Disputes and Governing Law. (i) This Agreement shall be governed by and construed in accordance with the laws of Malaysia, without reference to the choice of law principles thereof. (ii) Any Party seeking the resolution of a dispute arising under this Agreement must provide written notice of such dispute to the other Party, which notice shall describe the nature of such dispute. All such disputes shall be referred initially to the Coordinating Committee for resolution. Decisions of the Coordinating Committee under this Section 12(b) shall be made by unanimous vote of all members and shall be final and legally binding on the Parties. If a dispute is resolved by the Coordinating Committee, then the terms of the resolution and settlement of such dispute shall be set forth in writing and signed by both Parties. In the event that the Coordinating Committee does not resolve a dispute within thirty (30) days of the submission thereof, such dispute shall be resolved in accordance with Section 12(b)(iii). Notwithstanding the foregoing, Agilent and Avago shall each continue to perform their obligations under this Agreement during the pendency of such dispute in accordance with this Agreement. (iii) The Parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the Parties shall be entitled to an injunction to prevent any breach of this Agreement and to enforce specifically the terms and provisions of this Agreement by bringing a relevant action in the courts located in Penang, Malaysia, in addition to any other remedy to which any Party may be entitled at law or in equity. In addition, the Parties agree that any disputes, claims or controversies between the Parties arising out of or relating to this Agreement, whether in contract, tort, equity or otherwise and whether relating to the meaning, interpretation, effect, validity, performance or enforcement of this Agreement which have not been resolved by the Coordinating Committee shall be submitted to the exclusive jurisdiction of the courts located in Penang, Malaysia.
Appears in 4 contracts
Samples: Tenancy Agreement, Subdivision and Use Agreement (Avago Technologies LTD), Subdivision and Use Agreement (Avago Technologies ECBU IP (Singapore) Pte. Ltd.)
Disputes and Governing Law. (ia) This Agreement shall be governed by and construed in accordance with the laws of Malaysia, without reference to the choice of law principles thereof.
(iib) Any Party seeking the resolution of a dispute arising under this Agreement must provide written notice of such dispute to the other Party, which notice shall describe the nature of such dispute. All such disputes shall be referred initially to the Coordinating Committee for resolution. Decisions of the Coordinating Committee under this Section 12(b) 14.2 shall be made by unanimous vote of all members and shall be final and legally binding on the Parties. If a dispute is resolved by the Coordinating Committee, then the terms of the resolution and settlement of such dispute shall be set forth in writing and signed by both Parties. In the event that the Coordinating Committee does not resolve a dispute within thirty (30) days of the submission thereof, such dispute shall be resolved in accordance with Section 12(b)(iii14.2(c). Notwithstanding the foregoing, Agilent Landlord and Avago Tenant shall each continue to perform their obligations under this Agreement during the pendency of such dispute in accordance with this Agreement.
(iiic) The Parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the Parties shall be entitled to an injunction to prevent any breach of this Agreement and to enforce specifically the terms and provisions of this Agreement by bringing a relevant action in the courts located in Penang, Malaysia, in addition to any other remedy to which any Party may be entitled at law or in equity. In addition, the Parties agree that any disputes, claims or controversies between the Parties arising out of or relating to this Agreement, whether in contract, tort, equity or otherwise and whether relating to the meaning, interpretation, effect, validity, performance or enforcement of this Agreement which have not been resolved by the Coordinating Committee shall be submitted to the exclusive jurisdiction of the courts located in Penang, Malaysia.
Appears in 4 contracts
Samples: Tenancy Agreement, Tenancy Agreement, Tenancy Agreement (Avago Technologies ECBU IP (Singapore) Pte. Ltd.)
Disputes and Governing Law. (i) 17.1. This Agreement shall be governed by and construed in accordance with the laws of MalaysiaKorea, without reference to the choice of law principles principle thereof.
(ii) 17.2. Any Party seeking the resolution of a dispute arising under this Agreement must provide written notice of such dispute to the other Party, which notice shall describe the nature of such dispute. All such disputes shall be referred initially to the Coordinating Committee for resolution. Decisions of the Coordinating Committee under this Section 12(b) 17.2 shall be made by unanimous vote of all members and shall be final and legally binding on the Parties. If a dispute is resolved by the Coordinating Committee, then the terms of the resolution and settlement of such dispute shall be set forth in writing and signed by both Parties. In the event that the Coordinating Committee does not resolve a dispute within thirty (30) days of the submission thereof, such dispute shall be resolved in accordance with Section 12(b)(iii)17.3. Notwithstanding the foregoing, Agilent Lessor and Avago Lessee shall each continue to perform their obligations under this Agreement during the pendency of such dispute in accordance with this Agreement.
(iii) 17.3. The Parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the Parties shall be entitled to an injunction to prevent any breach of this Agreement and to enforce specifically the terms and provisions of this Agreement by bringing a relevant action in the courts Seoul Central District Court located in PenangSeoul, MalaysiaKorea, in addition to any other remedy to which any Party may be entitled at law or in equity. In addition, the Parties agree that any disputes, claims or controversies between the Parties arising out of or relating to this Agreement, whether in contract, tort, equity or otherwise and whether relating to the meaning, interpretation, effect, validity, performance or enforcement of this Agreement which have not been resolved by the Coordinating Committee shall be submitted to the exclusive jurisdiction of the courts located in Penang, MalaysiaSeoul Central District Court.
Appears in 3 contracts
Samples: Building Lease Agreement (MagnaChip Semiconductor LTD (United Kingdom)), Building Lease Agreement (MagnaChip Semiconductor LTD (United Kingdom)), Building Lease Agreement (MagnaChip Semiconductor LTD (United Kingdom))
Disputes and Governing Law. (ia) Any claims, disputes or other controversies arising out of, or relating to, this Agreement shall initially be submitted to each Party’s Representative for resolution. If the Representatives are unable to resolve the matter, it shall be submitted to a senior executive from each Party for resolution by mutual agreement between the Parties. Any mutual determination by the senior executives shall be final and binding upon the Parties.
(b) Should the Parties’ senior executives fail to arrive at a mutual decision as to the controversy within thirty (30) days after a Party has requested a meeting with senior executives pursuant to Section 40(a), then the controversy shall be subject to litigation in the United States District Court for the Southern District of New York or the courts of the State of New York located in New York County.
(c) All applicable statutes of limitation and defenses based upon the passage of time and similar contractual limitations shall be tolled while the dispute resolution procedures set forth in this Section are in process. The Parties will take such action, if any, required to effectuate such tolling. Notwithstanding the terms of this Section 40(c) and without invalidating a Party’s obligation to engage, in good faith, in the dispute resolution procedures set forth in this Section 40, a Party shall be entitled to file a complaint for statute of limitations purposes, if in its sole judgment such action is necessary to preserve its claim or defenses.
(d) Each Party acknowledges that any violation of Section 9(e) and Section 11 may cause the other Party immediate and irreparable harm that monetary damages would not adequately remedy, and the Parties agree that, in addition to all other available remedies, upon any actual or impending violation of Section 9(e) or 11, a Party shall be entitled to seek equitable relief, including injunctive relief and specific performance, without bond or proof of damages. Notwithstanding anything to the contrary, the Party seeking such equitable relief may initiate and conduct the applicable legal action, lawsuit and legal proceeding in any jurisdiction, venue and forum selected by such Party.
(e) This Agreement shall be governed by and construed in accordance with the laws of Malaysiathe State of New York, without reference regard to the choice conflicts of law principles thereofprinciples.
(iif) Any Party seeking the resolution This Section 40 shall survive termination of a dispute arising under this Agreement must provide written notice of such dispute to the other Party, which notice shall describe the nature of such dispute. All such disputes shall be referred initially to the Coordinating Committee for resolution. Decisions of the Coordinating Committee under this Section 12(b) shall be made by unanimous vote of all members and shall be final and legally binding on the Parties. If a dispute is resolved by the Coordinating Committee, then the terms of the resolution and settlement of such dispute shall be set forth in writing and signed by both Parties. In the event that the Coordinating Committee does not resolve a dispute within thirty (30) days of the submission thereof, such dispute shall be resolved in accordance with Section 12(b)(iii). Notwithstanding the foregoing, Agilent and Avago shall each continue to perform their obligations under this Agreement during the pendency of such dispute in accordance with this Agreement.
(iii) The Parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the Parties shall be entitled to an injunction to prevent any breach of this Agreement and to enforce specifically the terms and provisions of this Agreement by bringing a relevant action in the courts located in Penang, Malaysia, in addition to any other remedy to which any Party may be entitled at law or in equity. In addition, the Parties agree that any disputes, claims or controversies between the Parties arising out of or relating to this Agreement, whether in contract, tort, equity or otherwise and whether relating to the meaning, interpretation, effect, validity, performance or enforcement of this Agreement which have not been resolved by the Coordinating Committee shall be submitted to the exclusive jurisdiction of the courts located in Penang, Malaysia.
Appears in 1 contract
Samples: Engineering, Procurement and Construction Agreement