Common use of Choice of Law Provisions Clause in Contracts

Choice of Law Provisions. The choice of law provisions set forth in Section 11.14 are legal, valid and binding under the Laws of Ireland, Bermuda, Luxembourg and each other jurisdiction in which any Loan Party that is a Foreign Subsidiary is organized, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any such other jurisdiction will not give effect to the choice of law of the State of New York as the proper law, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to such provisions. Ultimate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Ireland, Intermediate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Bermuda, each of the Borrower and Actavis SCS has the legal capacity to xxx and be sued in its own name under the Laws of Luxembourg and each other Loan Party that is a Foreign Subsidiary has the legal capacity to xxx and be sued in its own name under the Laws of its jurisdiction of formation, incorporation or organization, as applicable. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has the power to submit, and has irrevocably submitted, to the exclusive jurisdiction of the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, and such irrevocable submission and the waiver by Ultimate Parent and each Loan Party that is a Foreign Subsidiary of any immunity and any objection to the venue of the proceedings in such Federal or state court are legal, valid and binding obligations of Ultimate Parent or such Loan Party, as applicable, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized would not give effect to such submission and waivers, other than through the exercise by any such court of discretionary powers under general principles of equity or based on public policy limitations in each case not specifically relating to such submission and waivers. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has validly and irrevocably appointed Actavis as its authorized agent for the purpose described in Section 11.14. Service of process in the manner set forth in Section 11.14 will be effective to confer valid personal jurisdiction over Ultimate Parent and each Loan Party that is a Foreign Subsidiary, and Ultimate Parent knows of no reason why the courts in Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized will not recognize as valid and final, or will not enforce, any final and conclusive judgment against Ultimate Parent or any Loan Party that is a Foreign Subsidiary obtained in any such Federal or state court arising out of or in relation to the obligations of Ultimate Parent or such Loan Party under the Loan Documents, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to jurisdictional matters (including consent to service of process provisions).

Choice of Law Provisions. The choice of law provisions set forth in Section 11.14 are legal, valid and binding under the Laws of Ireland, Bermuda, Luxembourg and each other jurisdiction in which any Loan Party that is a Foreign Subsidiary is organized, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any such other jurisdiction will not give effect to the choice of law of the State of New York as the proper law, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to such provisions. Ultimate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Ireland, Intermediate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Bermuda, each of the Borrower and Actavis SCS has the legal capacity to xxx and be sued in its own name under the Laws of Luxembourg and each other Loan Party that is a Foreign Subsidiary has the legal capacity to xxx and be sued in its own name under the Laws of its jurisdiction of formation, incorporation or organization, as applicable. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has the power to submit, and has irrevocably submitted, to the exclusive jurisdiction of the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, and such irrevocable submission and the waiver by Ultimate Parent and each Loan Party that is a Foreign Subsidiary of any immunity and any objection to the venue of the proceedings in such Federal or state court are legal, valid and binding obligations of Ultimate Parent or such Loan Party, as applicable, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized would not give effect to such submission and waivers, other than through the exercise by any such court of discretionary powers under general principles of equity or based on public policy limitations in each case not specifically relating to such submission and waivers. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has validly and irrevocably appointed Actavis as its authorized agent for the purpose described in Section 11.14. Service of process in the manner set forth in Section 11.14 will be effective to confer valid personal jurisdiction over Ultimate Parent and each Loan Party that is a Foreign Subsidiary, and Ultimate Parent knows of no reason why the courts in Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized will not recognize as valid and final, or will not enforce, any final and conclusive judgment against Ultimate Parent or any Loan Party that is a Foreign Subsidiary obtained in any such Federal or state court arising out of or in relation to the obligations of Ultimate Parent or such Loan Party under the Loan Documents, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to jurisdictional matters (including consent to service of process provisions).

Choice of Law Provisions. The choice of law provisions set forth in Section 11.14 are legal, valid and binding under the Laws of Ireland, Bermuda, Luxembourg Luxembourg, Puerto Rico and each other jurisdiction in which any Loan Party that is a Foreign Subsidiary is organized, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg Luxembourg, Puerto Rico or any such other jurisdiction will not give effect to the choice of law of the State of New York as the proper law, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to such provisions. Ultimate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Ireland, Intermediate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Bermuda, each the Puerto Rico Borrower has the legal capacity to xxx and be sued in its own name under the Laws of Puerto Rico, the Luxembourg Borrower and Actavis SCS has the legal capacity to xxx and be sued in its own name under the Laws of Luxembourg and each other Loan Party that is a Foreign Subsidiary has the legal capacity to xxx and be sued in its own name under the Laws of its jurisdiction of formation, incorporation or organization, as applicable. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has the power to submit, and has irrevocably submitted, to the exclusive jurisdiction of the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, and such irrevocable submission and the waiver by Ultimate Parent and each Loan Party that is a Foreign Subsidiary of any immunity and any objection to the venue of the proceedings in such Federal or state court are legal, valid and binding obligations of Ultimate Parent or such Loan Party, as applicable, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg Luxembourg, Puerto Rico or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized would not give effect to such submission and waivers, other than through the exercise by any such court of discretionary powers under general principles of equity or based on public policy limitations in each case not specifically relating to such submission and waivers. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has validly and irrevocably appointed Actavis the US Borrower as its authorized agent for the purpose described in Section 11.14. Service of process in the manner set forth in Section 11.14 will be effective to confer valid personal jurisdiction over Ultimate Parent and each Loan Party that is a Foreign Subsidiary, and Ultimate Parent knows of no reason why the courts in Ireland, Bermuda, Luxembourg Luxembourg, Puerto Rico or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized will not recognize as valid and final, or will not enforce, any final and conclusive judgment against Ultimate Parent or any Loan Party that is a Foreign Subsidiary obtained in any such Federal or state court arising out of or in relation to the obligations of Ultimate Parent or such Loan Party under the Loan Documents, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to jurisdictional matters (including consent to service of process provisions).

Choice of Law Provisions. The choice of law provisions set forth in Section 11.14 are legal, valid and binding under the Laws of Ireland, Bermuda, Luxembourg and each other jurisdiction in which any Loan Party that is a Foreign Subsidiary is organized, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any such other jurisdiction will not give effect to the choice of law of the State of New York as the proper law, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to such provisions. Ultimate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Ireland, Intermediate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Bermuda, each of the Luxembourg Borrower and Actavis SCS has the legal capacity to xxx and be sued in its own name under the Laws of Luxembourg and each other Loan Party that is a Foreign Subsidiary has the legal capacity to xxx and be sued in its own name under the Laws of its jurisdiction of formation, incorporation or organization, as applicable. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has the power to submit, and has irrevocably submitted, to the exclusive jurisdiction of the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, and such irrevocable submission and the waiver by Ultimate Parent and each Loan Party that is a Foreign Subsidiary of any immunity and any objection to the venue of the proceedings in such Federal or state court are legal, valid and binding obligations of Ultimate Parent or such Loan Party, as applicable, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized would not give effect to such submission and waivers, other than through the exercise by any such court of discretionary powers under general principles of equity or based on public policy limitations in each case not specifically relating to such submission and waivers. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has validly and irrevocably appointed Actavis the US Borrower as its authorized agent for the purpose described in Section 11.14. Service of process in the manner set forth in Section 11.14 will be effective to confer valid personal jurisdiction over Ultimate Parent and each Loan Party that is a Foreign Subsidiary, and Ultimate Parent knows of no reason why the courts in Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized will not recognize as valid and final, or will not enforce, any final and conclusive judgment against Ultimate Parent or any Loan Party that is a Foreign Subsidiary obtained in any such Federal or state court arising out of or in relation to the obligations of Ultimate Parent or such Loan Party under the Loan Documents, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to jurisdictional matters (including consent to service of process provisions).

Choice of Law Provisions. The choice of law provisions set forth in Section 11.14 are legal, valid and binding under the Laws of Ireland, Bermuda, Luxembourg and each other jurisdiction in which any Loan Party that is a Foreign Subsidiary is organized, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any such other jurisdiction will not give effect to the choice of law of the State of New York as the proper law, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to such provisions. Ultimate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Ireland, Intermediate Parent has the legal capacity to xxx and be sued in its own name under the Laws of Bermuda, each of the Borrower and Actavis SCS has the legal capacity to xxx and be sued in its own name under the Laws of Luxembourg and each other Loan Party that is a Foreign Subsidiary has the legal capacity to xxx and be sued in its own name under the Laws of its jurisdiction of formation, incorporation or organization, as applicable. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has the power to submit, and has irrevocably submitted, to the exclusive jurisdiction of the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, and such irrevocable submission and the waiver by Ultimate Parent and each Loan Party that is a Foreign Subsidiary of any immunity and any objection to the venue of the proceedings in such Federal or state court are legal, valid and binding obligations of Ultimate Parent or such Loan Party, as applicablePerson, and Ultimate Parent knows of no reason why the courts of Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized would not give effect to such submission and waivers, other than through the exercise by any such court of discretionary powers under general principles of equity or based on public policy limitations in each case not specifically relating to such submission and waivers. Each of Ultimate Parent and each Loan Party that is a Foreign Subsidiary has validly and irrevocably appointed Actavis as its authorized agent for the purpose described in Section 11.14. Service of process in the manner set forth in Section 11.14 will be effective to confer valid personal jurisdiction over Ultimate Parent and each Loan Party that is a Foreign Subsidiary, and Ultimate Parent knows of no reason why the courts in Ireland, Bermuda, Luxembourg or any other jurisdiction where any Loan Party that is a Foreign Subsidiary is organized will not recognize as valid and final, or will not enforce, any final and conclusive judgment against Ultimate Parent or any Loan Party that is a Foreign Subsidiary obtained in any such Federal or state court arising out of or in relation to the obligations of Ultimate Parent or such Loan Party under the Loan Documents, other than through the exercise by any such court of discretionary powers under general principles of equity or public policy limitations in each case not specifically relating to jurisdictional matters (including consent to service of process provisions).