified Courts and irrevocably and unconditionally waive and agree not to plead or any appellate court with respect thereto. The Company irrevocably waivesclaim, to the fullest extent permitted by applicable law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such courtcourt that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.

Appears in 1 contract

Samples: Global Crossing LTD

Agent for Service; Submission to Jurisdiction. By the execution and delivery Each of this Indenture, the Company (i) acknowledges and the Guarantors agrees that it has irrevocably designated and appointed CT Corporation Systemany legal suit, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit action or proceeding arising out of or relating based upon this Agreement or brought with respect to any the Securities under U.S. federal or this Indenture that state securities laws may be instituted in any the federal courts of the United States Federal or New York state court of America located in the Borough of Manhattan in The City and County of New YorkYork or the courts of the State of New York located in the City and County of New York (collectively, the “Specified Courts”), and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) each party irrevocably submits to the non-exclusive jurisdiction of such courts in any such suit suit, action or proceeding. Each of the Company and the Guarantors irrevocably appoints Global Crossing Development Co., and (iii) agrees that 000 Xxxx Xxxxxx, Xxxxx 000, Xxxxxxx Xxxx, XX 00000 as its agent to receive service of process or other legal summons for purposes of any such suit, action or proceeding that may be instituted in the Specified Courts. Service of any process, summons, notice or document upon CT Corporation System such agent, and written notice of said service by mail to the Company (mailed or delivered to the Company as provided in Section 1.04), such party’s address set forth above shall be deemed in every respect effective service of process upon the Company for any suit, action or other proceeding brought in any such suit or proceedingcourt. The Company further agrees to take any and all actions, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company parties irrevocably and unconditionally waiveswaive, to the fullest extent permitted by applicable law, any objection that it may now or hereafter have to the laying of venue of any such actionsuit, suit action or other proceeding in any such court the Specified Courts and irrevocably and unconditionally waive and agree not to plead or any appellate court with respect thereto. The Company irrevocably waivesclaim, to the fullest extent permitted by applicable law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such courtcourt that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Global Crossing LTD)

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By the execution and delivery of this IndentureAgreement, the Company (i) ---------- acknowledges that it has has, by separate written instrument, irrevocably designated and appointed CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000System (and any successor entity), as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to any Securities or this Indenture Agreement that may be instituted in any United States Federal federal or state court in the State of New York or brought under federal or state court located in the Borough of Manhattan in The City of New Yorksecurities laws, and acknowledges that CT Corporation System has accepted such designation and appointmentdesignation, (ii) irrevocably submits to the non-exclusive nonexclusive jurisdiction of any such courts court in any such suit or proceeding, and (iii) agrees that service of process upon CT Corporation System and written notice of said service to the Company (mailed or delivered to the Company as provided in Section 1.04), shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. The Company further agrees to take any and all actionsaction, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture any of the Transfer Restricted Securities shall be outstanding. To the extent that the Company may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in full force and effect. The Company aid of execution, execution or otherwise) with respect to itself or its property, it hereby irrevocably and unconditionally waiveswaives such immunity in respect of this Agreement, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such court.

Appears in 1 contract

Samples: Mirant Mid Atlantic LLC

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Agent for Service; Submission to Jurisdiction. By the execution and delivery of this Indenture, the Company (i) acknowledges that it has irrevocably designated and appointed CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to any Securities or this Indenture that may be instituted in any United States Federal or New York state court located in the Borough of Manhattan in The City of New York, and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) irrevocably submits to the non-exclusive jurisdiction of such courts in any such suit or proceeding, and (iii) agrees that service of process upon CT Corporation System and written notice of said service to the Company (mailed or delivered to the Company as provided in Section 1.04), shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. The Company further agrees to take any and all actions, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such court.

Appears in 1 contract

Samples: Baxalta Incorporated (Baxalta Inc)

Agent for Service; Submission to Jurisdiction. Waiver ----------------------------------------------------- of Immunities. ------------- By the execution and delivery of this Indenture, the Company (i) acknowledges that it has has, by separate written instrument, irrevocably designated and appointed CT Corporation SystemSystems, 000 Xxxxxx Xxxxxx0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx X.X. 00000, as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to any the Securities or this Indenture that may be instituted in any United States Federal federal or New York state court located in the Borough of Manhattan in The City State of New York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder), and acknowledges that CT Corporation System has accepted such designation and appointmentdesignation, (ii) irrevocably submits to the non-exclusive jurisdiction of any such courts court in any such suit or proceeding, and (iii) agrees that service of process upon CT Corporation System and written notice of said service to the Company it (mailed or delivered to the Company Company's Corporate Secretary at its principal office as provided specified in Section 1.04105(2), ) shall be deemed in every respect effective service of process upon the Company it in any such suit or proceeding. The Company further agrees to take any and all actions, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The To the extent that the Company has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture and unconditionally waivesthe Securities, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such court.

Appears in 1 contract

Samples: Globenet Communications Group LTD

Agent for Service; Submission to Jurisdiction. By Each of the execution and delivery of this Indentureparties hereto irrevocably agrees that any suit, the Company (i) acknowledges that it has irrevocably designated and appointed CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit action or proceeding arising out of or relating to any Securities or this Indenture that Agreement may be instituted in any United States Federal or federal and New York state court State courts located in the Borough of Manhattan in Manhattan, The City of New York, irrevocably waives, to the fullest extent it may effectively do so, any objection which it may now or hereafter have to the laying of venue of any such proceeding; and acknowledges that CT Corporation System has accepted such designation and appointment, (ii) irrevocably submits to the non-exclusive jurisdiction of such courts in any such suit suit, action or proceedingproceeding brought in such a court and waives any other requirements of or objections to personal jurisdiction with respect thereto. For so long as any Securities remain outstanding, and the Company irrevocably appoints CT Corporation System, located at 000 Xxxxxx Xxxxxx, Xxx Xxxx, XX 00000 as its respective agent (iiithe "Authorized Agent") agrees that for service of process in any suit, action or proceeding arising out of or relating to this Agreement, that may be instituted in United States federal and New York State courts located in the Borough of Manhattan, The City of New York. Such appointment shall be irrevocable during the aforesaid period unless and until replaced by an agent reasonably acceptable to the Trustee. The Company represents and warrants that the Authorized Agent has agreed to act as said agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect as aforesaid, and, in the event such appointment ceases to be in full force and effect, the Company agrees to promptly and irrevocably for so long as any Securities remain outstanding appoint another agent for such service of process. Service of process upon CT Corporation System the Authorized Agent and written notice of said such service to the Company (mailed or delivered to the Company as provided in Section 1.04), shall be deemed deemed, in every respect respect, effective service of process upon the Company in any such suit or proceeding. The Company further agrees to take any and all actions, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation and appointment of CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such courtCompany.

Appears in 1 contract

Samples: Registration Rights Agreement (Millicom International Cellular Sa)

Agent for Service; Submission to Jurisdiction. Waiver of -------------------------------------------------------- Immunities. By the execution and delivery of this IndentureAgreement, the Company (i) acknowledges that it has ---------- hereby irrevocably designated designates and appointed CT Corporation System, 000 appoints Xxxxxxx X. Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000(or any successor), as its authorized agent upon which process may be served in any suit or proceeding arising out of or relating to any Securities or this Indenture Agreement that may be instituted in any United States Federal federal or New York state court located in the Borough of Manhattan in The City State of New York, or brought under federal or state securities laws, and acknowledges that CT Corporation System Xxxxxxx X. Xxxxxx has accepted such designation and appointmentdesignation, (ii) irrevocably submits to the non-exclusive jurisdiction of any such courts court in any such suit or proceeding, and (iii) agrees that service of process upon CT Corporation System Xxxxxxx X. Xxxxxx (or any successor) and written notice of said service to the Company (mailed or delivered to its Chief Financial Officer at the Company as provided Company's principal office in Section 1.04Arlington, Virginia), shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. The Company further agrees to take any and all actionsaction, including the execution and filing of any and all such documents and instruments, as may be reasonably necessary to continue such designation destination and appointment of CT Corporation System Xxxxxxx X. Xxxxxx (or any successor) in full force and effect so long as this Indenture any of the Notes shall be outstanding. To the extent that the Company has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in full force and effect. The Company aid of execution, execution or otherwise) with respect to itself or its property, it hereby irrevocably and unconditionally waiveswaives such immunity in respect of its obligations under this Agreement, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such court.

Appears in 1 contract

Samples: Escrow Agreement (Omnipoint Corp \De\)

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