Common use of Consent to Jurisdiction, Etc Clause in Contracts

Consent to Jurisdiction, Etc. (A) Each of the parties hereto consents to the jurisdiction of and venue in federal and state courts located in the Borough of Manhattan, City and State of New York, over any suit, action or proceeding with respect to this Indenture. (B) The Guarantor hereby irrevocably and unconditionally designates and directs Xxxxx Xxxxxxxx U.S.A., Inc. with offices on the date hereof at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx, as respective agent to receive service of any and all process and documents on its respective behalf in any legal action or proceeding referred to in paragraph (a) of this Article in the State of New York and agrees that service upon such agent shall constitute valid and effective service upon the Guarantor and that failure of Xxxxx Xxxxxxxx U.S.A., Inc. to give any notice of such service to the Guarantor shall not affect or impair in any way the validity of such service or of any judgment rendered in any action or proceeding based thereon and agrees to appoint a successor agent to receive service of process on or prior to the termination for any reason of the appointment of Xxxxx Xxxxxxxx U.S.A., Inc. (or any successor agent) as agent to receive service of process. (C) Each of the Guarantor and the Company hereby irrevocably and unconditionally agrees that service of process in any such action or proceeding may also be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Guarantor, c/o the Company, at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx or to the Company at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx. (D) The provisions of this Article shall survive the termination of this Indenture, in whole or in part. * * * This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. 101

Consent to Jurisdiction, Etc. The Guarantor irrevocably and unconditionally (Ai) Each of the parties hereto consents submits to the non-exclusive jurisdiction of and venue in federal and state courts any New York State or Federal court located in the Borough County of ManhattanNew York, City and State of New York, over any suit, action or proceeding with respect arising out of or relating to this Indenture. Guaranty, (Bii) accepts for itself and in respect of its property the jurisdiction of such courts, and (iii) waives any objection to the laying of venue of any such suit, action or proceeding brought in any such courts and any claim that any such suit, action or proceeding has been brought in an inconvenient forum. The Guarantor hereby irrevocably and unconditionally designates and directs Xxxxx Xxxxxxxx U.S.A., Inc. appoints CT Corporation System (the “Process Agent”) with offices an office on the date hereof at 00 Xxxx 00xx 000 Xxxxxx Xxxxxx, Xxx Xxxx00xx Xxxxx, Xxx XxxxXxxx 00000, Xxxxxx Xxxxxx, as respective its agent to receive on behalf of the Guarantor and its property service of copies of the summons and complaint and any other notice, document or process which may be served in such suit, action or proceeding. Such service may be made by mailing or delivering a copy of such process to the Guarantor in care of the Process Agent, and the Guarantor hereby irrevocably authorizes and directs the Process Agent to accept such service on its behalf. As an alternative method of service, the Guarantor also irrevocably consents to the service of any and all process and documents on its respective behalf in any legal action or proceeding referred to in paragraph (a) of this Article in the State of New York and agrees that service upon such agent shall constitute valid and effective service upon the Guarantor and that failure of Xxxxx Xxxxxxxx U.S.A., Inc. to give any notice of such service to the Guarantor shall not affect or impair in any way the validity of such service or of any judgment rendered in any action or proceeding based thereon and agrees to appoint a successor agent to receive service of process on or prior to the termination for any reason of the appointment of Xxxxx Xxxxxxxx U.S.A., Inc. (or any successor agent) as agent to receive service of process. (C) Each of the Guarantor and the Company hereby irrevocably and unconditionally agrees that service of process in any such action or proceeding may also be effected by the mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Guarantor, c/o the Company, at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx or copies of such process to the Company at 00 Xxxx 00xx Xxxxxxits address specified in Section 14. A final judgment in any such suit, Xxx Xxxx, Xxx Xxxx. (D) The provisions of this Article shall survive action or proceeding will be conclusive and may be enforced in other jurisdictions by suit on the termination of this Indenture, in whole judgment or in partany other manner provided by law. * * * This instrument may be executed Nothing herein will affect the right of Citi to serve legal process in any number other manner permitted by law or affect Citi’s right to bring any suit, action or proceeding against the Guarantor or its property in the courts of counterpartsother jurisdictions. To the extent that the Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service or notice, each attachment prior to judgment, attachment in aid of which so executed shall be deemed execution, execution or otherwise) with respect to be an originalitself or its property, but all the Guarantor irrevocably waives such counterparts shall together constitute but one and the same instrument. 101immunity in respect of its obligations under this Guaranty.

Consent to Jurisdiction, Etc. (Aa) Each of the parties hereto consents to the jurisdiction of and venue in federal and state courts located in the Borough of Manhattan, City and State of New York, over any suit, action or proceeding with respect to this Indenture. (B) The Guarantor Grantors hereby irrevocably and unconditionally designates submits, for itself and directs Xxxxx Xxxxxxxx U.S.A.its Property, Inc. with offices on to the date hereof at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx, as respective agent to receive service nonexclusive jurisdiction of any and all process and documents on its respective behalf in any legal action or proceeding referred to in paragraph (a) of this Article in the State of New York State court or federal court of the United States of America sitting in New York City, and agrees that service upon such agent shall constitute valid and effective service upon the Guarantor and that failure of Xxxxx Xxxxxxxx U.S.A.any appellate court from any thereof, Inc. to give any notice of such service to the Guarantor shall not affect or impair in any way the validity of such service or of any judgment rendered in any action or proceeding based thereon arising out of or relating to this Agreement or any document related thereto, or for recognition or enforcement of any judgment, and agrees to appoint a successor agent to receive service of process on or prior to the termination for any reason each of the appointment of Xxxxx Xxxxxxxx U.S.A., Inc. (or any successor agent) as agent to receive service of process. (C) Each of the Guarantor and the Company Grantors hereby irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in any such New York State court or, to the extent permitted by law, in such federal court. Each of the Grantors agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Agreement shall affect any right that the Administrative Agent may otherwise have to bring any action or proceeding relating to this Agreement or any document related thereto in the courts of any jurisdiction. (b) Each of the Grantors hereby irrevocably and unconditionally consents to the service of process of any of the aforementioned courts in any such action or proceeding. Each Grantor hereby irrevocably consents to the service of any and all process in any such action or proceeding may also be effected by the mailing a copy thereof by registered of copies of such process to such Grantor, or certified mail to the Parent on behalf of such Grantor, at its address specified in Section 9 hereof. (or any substantially similar form c) Each of mail), postage prepaidthe Grantors irrevocably and unconditionally waives, to the Guarantorfullest extent it may legally and effectively do so, c/o the Company, at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx any objection that it may now or hereafter have to the Company at 00 Xxxx 00xx Xxxxxxlaying of venue of any suit, Xxx Xxxx, Xxx Xxxx. (D) The provisions action or proceeding arising out of or relating to this Article shall survive the termination of this Indenture, in whole Agreement or in part. * * * This instrument may be executed any documents related thereto in any number New York State or federal court. Each of counterpartsthe Grantors hereby irrevocably waives, each to the fullest extent permitted by law, the defense of which so executed shall be deemed an inconvenient forum to be an original, but all the maintenance of such counterparts shall together constitute but one and the same instrument. 101action or proceeding in any such court.

Consent to Jurisdiction, Etc. (A) Each of the parties hereto consents to the jurisdiction of and venue in federal and state courts located in the Borough of Manhattan, City and State of New York, over any suit, action or proceeding with respect to this Indenture. (B) The Guarantor hereby irrevocably and unconditionally designates and directs Xxxxx Xxxxxxxx U.S.A., Inc. with offices on the date hereof at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx, as respective agent to receive service of any and all process and documents on its respective behalf in any legal action or proceeding referred to in paragraph (a) of this Article in the State of New York and agrees that service upon such agent shall constitute valid and effective service upon the Guarantor and that failure of Xxxxx Xxxxxxxx U.S.A., Inc. to give any notice of such service to the Guarantor shall not affect or impair in any way the validity of such service or of any judgment rendered in any action or proceeding based thereon and agrees to appoint a successor agent to receive service of process on or prior to the termination for any reason of the appointment of Xxxxx Xxxxxxxx U.S.A., Inc. (or any successor agent) as agent to receive service of process. (C) Each of the Guarantor and the Company hereby irrevocably and unconditionally agrees that service of process in any such action or proceeding may also be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Guarantor, c/o the Company, at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx or to the Company at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx. (D) The provisions of this Article shall survive the termination of this Indenture, in whole or in part. * * * This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. 101.

Consent to Jurisdiction, Etc. (Aa) Each of the parties hereto consents to Borrower and the jurisdiction of and venue in federal and state courts located in the Borough of Manhattan, City and State of New York, over any suit, action or proceeding with respect to this Indenture. (B) The Guarantor Guarantors hereby irrevocably and unconditionally designates submits, for itself and directs Xxxxx Xxxxxxxx U.S.A.its Property, Inc. with offices on to the date hereof at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx, as respective agent to receive service exclusive jurisdiction of any New York State court or Federal court of the United States sitting in New York City, and all process and documents on its respective behalf any appellate court from any thereof, in any legal action action, suit or proceeding referred arising out of or relating to in paragraph (a) this Agreement or any of this Article in the State of New York and agrees that service upon such agent shall constitute valid and effective service upon the Guarantor and that failure of Xxxxx Xxxxxxxx U.S.A.other Transaction Documents, Inc. to give any notice of such service to the Guarantor shall not affect or impair in any way the validity of such service for recognition or enforcement of any judgment rendered in any action or proceeding based thereon judgment, and agrees to appoint a successor agent to receive service of process on or prior to the termination for any reason each of the appointment of Xxxxx Xxxxxxxx U.S.A., Inc. (or any successor agent) as agent to receive service of process. (C) Each of the Guarantor and the Company parties hereto hereby irrevocably and unconditionally agrees that service all claims in respect of process any such action, suit or proceeding may be heard and determined in any such action New York State court or Federal court. Each of the Borrower and the Guarantors agrees that a final judgment in any such action, suit or proceeding shall be conclusive and may also be effected enforced in other jurisdictions by mailing a copy thereof suit on the judgment or in any other manner provided by registered or certified mail law. (or any substantially similar form b) Each of mail), postage prepaidthe Borrower and the Guarantors irrevocably and unconditionally waives, to the Guarantorfullest extent it may legally and effectively do so, any objection that it may now or hereafter have to the laying of venue of any action, suit or proceeding arising out of or relating to this Agreement or any of the other Transaction Documents in any New York State court or Federal court of the United States sitting in New York City. Each of the Borrower and the Guarantors hereby 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. (c/o ) Each of the Company, Borrower and the Guarantors hereby irrevocably appoints CT Corporation System (the "Process Agent") with an office on the date hereof at 00 Xxxx 00xx 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, Xxxxxx Xxxxxx, as its agent to receive on behalf of itself and its Property service of copies of the summons and complaint and any other process which may be served in any such action, suit or proceeding in New York. Such service may be made by mailing or delivery a copy of such process to the Company Borrower or the Guarantor in care of the Process Agent at 00 Xxxx 00xx Xxxxxxthe Process Agent's above address, Xxx Xxxxand each of the Borrower and the Guarantors hereby irrevocably authorizes and directs the Process Agent to accept such service on its behalf. As an alternative method of service, Xxx Xxxxeach of the Borrower and the Guarantors also irrevocably consents to the service of any and all process in any such action, suit or proceeding by the mailing of copies of such process to its address specified in Section 8.02 (such service to be effective seven days after mailing thereof). Each of the Borrower and the Guarantors covenants and agrees that it shall take any and all reasonable action, including the execution and filing of any and all documents, that may be necessary to continue the designation of the Process Agent above in full force and effect, and to cause the Process Agent to continue to act as such. (Dd) The provisions To the extent that each of this Article shall survive the termination Borrower and the Guarantors has or hereafter may acquire any immunity (sovereign or otherwise) from jurisdiction of this Indentureany court or from any legal process (whether through service or notice, attachment prior to judgment, attachment in whole aid of execution, execution or in part. * * * This instrument may be executed in any number of counterpartsotherwise) with respect to itself or its Property, each of which so executed the Borrower and the Guarantors hereby irrevocably agrees not to claim and irrevocably waives such immunity in respect of its obligations under this Agreement and the other Transaction Documents and, without limiting the generality of the foregoing, agrees that the waivers set forth in this clause (e) shall be deemed have the fullest scope permitted under the Foreign Sovereign Immunities Act of 1976 of the United States and are intended to be an original, but all irrevocable for purposes of such counterparts shall together constitute but one and the same instrument. 101Act.