Common use of California Judicial Reference Clause in Contracts

California Judicial Reference. In the event any legal proceeding is filed in a court of or in the State of California (the “Court”) by or against a Loan Party or Lender in connection with any controversy, dispute or claim directly or indirectly arising out of or relating to this Agreement, any Notes issued pursuant hereto (if any), the Loan Documents or the transactions contemplated thereby (whether based on contract, tort or any other theory) (each, a “Claim”) and the waiver set forth in the preceding Section 11.12 is not enforceable in such action or proceeding, the Loan Parties and Lender (by its acceptance hereof) agree as follows: (a) With the exception of the matters specified in Section 11.18(b) below, any Claim will be determined by a general reference proceeding in accordance with the provisions of California Code of Civil Procedure Sections 638 through 645.2, including any revision or replacement of such statutes or rules hereafter enacted. The Loan Parties and Lender intend this general reference agreement to be specifically enforceable in accordance with California Code of Civil Procedure Section 638, including any revision or replacement of such statute or rule hereafter enacted. Except as otherwise provided in this and the other related Loan Documents, venue for the reference proceeding will be in the state or federal court in the county or district where venue is otherwise appropriate under applicable Law. (b) The following matters shall not be subject to a general reference proceeding: (i) judicial or non-judicial foreclosure of any security interests in real or personal property; (ii) exercise of self-help remedies (including, without limitation, set-off); (iii) appointment of a receiver; and (iv) temporary, provisional or ancillary remedies (including, without limitation, writs of attachment, writs of possession, temporary restraining orders or preliminary injunctions or other injunction relief). This Section 11.18 does not limit the right of the Loan Parties or Lender to exercise or oppose any of the rights and remedies described in Section 11.18(b) (i) - (iv) and any such exercise or opposition does not waive the right of the Loan Parties or Lender to a reference proceeding pursuant to this Section 11.18. (c) Upon the written request of the Loan Parties or Lender, the Loan Parties and Xxxxxx shall select a single referee, who shall be a retired judge or justice. If the Loan Parties and Xxxxxx do not agree upon a referee within ten (10) days of such written request then the Loan Parties or Lender may request the Court to appoint a referee pursuant to California Code of Civil Procedure Section 640(b), including any revision or replacement of such statute or rule hereafter enacted. (d) All proceedings and hearings conducted before the referee, except for trial, shall be conducted without a court reporter, except when the Loan Parties or Lender so requests, a court reporter will be used and the referee will be provided a courtesy copy of the transcript. The party making such request shall have the obligation to arrange for and pay costs of the court reporter, provided that such costs, along with the referee’s fees, shall ultimately be borne by the party who does not prevail, as determined by the referee. (e) The referee may require one or more prehearing conferences. The Loan Parties and Xxxxxx shall be entitled to discovery, and the referee shall oversee discovery in accordance with the rules of discovery, and may enforce all discovery orders in the same manner as any trial court judge in proceedings at law in the State of California. The referee shall apply the rules of evidence applicable to proceedings at law in the State of California and shall determine all issues in accordance with applicable state and federal law. The referee shall be empowered to enter equitable as well as legal relief and rule on any motion which would be authorized in a trial, including, without limitation, motions for default judgment or summary judgment. The referee shall report the referee’s decision, which report shall also include findings of fact and conclusions of law. (f) THE LOAN PARTIES AND XXXXXX RECOGNIZE AND AGREE THAT ALL CLAIMS RESOLVED IN A GENERAL REFERENCE PROCEEDING PURSUANT HERETO WILL BE DECIDED BY A REFEREE AND NOT BY A JURY.

California Judicial Reference. In the event any legal proceeding is filed in a court of or in the State of California (the “Court”) by or against a Loan Party or the Lender in connection with any controversy, dispute or claim directly or indirectly arising out of or relating to this Agreement, any Notes issued pursuant hereto (if any), the Loan Documents or the transactions contemplated thereby (whether based on contract, tort or any other theory) (each, a “Claim”) and the waiver set forth in the preceding Section 11.12 is not enforceable in such action or proceeding, the Loan Parties and Lender (by its acceptance hereof) agree as follows: (a) With the exception of the matters specified in Section 11.18(b11.19(b) below, any Claim will be determined by a general reference proceeding in accordance with the provisions of California Code of Civil Procedure Sections 638 through 645.2, including any revision or replacement of such statutes or rules hereafter enacted. The Loan Parties and Lender intend this general reference agreement to be specifically enforceable in accordance with California Code of Civil Procedure Section 638, including any revision or replacement of such statute or rule hereafter enacted. Except as otherwise provided in this and the other related Loan Documents, venue for the reference proceeding will be in the state or federal court in the county or district where venue is otherwise appropriate under applicable Law. (b) The following matters shall not be subject to a general reference proceeding: (i) judicial or non-judicial foreclosure of any security interests in real or personal property; (ii) exercise of self-help remedies (including, without limitation, set-off); (iii) appointment of a receiver; and (iv) temporary, provisional or ancillary remedies (including, without limitation, writs of attachment, writs of possession, temporary restraining orders or preliminary injunctions or other injunction relief). This Section 11.18 11.19 does not limit the right of the Loan Parties or Lender to exercise or oppose any of the rights and remedies described in Section 11.18(b11.19(b) (i) - (iv) and any such exercise or opposition does not waive the right of the Loan Parties or the Lender to a reference proceeding pursuant to this Section 11.1811.19. (c) Upon the written request of the Loan Parties or Lender, the Loan Parties and Xxxxxx Lxxxxx shall select a single referee, who shall be a retired judge or justice. If the Loan Parties and Xxxxxx Lxxxxx do not agree upon a referee within ten (10) days of such written request then the Loan Parties or Lender may request the Court to appoint a referee pursuant to California Code of Civil Procedure Section 640(b), including any revision or replacement of such statute or rule hereafter enacted. (d) All proceedings and hearings conducted before the referee, except for trial, shall be conducted without a court reporter, except when the Loan Parties or Lender so requests, a court reporter will be used and the referee will be provided a courtesy copy of the transcript. The party making such request shall have the obligation to arrange for and pay costs of the court reporter, provided that such costs, along with the referee’s fees, shall ultimately be borne by the party who does not prevail, as determined by the referee. (e) The referee may require one or more prehearing conferences. The Loan Parties and Xxxxxx Lxxxxx shall be entitled to discovery, and the referee shall oversee discovery in accordance with the rules of discovery, and may enforce all discovery orders in the same manner as any trial court judge in proceedings at law in the State of California. The referee shall apply the rules of evidence applicable to proceedings at law in the State of California and shall determine all issues in accordance with applicable state and federal law. The referee shall be empowered to enter equitable as well as legal relief and rule on any motion which would be authorized in a trial, including, without limitation, motions for default judgment or summary judgment. The referee shall report the referee’s decision, which report shall also include findings of fact and conclusions of law. (f) THE LOAN PARTIES AND XXXXXX LXXXXX RECOGNIZE AND AGREE THAT ALL CLAIMS RESOLVED IN A GENERAL REFERENCE PROCEEDING PURSUANT HERETO WILL BE DECIDED BY A REFEREE AND NOT BY A JURY.

California Judicial Reference. In the event any legal proceeding is filed in a court of or in the State of California (the “Court”) by or against a Loan Party or Lender in connection with any controversy, dispute or claim directly or indirectly arising out of or relating to this Agreement, any Notes issued pursuant hereto (if any), the Loan Documents or the transactions contemplated thereby (whether based on contract, tort or any other theory) (each, a “Claim”) and the waiver set forth in the preceding Section 11.12 is not enforceable in such action or proceeding, the Loan Parties and Lender (by its acceptance hereof) agree as follows: (a) With the exception of the matters specified in Section 11.18(b) below, any Claim will be determined by a general reference proceeding in accordance with the provisions of California Code of Civil Procedure Sections 638 through 645.2, including any revision or replacement of such statutes or rules hereafter enacted. The Loan Parties and Lender intend this general reference agreement to be specifically enforceable in accordance with California Code of Civil Procedure Section 638, including any revision or replacement of such statute or rule hereafter enacted. Except as otherwise provided in this and the other related Loan Documents, venue for the reference proceeding will be in the state or federal court in the county or district where venue is otherwise appropriate under applicable Law. (b) The following matters shall not be subject to a general reference proceeding: (i) judicial or non-judicial foreclosure of any security interests in real or personal property; (ii) exercise of self-help remedies (including, without limitation, set-off); (iii) appointment of a receiver; and (iv) temporary, provisional or ancillary remedies (including, without limitation, writs of attachment, writs of possession, temporary restraining orders or preliminary injunctions or other injunction relief). This Section 11.18 does not limit the right of the Loan Parties or Lender to exercise or oppose any of the rights and remedies described in Section 11.18(b) (i) - (iv) and any such exercise or opposition does not waive the right of the Loan Parties or Lender to a reference proceeding pursuant to this Section 11.18. (c) Upon the written request of the Loan Parties or Lender, the Loan Parties and Xxxxxx shall select a single referee, who shall be a retired judge or justice. If the Loan Parties and Xxxxxx do not agree upon a referee within ten (10) days of such written request then the Loan Parties or Lender may request the Court to appoint a referee pursuant to California Code of Civil Procedure Section 640(b), including any revision or replacement of such statute or rule hereafter enacted. (d) All proceedings and hearings conducted before the referee, except for trial, shall be conducted without a court reporter, except when the Loan Parties or Lender so requests, a court reporter will be used and the referee will be provided a courtesy copy of the transcript. The party making such request shall have the obligation to arrange for and pay costs of the court reporter, provided that such costs, along with the referee’s fees, shall ultimately be borne by the party who does not prevail, as determined by the referee. (e) The referee may require one or more prehearing conferences. The Loan Parties and Xxxxxx shall be entitled to discovery, and the referee shall oversee discovery in accordance with the rules of discovery, and may enforce all discovery orders in the same manner as any trial court judge in proceedings at law in the State of California. The referee shall apply the rules of evidence applicable to proceedings at law in the State of California and shall determine all issues in accordance with applicable state and federal law. The referee shall be empowered to enter equitable as well as legal relief and rule on any motion which would be authorized in a trial, including, without limitation, motions for default judgment or summary judgment. The referee shall report the referee’s decision, which report shall also include findings of fact and conclusions of law. (f) THE LOAN PARTIES AND XXXXXX RECOGNIZE AND AGREE THAT ALL CLAIMS RESOLVED IN A GENERAL REFERENCE PROCEEDING PURSUANT HERETO WILL BE DECIDED BY A REFEREE AND NOT BY A JURY.Civil