Choice of Law; Service of Process. This Agreement and all ------------------------------------- matters related hereto shall be construed and enforced in accordance with the laws of the State of New York as to validity, construction, performance and remedies without reference to principles of conflict of laws. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally and irrevocably consent to submit to personal jurisdiction in all state and federal courts located in the State and County of New York in any action or proceeding relating to this Agreement, the Loan or any of the Loan Documents. Service of any summons and complaint or other process in any such action or proceeding may be made upon Borrower and Guarantors by registered or certified mail, return receipt requested, at the address set forth herein, Borrower and Guarantors hereby waiving personal service thereof, or as may otherwise be permitted by law. Borrower and Guarantors hereby knowingly, voluntarily, intentionally, unconditionally and irrevocably (a) waive any rights of Borrower or Guarantors pursuant to the laws of Mexico or any other court or jurisdiction by virtue of which exclusive jurisdiction of the courts of Mexico or any other court or jurisdiction might be claimed; (b) waive any and all objections as to venue and any and all rights Borrower or Guarantors may have to seek a change of venue with respect to any action or proceeding; (c) waive any and all defenses granted by the laws of Mexico or any other country or jurisdiction unless such defenses are also allowed by the laws of the State of New York; and (d) agree that any final judgment rendered against Borrower and Guarantors in any such action or proceeding shall be conclusive and may be enforced in Mexico pursuant to applicable law or treaty or any other country or jurisdiction by suit on the judgment or in any manner provided by applicable law or treaty and expressly consents to the affirmation of the validity of any such judgment by the courts of Mexico or any other country or jurisdiction so as to permit execution thereon. Nothing herein shall affect the right of Lender to commence legal proceedings or otherwise proceed against Borrower or Guarantors in any other country or jurisdiction in which assets of the Borrower or Guarantors are located or to serve process in any other manner permitted by applicable law or treaty. Borrower or Guarantors further agree that any action or proceeding by Borrower or Guarantors against Lender in r...
Choice of Law; Service of Process. This Agreement shall be construed in accordance with, and this Agreement and all matters arising out of or in relating in any way whatsoever to this Agreement (whether in contract, tort or otherwise) shall be governed by, the law of the State of New York. ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO ANY CLAIM OR ACTION ARISING OUT OF THIS AGREEMENT OR CONDUCT IN CONNECTION WITH THIS ENGAGEMENT IS HEREBY WAIVED. The parties hereto submit to the exclusive jurisdiction of the federal and New York state courts located in the county of New York, New York in connection with any dispute related to this letter agreement or any of the matters contemplated hereby.
Choice of Law; Service of Process. This Pledge Agreement shall be deemed a contract under, and shall be governed by, and construed and enforced in accordance with, the laws of the State of New York without regard to conflicts of laws principles (other than Sections 5-1401 and 5-1402 of the General Obligations Law of the State of New York), except to the extent that the validity or perfection of the security interests hereunder, or remedies hereunder, in respect of any particular Pledged Collateral are governed by the laws of a jurisdiction other than the state of New York. Each Pledgor hereby agrees that service of copies of the summons and complaint and any other process which may be served in any such action or proceeding may be made by mailing Exhibit H – Form of Pledge Agreement or delivering a copy of such process to such Pledgor at the address set forth for the Credit Parties in the Credit Agreement. Nothing in this Section shall affect the rights of any Lender to serve legal process in any other manner permitted by the law or affect the right of any Lender to bring any action or proceeding against any Pledgor or its Property in the courts of any other jurisdiction.
Choice of Law; Service of Process. This Security Agreement shall be deemed a contract under, and shall be governed by, and construed and enforced in accordance with, the laws of the State of New York without regard to conflicts of laws principles (other than Sections 5-1401 and 5-1402 of the General Obligations Law of the State of New York), except to the extent that the validity or perfection of the security interests hereunder, or remedies hereunder, in respect of any particular Collateral are governed by the laws of a jurisdiction other than the state of New York. Each Grantor hereby agrees that service of copies of the summons and complaint and any other process which may be served in any such action or proceeding may be made by mailing or Exhibit I – Form of Security Agreement delivering a copy of such process to such Grantor at the address set forth for the Credit Parties in the Credit Agreement. Nothing in this Section shall affect the rights of any Lender to serve legal process in any other manner permitted by the law or affect the right of any Lender to bring any action or proceeding against any Grantor or its Property in the courts of any other jurisdiction.
Choice of Law; Service of Process. This Agreement shall be construed, interpreted and the rights of the parties determined in accordance with the laws of the State of California without reference to its choice of law provisions, except that the internal governance of any Delaware corporation affected by this Agreement shall be construed, interpreted and the rights of the parties determined in accordance with Delaware General Corporation Law without reference to its choice of law provisions. Each Shareholder irrevocably consents to the service of any and all process in any action or proceeding arising out of or relating to this Agreement by the mailing of copies of such process to the Shareholders of such Shareholder at his address specified in Section 12.3.
Choice of Law; Service of Process. This Agreement shall be construed, interpreted and the rights of the parties determined in accordance with the internal laws of the State of New York without reference to its choice of law provisions (other than Section 5-1401 of New York's General Obligations Law), except with respect to matters of law concerning the internal corporate affairs of any corporate entity which is a party to or the subject of this Agreement, and as to those matters the law of the jurisdiction under which the respective entity derives its powers shall govern. Each party to this Agreement irrevocably consents to the jurisdiction and venue of any state or federal court situated in the City of New York, waives any objection or defense to any such jurisdiction or venue as an inconvenient forum, and consents to the service of any and all process in any action or proceeding arising out of or relating to this Agreement by the mailing of copies of such process to such party at its address specified in Section 9.3 hereof.
Choice of Law; Service of Process. (a) This Agreement shall be construed, interpreted and the rights of the parties determined in accordance with the laws of the State of New York without reference to its choice of law provisions.
Choice of Law; Service of Process. This LEASE shall be binding and effective on LESSOR only when signed by an officer of LESSOR at its home office in Libertyville, Illinois, and except for local filing requirements, shall be governed by Illinois law and shall be deemed to have been made in Libertyville, Illinois. LESSXX xxxs hereby submit to the jurisdiction of any courts (federal, state or local) having situs within the State of Illinois with respect to any dispute, claim or suit arising out of or relating to this LEASE or LESSEE'S obligations hereunder.
Choice of Law; Service of Process. This Lease shall be binding and effective only when signed by an officer of Lessor at its home office Miami, Florida and, except for local filing requirements, shall be governed by Florida Law and shall be deemed to have been made in Miami, Florida. Lessee does hereby submit to the jurisdiction of any courts (federal, state, or local) having a situ within the State of Florida with respect to any dispute, claim or suit arising out of or relating to this Lease or Lessee's obligations hereunder.
Choice of Law; Service of Process. This Agreement shall be --------------------------------- construed, interpreted and the rights of the Parties determined in accordance with the laws of the State of New York, without giving effect to any choice of law or conflict provision or rule (whether of the State of New York or any other jurisdiction) that would cause the laws of any jurisdiction other than the State of New York to be applied. In furtherance of the foregoing, the internal law of the State of New York will control the interpretation and construction of this Agreement, even if under such jurisdiction's choice of law or conflict of law analysis, the substantive law of some other jurisdiction would ordinarily apply. Sellers irrevocably agree that any legal action or proceeding arising out of or in connection with the Transaction Documents, or the transactions contemplated thereby, shall be brought in the United States District Court for the Southern District of New York. Any and all service of process and any other notice in any such action, suit or proceeding shall be effective against any Party if given personally or by registered or certified mail, return receipt requested, or by any other means of mail that requires a signed receipt, postage prepaid, mailed to such Party as herein provided.
