Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 389 contracts
Samples: Underwriting Agreement (Inovio Pharmaceuticals, Inc.), Underwriting Agreement (Old National Bancorp /In/), Underwriting Agreement (Lucid Group, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 228 contracts
Samples: Underwriting Agreement (Blackstone Secured Lending Fund), Underwriting Agreement (Washington Trust Bancorp Inc), Underwriting Agreement (Blackstone Secured Lending Fund)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or other proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or other proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 19 contracts
Samples: Underwriting Agreement (Southport Acquisition Corp), Underwriting Agreement (Jackson Acquisition Co), Underwriting Agreement (PROOF Acquisition Corp I)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party hereto irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 16 contracts
Samples: Underwriting Agreement (Sachem Capital Corp.), Underwriting Agreement (Chicken Soup for the Soul Entertainment, Inc.), Underwriting Agreement (Sachem Capital Corp.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) Manhattan, unless any such Federal court determines that it lacks jurisdiction over a Related Proceeding in which case such Related Proceeding shall be instituted in the courts of the State of New York York, in each case located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 15 contracts
Samples: Underwriting Agreement (JELD-WEN Holding, Inc.), Underwriting Agreement (Apache Corp), Underwriting Agreement (JELD-WEN Holding, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 11 contracts
Samples: Underwriting Agreement (Inari Medical, Inc.), Underwriting Agreement (Vapotherm Inc), Underwriting Agreement (Inari Medical, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 11 contracts
Samples: Underwriting Agreement (Dick's Sporting Goods, Inc.), Underwriting Agreement (SoFi Technologies, Inc.), Underwriting Agreement (Agenus Inc)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Transaction Entities and the Agent agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits submit to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Transaction Entities and the Agent irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 9 contracts
Samples: Atm Equity Offering Sales Agreement, Atm Equity Offering Sales Agreement (Armada Hoffler Properties, Inc.), Atm Equity Offering Sales Agreement (Armada Hoffler Properties, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall may be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan Manhattan, or (ii) the courts of the State of New York York, in each case located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 8 contracts
Samples: Underwriting Agreement (Hudson Technologies Inc /Ny), Underwriting Agreement (Synthetic Biologics, Inc.), Placement Agency Agreement (Synthetic Biologics, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 7 contracts
Samples: Atm Equity Offering Sales Agreement (DICE Therapeutics, Inc.), Atm Equity Offering Sales Agreement (South Jersey Industries Inc), Equity Distribution Sales Agreement (CAI International, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 6 contracts
Samples: Atm Equity Offering Sales Agreement (Akoustis Technologies, Inc.), At Market Issuance Sales Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.), At Market Issuance Sales Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 6 contracts
Samples: Atm Equity Offering Sales Agreement (Cohen & Steers, Inc.), Atm Equity Offering Sales Agreement (Turtle Beach Corp), Atm Equity Offering Sales Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such courtSpecified Court. The Each of the parties irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 5 contracts
Samples: Underwriting Agreement (UNIVEST FINANCIAL Corp), Underwriting Agreement (UNIVEST FINANCIAL Corp), Underwriting Agreement (Franklin Financial Network Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Transaction Entities and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Transaction Entities and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 5 contracts
Samples: Atm Equity Offering Sales Agreement (Americold Realty Trust), Atm Equity Offering Sales Agreement (Americold Realty Trust), Atm Equity Offering Sales Agreement
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company, the Manager and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company, the Manager and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 5 contracts
Samples: Equity Sales Agreement (Armour Residential REIT, Inc.), Equity Sales Agreement (Armour Residential REIT, Inc.), Equity Sales Agreement (Armour Residential REIT, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceedingRelated Proceedings. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding Related Proceeding brought in any such courtSpecified Court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding Related Proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court Specified Court that any such suit, action or other proceeding Related Proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 4 contracts
Samples: Underwriting Agreement (Euronet Worldwide Inc), Purchase Agreement (Pattern Energy Group Inc.), Purchase Agreement (Pattern Energy Group Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“"Related Proceedings”") shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “"Specified Courts”"), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “"Related Judgment”"), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s 's address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Underwriting Agreement (FS Bancorp, Inc.), Purchase Agreement (Emergent BioSolutions Inc.), Underwriting Agreement (8x8 Inc /De/)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Underwriting Agreement (Caribou Biosciences, Inc.), Underwriting Agreement (Rotech Healthcare Holdings Inc.), Underwriting Agreement (Caribou Biosciences, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan Manhattan, or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Underwriting Agreement (Karyopharm Therapeutics Inc.), Underwriting Agreement (Mirna Therapeutics, Inc.), Underwriting Agreement (Carbylan Therapeutics, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Manager agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Manager irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Equity Distribution Agreement (Global Ship Lease, Inc.), Equity Distribution Agreement (Quantum-Si Inc), Equity Distribution Agreement (Quantum-Si Inc)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company, the Operating Partnership and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts U.S. District Court for the Southern District of the United States of America New York or, if that court does not have subject matter jurisdiction, in any state court located in the The City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company, the Operating Partnership and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Atm Equity Offering Sales Agreement (Essential Properties Realty Trust, Inc.), Atm Equity Offering Sales Agreement (Essential Properties Realty Trust, Inc.), Atm Equity Offering Sales Agreement (Essential Properties Realty Trust, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-non- exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Underwriting Agreement (Clarus Corp), Underwriting Agreement (Pyxis Oncology, Inc.), Underwriting Agreement (Mission Produce, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Atm Equity Offering Sales Agreement (REGENXBIO Inc.), Sales Agreement (REGENXBIO Inc.), Atm Equity Offering Sales Agreement (RxSight, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (ia) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (iib) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 3 contracts
Samples: Underwriting Agreement (SELLAS Life Sciences Group, Inc.), Underwriting Agreement (Trevi Therapeutics, Inc.), Underwriting Agreement (Mannkind Corp)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Atm Equity Offering Sales Agreement (Protalix BioTherapeutics, Inc.), At the Market Offering Agreement (Protalix BioTherapeutics, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Underwriters agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 12 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Underwriters irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Underwriting Agreement (Contango ORE, Inc.), Underwriting Agreement (Annovis Bio, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any The Company and each Agent agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (ia) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (iib) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Company and each of the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Atm Equity Offering Sales Agreement (CoreCivic, Inc.), Atm Equity Offering Sales Agreement (Corrections Corp of America)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Partnership Parties and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Partnership Parties and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Atm Equity Offering Sales Agreement, Atm Equity Offering Sales Agreement (American Midstream Partners, LP)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Equity Sales Agreement (W. P. Carey Inc.), Equity Sales Agreement (W. P. Carey Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Partnership and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Partnership and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Atm Equity Offering Sales Agreement, Atm Equity Offering Sales Agreement (Enable Midstream Partners, LP)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company, the Operating Partnership, the Forward Purchasers and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts U.S. District Court for the Southern District of the United States of America New York or, if that court does not have subject matter jurisdiction, in any state court located in the The City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company, the Operating Partnership, the Forward Purchasers and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Atm Equity Offering Sales Agreement (Essential Properties Realty Trust, Inc.), Atm Equity Offering Sales Agreement (Essential Properties Realty Trust, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Atm Equity Offering Sales Agreement (Mineralys Therapeutics, Inc.), Atm Sales Agreement (Akoustis Technologies, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-non- exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Underwriting Agreement (Retail Opportunity Investments Partnership, LP), Purchase Agreement (Oil States International, Inc)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding between or among the Underwriter and any of the Selling Stockholders arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and the Underwriter and each party of the Selling Stockholders irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s 's address set forth above shall be effective service of process for any suit, action or other proceeding between or among the Underwriter and any of the Selling Stockholders brought in any such court. The parties Underwriter and each of the Selling Stockholders irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Underwriting Agreement (Charter Communications, Inc. /Mo/), Underwriting Agreement (Charter Communications, Inc. /Mo/)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan Manhattan, or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Underwriting Agreement (Karyopharm Therapeutics Inc.), Underwriting Agreement (Karyopharm Therapeutics Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (ia) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (iib) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Underwriting Agreement (Delek Logistics Partners, LP), Underwriting Agreement (Delek Logistics Partners, LP)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Dealer Manager agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (ia) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (iib) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits submit to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 12 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Dealer Manager irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Dealer Manager Agreement (Seaport Entertainment Group Inc.), Dealer Manager Agreement (Seaport Entertainment Group Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Manager and the Representatives agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits submit to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Manager and the Representatives irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 2 contracts
Samples: Underwriting Agreement (Lument Finance Trust, Inc.), Underwriting Agreement (Lument Finance Trust, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and each of the Managers agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and each of the Managers irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Partnership and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Partnership and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Exterran Partners, L.P.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Digital Realty Trust, L.P.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Moneygram International Inc)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City city and County county of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City city and County county of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall may be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Underwriting Agreement (Nationstar Mortgage Holdings Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“"Related Proceedings”") shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “"Specified Courts”"), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “"Related Judgment”"), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice 763344-4-33-v0.24 - 26 - 80-40671377 or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”including without limitation, any claims sounding in equity, statutory law, contract law or tort law arising out of the subject matter hereof) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Underwriting Agreement (NeuBase Therapeutics, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Equity Distribution Agreement (Inovio Pharmaceuticals, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum. SECTION 17.
Appears in 1 contract
Samples: Underwriting Agreement
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions Transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company, the Manager and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company, the Manager and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Armour Residential REIT, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Acumen Pharmaceuticals, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall may be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan Manhattan, or (ii) the courts of the State of New York York, in each case located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum..
Appears in 1 contract
Samples: Underwriting Agreement (Capricor Therapeutics, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent, the Forward Seller and the Forward Purchaser agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents, the Forward Sellers and the Forward Purchasers irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Equity Distribution Agreement (Black Hills Corp /Sd/)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and each Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (ia) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (iib) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to of the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and each Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above in Section 10 hereof shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Pebblebrook Hotel Trust)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Transaction Entities and the Agents agree that any legal suit, action or proceeding arising out of or based upon this Agreement Amendment or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits submit to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 of the Agreement shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Transaction Entities and the Agents irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Armada Hoffler Properties, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 9 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts U.S. District Court for the Southern District of the United States of America located New York in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Underwriting Agreement (Empire State Realty Trust, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum. TIME. TIME SHALL BE OF THE ESSENCE OF THIS AGREEMENT. EXCEPT AS OTHERWISE SET FORTH HEREIN, SPECIFIED TIMES OF DAY REFER TO NEW YORK CITY TIME.
Appears in 1 contract
Samples: Underwriting Agreement (Western Refining Logistics, LP)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Trust and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Trust and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Universal Health Realty Income Trust)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Sales Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“"Related Proceedings”") shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “"Specified Courts”"), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “"Related Judgment”"), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: At the Market Offering Agreement (Protalix BioTherapeutics, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall may be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan Manhattan, or (ii) the courts of the State of New York York, in each case located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New YorkBoston, Borough of Manhattan Suffolk County or (ii) the courts of the State Commonwealth of New York Massachusetts located in the City and County of New YorkBoston, Borough of Manhattan Suffolk County (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Underwriting Agreement (Harvard Apparatus Regenerative Technology, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Annovis Bio, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New YorkXxx Xxxx, Borough of Manhattan Xxxxxxx xx Xxxxxxxxx (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)court, as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts U.S. District Court for the Southern District of the United States of America New York or, if that court does not have subject matter jurisdiction, in any state court located in the The City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (B&G Foods, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan Manhattan, or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agent irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Neoleukin Therapeutics, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Transaction Entities and the Underwriters agree that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum.
Appears in 1 contract
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agent agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 12 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Apollo Commercial Real Estate Finance, Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court (a “Related Judgment”)Specified Court, as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 11 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Uniti Group Inc.)
Consent to Jurisdiction; Waiver of Immunity. Any Each of the Company, the Forward Purchasers and the Agents agrees that any legal suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby (“Related Proceedings”) shall be instituted in (i) the federal courts of the United States of America located in the City and County of New York, Borough of Manhattan or (ii) the courts of the State of New York located in the City and County of New York, Borough of Manhattan (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a judgment of any such court Specified Court (a “Related Judgment”), as to which such jurisdiction is non-exclusive) of such courts the Specified Courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such a party’s address set forth above in Section 10 hereof shall be effective service of process upon such party for any suit, action or other proceeding brought in any such courtSpecified Court. The parties Each of the Company, the Forward Purchasers and the Agents irrevocably and unconditionally waive waives any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive waives and agree agrees not to plead or claim in any such court Specified Court that any such suit, action or other proceeding brought in any such court Specified Court has been brought in an inconvenient forum.
Appears in 1 contract
Samples: Atm Equity Offering Sales Agreement (Southern California Gas Co)
