Consent to Jurisdiction; Attorneys' Fees. (a) The Company (including, but not limited to, its affiliates, subsidiaries, officers, directors and controlling persons) and each Purchaser hereby (i) irrevocably submits to the exclusive jurisdiction of any New York State court or Federal court sitting in the Borough of Manhattan, The City of New York in any action related to, connected with or arising out of, in whole or in part, the Transaction Documents, including, but not limited to, transactions in the securities of the Company subsequent to the purchase by such Purchaser or Persons claimed to be affiliated with such Purchaser, (ii) agrees that all claims in such action shall be decided in such court, (iii) waives, to the fullest extent it may effectively do so, the defense of inconvenient forum and (iv) consents to the service of process by certified mail, return receipt requested. Nothing herein shall affect the right of any party to serve legal process in any manner permitted by law or affect its right to bring any action in any other court.
Consent to Jurisdiction; Attorneys' Fees. Solely for the purpose of enforcing the Company's obligations hereunder, the Company consents to personal jurisdiction, service and venue in any court proceeding in which any claim subject to this Agreement is brought by or against any Indemnified Party other than MDB. In any action for enforcement of this indemnity provision, the prevailing party shall be entitled to recover all costs, including reasonable attorneys’ fees, of bringing such an action. ZBB ENERGY CORPORATION /s/ Xxxx Xxxxxxxxx By: Xxxx Xxxxxxxxx Its: President and CEO
Consent to Jurisdiction; Attorneys' Fees. (i) The Company (including, but not limited to, its Affiliates, subsidiaries, officers, directors and controlling persons) hereby (A) irrevocably submits to the exclusive jurisdiction of any New York State court or Federal court sitting in the Borough of Manhattan, The City of New York in any action related to, connected with or arising out of, in whole or in part, this Agreement (B) agrees that all claims in such action shall be decided in such courts, (C) waives, to the fullest extent it may effectively do so, the defense of inconvenient forum, and (D) consents to the service of process by certified mail, return receipt requested. Nothing herein shall affect the right of either party to serve legal process in any manner permitted by law or affects its right to bring any action in any other court.
Consent to Jurisdiction; Attorneys' Fees. For purposes of any litigation arising out of or in connection with this Agreement, the parties hereby consent to the jurisdiction of State and Federal Courts sitting in King County, Washington. In the event of any such litigation, the prevailing party shall be entitled to recover from the other party all of its attorneys' fees and other expenses incurred in connection with such litigation.
Consent to Jurisdiction; Attorneys' Fees. Solely for the purpose of enforcing the Company’s obligations hereunder, the Company consents to personal jurisdiction, service and venue in any court proceeding in which any claim subject to this Agreement is brought by or against any Indemnified Party. In any action for enforcement of this indemnity provision, the prevailing party shall be entitled to recover all costs, including reasonable attorneys’ fees, of bringing such an action.
Consent to Jurisdiction; Attorneys' Fees. (a) The Company (including, but not limited to, its affiliates, subsidiaries, officers, directors and controlling persons) and the Purchaser hereby (i) irrevocably submits to the exclusive jurisdiction of any California State court or Federal court sitting in the County of Los Angeles, The City of Los Angeles in any action related to, connected with or arising out of, in whole or in part, the Transaction Documents, including, but not limited to, transactions in the securities of the Company subsequent to the purchase by the Purchaser or Persons claimed to be affiliated with the Purchaser, (ii) agrees that all claims in such action shall be decided in such court, (iii) waives, to the fullest extent it may effectively do so, the defense of inconvenient forum and (iv) consents to the service of process by certified mail, return receipt requested. Nothing herein shall affect the right of any party to serve legal process in any manner permitted by law or affect its right to bring any action in any other court.
Consent to Jurisdiction; Attorneys' Fees. Solely for the purpose of enforcing the Company's obligations hereunder, the Company consents to personal jurisdiction, service and venue in any court proceeding in which any claim subject to this Agreement is brought by or against any Indemnified Party other than NSC. In any action for enforcement of this Indemnity provision, the prevailing party shall be entitled to recover all costs, including reasonable attorneys' fees, of bringing such an action. Xxxxx Technologies By: 00000 Xxxxxxxx Xxxx. Xxxxx 000 • Xxx Xxxxxxx, XX 00000 • xxx.xxxxxxxxxxxxx.xxx 18 February 4, 2015 Xxxxx Technologies, Inc. 00 Xxxxxx Xxxxxx, Xxxxx 0 Xxxxxxxxx Xxxxx, XX 00000 Attention: Xx. Xxxx Xxxxxx, Chairman Re: Engagement Agreement – 1st Amendment Dear Xxxx, This 1st Amendment (“1st Amendment”) to the Engagement Agreement between the Company and NSC dated October 10, 2014 (“Agreement”), confirms the additional terms and conditions that will govern NSC’s engagement as the Company’s placement agent in connection with an offering of the Company’s secured notes and makes certain modifications to the Agreement. All terms Included and not defined herein shall have the same definitions they had in the Agreement. The Company currently has placed a principal amount of approximately $6.1 Million in the IPO Bridge Financing that automatically converts into common stock at the IPO planned under the Agreement. The Company wishes to place up to an additional $6.5 Million in principal amount in a placing to be called herein the “2nd IPO Bridge Financing” to fund the Company up through approximately January 2016 and otherwise provide adequate time to conclude the planned IPO. Additionally, it is contemplated that the notes sold in the IPO Bridge Financing will be offered the opportunity to convert into the same securities as being sold in the 2nd IPO Bridge Financing, for a potential total principal amount of approximately $12.6 Million. The 2nd IPO Bridge Financing offered by NSC under this 1st Amendment shall be deemed a private placement of Securities under the Agreement, subject to the modifications herein addressed, and this 1st Amendment addresses additional modifications to the Agreement.
Consent to Jurisdiction; Attorneys' Fees. (a) The Corporation (including, but not limited to, its subsidiaries, officers, directors and controlling persons) and each Purchaser hereby (i) irrevocably submits to the exclusive jurisdiction of any New York State court or Federal court sitting in the City of New York in any action related to, connected with or arising out of, in whole or in part, the Transaction Documents, including, but not limited to, transactions in the securities of the Corporation subsequent to the purchase by such Purchaser or Persons claimed to be affiliated with such Purchaser, (ii) agrees that all claims in such action shall be decided in such court, (iii) waives, to the fullest extent it may effectively do so, the defense of inconvenient forum and (iv) consents to the service of process by certified mail, return receipt requested. Nothing herein shall affect the right of any party to serve legal process in any manner permitted by law or affect its right to bring any action in any other court.
Consent to Jurisdiction; Attorneys' Fees. Solely for the purpose of enforcing the Company’s obligations hereunder, the Company consents to personal jurisdiction, service and venue in any court proceeding in which any claim subject to this Agreement is brought by or against any Indemnified Party other than MDB. In any action for enforcement of this indemnity provision, the prevailing party shall be entitled to recover all costs, including reasonable attorneys’ fees, of bringing such an action. IMAGEN BIOPHARMA, INC. /s/ Cxxxxxx Xxxx By: Cxxxxxx Xxxx Its: CEO
Consent to Jurisdiction; Attorneys' Fees. Tenant hereby consents to the exclusive jurisdiction of the state courts located in the county where the Building is located and to the federal courts located in the Eastern District of Pennsylvania. In connection with any litigation arising out of this Lease, the prevailing party, Tenant or Landlord, shall be entitled to recover all costs incurred, including reasonable attorneys’ fees.
