Common use of CONSENT TO JURISDICTION; SERVICE OF PROCESS AND VENUE Clause in Contracts

CONSENT TO JURISDICTION; SERVICE OF PROCESS AND VENUE. (a) Any legal action or proceeding against any Credit Party with respect to this Agreement or any other Credit Document to which such Credit Party is a party may be brought in the courts of the State of New York or of the United States for the Southern District of New York, and, by execution and delivery of this Agreement, the Credit Party hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each Credit Party irrevocably consents to the service of process out of any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid to the Credit Party at its address as designated in Section 10.2 of this Agreement, such service to become effective ten (10) days after such mailing. Nothing herein shall affect the right of Administrative Agent or any Lender to serve process in any other manner permitted by law or to commence legal proceedings or otherwise proceed against any Credit Party in any other jurisdiction. (b) Each Credit Party hereby irrevocably waives any objection which it may now or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement or any other Credit Document brought in the courts referred to in clause (a) above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum. (c) Except as prohibited by law, each Credit Party hereby waives any right it may have to claim or recover in any litigation any special, exemplary, punitive or consequential damages or any damages other than, or in addition to, actual damages. Each Credit Party certifies that no representative, agent or attorney of the Administrative Agent or any Lender has represented, expressly or otherwise, that the Administrative Agent or any Lender would not, in the event of litigation, seek to enforce the foregoing waiver. The scope of this waiver is intended to be all-encompassing of any and all disputes that may be filed in any court and that relate to the subject matter of this transaction, including without limitation contract claims, tort claims, breach of duty claims and all other common law and statutory claims. (d) Each party hereto acknowledges that this waiver is a material inducement to enter into a business relationship, that each has already relied on this waiver in entering into this agreement, and that each will continue to rely on this waiver in their related future dealings. Each party hereto further warrants and represents that it has reviewed this waiver with its legal counsel and that knowingly and voluntarily waives its jury trial rights following consultation with legal counsel. (e) This waiver is irrevocable, meaning that it may not be modified either orally or in writing, and this waiver shall apply to any subsequent amendments, renewals, supplements or modifications to this Agreement or any of the other Credit Documents or to any other documents or agreements relating to any transaction entered into hereunder. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court. The provisions of this Section shall survive the termination of this Agreement and the payment in full of the Obligations.

CONSENT TO JURISDICTION; SERVICE OF PROCESS AND VENUE. (a) Any legal action or proceeding against any Credit Party with respect to this Agreement or any other Credit Document to which such Credit Party is a party Transaction Agreement may be brought in the courts of the State state of New York in the county of New York or of the United States district court for the Southern District of New York, and, by execution and delivery of this Agreement, the Credit Party each party hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each Credit Party party hereby irrevocably consents to the service of process out of any of the aforementioned courts and in any such action or proceeding by any means permitted by applicable Law, including by the mailing of copies thereof by registered or certified mail, postage prepaid prepaid, to the Credit Party party at its address for notices as designated set forth in Section 10.2 of this Agreement8.2, such service to become effective ten (10) 10 days after such mailing. Nothing herein The parties agree that a final judgment in any such action or proceeding shall affect be conclusive and may be enforced in other jurisdictions by suit on the right of Administrative Agent judgment or any Lender to serve process in any other manner provided by Law. Each party hereby expressly and irrevocably waives, to the fullest extent permitted by law or to commence legal proceedings or otherwise proceed against any Credit Party in any other jurisdiction. (b) Each Credit Party hereby irrevocably waives Law, any objection which it may now or hereafter have to the jurisdiction or laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement or any other Credit Document brought in the courts referred to in clause (a) above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding litigation brought in any such court referred to above and any claim that any such litigation has been brought in an inconvenient forum. . To the extent that any party has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (cwhether through service or notice, attachment prior to judgment, attachment in aid of execution or otherwise) Except as prohibited by lawwith respect to itself or its property, each Credit Party party hereby irrevocably waives any right it may have to claim or recover such immunity in any litigation any special, exemplary, punitive or consequential damages or any damages other than, or in addition to, actual damages. Each Credit Party certifies that no representative, agent or attorney respect of the Administrative Agent or any Lender has represented, expressly or otherwise, that the Administrative Agent or any Lender would not, in the event of litigation, seek to enforce the foregoing waiver. The scope of this waiver is intended to be all-encompassing of any and all disputes that may be filed in any court and that relate to the subject matter of this transaction, including without limitation contract claims, tort claims, breach of duty claims and all other common law and statutory claims. (d) Each party hereto acknowledges that this waiver is a material inducement to enter into a business relationship, that each has already relied on this waiver in entering into this agreement, and that each will continue to rely on this waiver in their related future dealings. Each party hereto further warrants and represents that it has reviewed this waiver with its legal counsel and that knowingly and voluntarily waives its jury trial rights following consultation with legal counsel. (e) This waiver is irrevocable, meaning that it may not be modified either orally or in writing, and this waiver shall apply to any subsequent amendments, renewals, supplements or modifications to this Agreement or any of the other Credit Documents or to any other documents or agreements relating to any transaction entered into hereunder. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court. The provisions of this Section shall survive the termination of obligations under this Agreement and the payment in full of the Obligationsother Transaction Agreements.

CONSENT TO JURISDICTION; SERVICE OF PROCESS AND VENUE. (a) Any legal Consent to Jurisdiction. (i) The Company and each other U.S. Credit Party irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of the Supreme Court 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, in any action or proceeding against arising out of or relating to this Agreement or any other Credit Party with Document, or for recognition or enforcement of any judgment, and each of the parties hereto irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such New York State court or, to the fullest extent permitted by applicable law, in such Federal court. Each of the parties hereto 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. (ii) Each Foreign Borrower and Foreign Borrower Guarantor irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the Supreme Court 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, in any action or proceeding arising out of or relating to this Agreement or any other Credit Document, or for recognition or enforcement of any judgment, and each of the parties hereto irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such New York State court or, to the fullest extent permitted by applicable law, in such Federal court. Each of the parties hereto 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. (iii) Nothing in this Agreement or in any other Credit Document shall affect any right that the Administrative Agent or any Lender may otherwise have to bring any action or proceeding relating to this Agreement or any other Credit Document to which such against any Borrower or any other Credit Party is a party may be brought or its properties in the courts of the State of New York or of the United States for the Southern District of New York, and, by execution and delivery of this Agreement, the Credit Party hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each Credit Party irrevocably consents to the service of process out of any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid to the Credit Party at its address as designated in Section 10.2 of this Agreement, such service to become effective ten (10) days after such mailing. Nothing herein shall affect the right of Administrative Agent or any Lender to serve process in any other manner permitted by law or to commence legal proceedings or otherwise proceed against any Credit Party in any other jurisdiction. (b) Each Credit Party hereby irrevocably waives any objection which it may now or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement or any other Credit Document brought in the courts referred to in clause (a) above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum. (c) Except as prohibited by law, each Credit Party hereby waives any right it may have to claim or recover in any litigation any special, exemplary, punitive or consequential damages or any damages other than, or in addition to, actual damages. Each Credit Party certifies that no representative, agent or attorney of the Administrative Agent or any Lender has represented, expressly or otherwise, that the Administrative Agent or any Lender would not, in the event of litigation, seek to enforce the foregoing waiver. The scope of this waiver is intended to be all-encompassing of any and all disputes that may be filed in any court and that relate to the subject matter of this transaction, including without limitation contract claims, tort claims, breach of duty claims and all other common law and statutory claims. (d) Each party hereto acknowledges that this waiver is a material inducement to enter into a business relationship, that each has already relied on this waiver in entering into this agreement, and that each will continue to rely on this waiver in their related future dealings. Each party hereto further warrants and represents that it has reviewed this waiver with its legal counsel and that knowingly and voluntarily waives its jury trial rights following consultation with legal counsel. (e) This waiver is irrevocable, meaning that it may not be modified either orally or in writing, and this waiver shall apply to any subsequent amendments, renewals, supplements or modifications to this Agreement or any of the other Credit Documents or to any other documents or agreements relating to any transaction entered into hereunder. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court. The provisions of this Section shall survive the termination of this Agreement and the payment in full of the Obligations.