Common use of Enforcement of Foreign Judgments Clause in Contracts

Enforcement of Foreign Judgments. Pursuant to the terms of this Agreement and the Deposit Agreement, the Company has agreed to submit to the jurisdiction of any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable sum of money rendered in any state or federal court in the state of New York having jurisdiction in respect of any suit, action or proceeding against the Company based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company by the courts of Peru without reexamination of the merits of the cause of action in respect of which the original judgment was given or retrial of the matters adjudicated upon or payment of any stamp, registration or similar tax or duty, provided that it is ratified by the Peruvian Courts (Xxxxxx de la República del Perú) if the following conditions and requirements are met: (i) such judgment is not related to matters under the exclusive jurisdiction of Peruvian courts (such as matters involving real estate property); (ii) the issuing court had jurisdiction under its own conflicts of law rules and under general principles of international law on jurisdiction; (iii) the defendant was adequately served and was guaranteed due process under the laws of the jurisdiction of the issuing court; (iv) the judgment is res judicata under the laws of the jurisdiction of the issuing court; (v) there is no pending litigation in Peru between the same parties for the same issue, which has been initiated before the commencement of the proceedings that concluded with such judgment; (vi) such judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition and enforceability established by Peruvian law; (vii) such judgment is not contrary to Peruvian national sovereignty, public order or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties to the Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanish; and (x) payment of the applicable court taxes or filing fees.

Appears in 2 contracts

Samples: Underwriting Agreement (Grana & Montero S.A.A.), Underwriting Agreement

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Enforcement of Foreign Judgments. Pursuant to the terms of this Agreement and the Deposit Agreement, the Company has agreed to submit to the jurisdiction of any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in by any U.S. federal or New York state or federal court located in the state State of New York (each, a “New York Court”) having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company Bank based upon this Agreement and any of the Deposit Agreement or the transactions contemplated thereby Transaction Documents would be declared enforceable against the Company Bank by the courts of Peru Jamaica, without reconsideration or reexamination of the merits; provided that the Jamaican court is satisfied that (i) the New York Court had competence by virtue of submission of the parties to the jurisdiction of the court at the time at which the action was brought; (ii) such judgment was final and conclusive; (iii) such judgment was for a fixed sum (including an award for damages); (iv) such judgment was not contrary to the public policy of Jamaica; and (v) such judgment was not obtained by fraud. No order has been made extending the provisions of the Judgments (Foreign) (Reciprocal Enforcement) Act of Jamaica to the United States. Accordingly, judgments obtained in any New York Court would have to be enforced in Jamaica by filing a fresh action on the judgment as if it were an action for a debt in the Supreme Court of Jamaica. Any final monetary judgment rendered by any New York Court in respect of any suit, action or proceeding against the Bank based upon any Transaction Document would be declared enforceable against the Bank by the courts of Jamaica without reexamination or review of the merits of the cause of action in respect of which the original judgment was given or retrial re-litigation of the matters adjudicated upon or payment of any stamp, registration or similar tax or duty, provided unless the Jamaican court is satisfied that it is ratified by the Peruvian Courts (Xxxxxx de la República del Perú) if the following conditions and requirements are met: (i) such the judgment is not related to matters under debtor, being a person who was neither carrying on business nor ordinarily resident within the exclusive jurisdiction of Peruvian courts (the New York Court, did not voluntarily appear or otherwise submit or agree to submit to the jurisdiction of such as matters involving real estate property)New York Court; (ii) the issuing court had judgment debtor, being the defendant in the proceedings, was not duly served with the process of the New York Court and did not appear notwithstanding that it was ordinarily resident or was carrying on business within the jurisdiction under its own conflicts of law rules and under general principles the New York Court or agreed to submit to the jurisdiction of international law on jurisdictionsuch New York Court; (iii) the defendant judgment was adequately served and was guaranteed due process under the laws of the jurisdiction of the issuing courtobtained by fraud; or (iv) the judgment is res judicata under the laws was in respect of the jurisdiction a cause of the issuing court; (v) there is no pending litigation in Peru between the same parties action which for the same issue, which has reasons of Jamaican public policy or for some other similar reason could not have been initiated before the commencement of the proceedings that concluded with such judgment; (vi) such judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition and enforceability established by Peruvian law; (vii) such judgment is not contrary to Peruvian national sovereignty, public order or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled entertained by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties to the Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanish; and (x) payment of the applicable court taxes or filing feesNew York Court.

Appears in 2 contracts

Samples: National Commercial Bank Jamaica LTD, National Commercial Bank Jamaica LTD

Enforcement of Foreign Judgments. Pursuant to the terms of this Agreement and the Deposit Agreement, the Company has agreed to submit to the jurisdiction of Each Non-U.S. Selling Stockholder represents that any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in by any U.S. federal or New York state or federal court located in the state State of New York having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company such Selling Stockholder based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company by the courts of Peru Denmark, Germany, Luxembourg or Panama, as applicable, without reconsideration or reexamination of the merits merits; provided that in the case of Denmark, a final and conclusive judgment obtained in a New York court rendered in an action brought in accordance with New York law will neither be recognized nor enforced by the Danish courts without a review of the cause merits, subject to the exceptions; provided, further, that in any such proceedings taken in the Danish courts, the Danish courts would give consideration as evidence to a final and conclusive judgment obtained in the courts of New York against a Danish party; provided, further, that, in the case of Luxembourg, the following conditions laid down by Luxembourg law (and court precedent) for enforcement of foreign court awards may have to be justified: (a) the judgment is final and duly enforceable in the jurisdiction where the decision is rendered; (b) the New York court had jurisdiction over the subject matter of the action leading to the judgment and in particular the EUR1215/2012 inter alia on jurisdiction and the enforcement of foreign judgments or the Luxembourg Nouveau Code de procédure civile do not provide for exclusive jurisdiction of the Luxembourg court over the subject matters of such action; (c) the New York court has acted in accordance with its own procedural laws; (d) the judgment was granted following proceedings where the counterparty had the opportunity to appear, and if it appeared, to present a defense; (e) the New York court applied the substantive laws as designated by the Luxembourg conflict of law rules; and (f) the judgment does not contravene Luxembourg public policy (as such term is interpreted under the laws of Luxembourg); provided, further, that, in the case of Panama, such judgment may not violate the sovereignty of public policy of Panama; provided, further, that any judgment may be subject to the issuance of a writ of exequatur by the Supreme Court of the Republic of Panama (sala cuarta) in respect of a final judgment rendered in a foreign jurisdiction only if (i) such judgment arises out of an in personam action, (ii) the party against whom the judgment was rendered (or its agent) was personally served in such action within the jurisdiction of such foreign court, (iii) the obligation in respect of which the original judgment was given or retrial of obtained is lawful in the matters adjudicated upon or payment of any stamp, registration or similar tax or duty, provided that it is ratified by the Peruvian Courts jurisdiction and (Xxxxxx de la República del Perú) if the following conditions and requirements are met: (iiv) such judgment is not related to matters under the exclusive jurisdiction of Peruvian courts (such as matters involving real estate property); (ii) the issuing court had jurisdiction under its own conflicts of law rules and under general principles of international law on jurisdiction; (iii) the defendant was adequately served and was guaranteed due process under the laws properly authenticated by diplomatic or consular officers of the jurisdiction of the issuing court; (iv) the judgment is res judicata under the laws of the jurisdiction of the issuing court; (v) there is no pending litigation in Peru between the same parties for the same issue, which has been initiated before the commencement of the proceedings that concluded with such judgment; (vi) such judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition and enforceability established by Peruvian law; (vii) such judgment is not contrary to Peruvian national sovereignty, public order or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties pursuant to the 1961 Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanish; and (x) payment of the applicable court taxes or filing fees.

Appears in 2 contracts

Samples: Underwriting Agreement (Certara, Inc.), Underwriting Agreement (Certara, Inc.)

Enforcement of Foreign Judgments. Pursuant If such Selling Shareholder is not an entity (corporate or other) formed, organized or incorporated pursuant to the terms laws of this Agreement and one of the Deposit Agreementstates of the United States of America, the Company has agreed to submit to the jurisdiction of any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in by any state or federal court in the state of New York Court having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company such Selling Shareholder based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company such Selling Shareholder by the courts of Peru Argentina, Uruguay or the Cayman Islands, as applicable to such Selling Shareholder, without reconsideration or reexamination of the merits merits; provided that such Argentine, Uruguayan or Cayman Islands court, as applicable to such Selling Shareholder, is satisfied that (i) the New York Court had competence by virtue of submission of the cause parties to the jurisdiction of action in respect of the court at the time at which the original action was brought; (ii) such judgment was given final and conclusive; (iii) such judgment was for a fixed sum (including an award for damages); (iv) such judgment was not contrary to the public policy of Argentina, Uruguay or retrial the Cayman Islands, as the case may be; and (v) such judgment was not obtained by fraud; provided, further, that (A) in the case of Argentine courts, foreign judgments would be recognized provided that the following requirements of Article 517 of the matters adjudicated upon Civil and Commercial Procedure Code (approved by Law No. 17,454 as amended by Law No. 22,434) are met: (i) the judgment, which must be final in the jurisdiction where rendered, was issued by a competent court in accordance with Argentine laws regarding conflict of laws and jurisdiction and resulted from (a) a personal action or payment (b) an in rem action with respect to movable property which was transferred to Argentina during or after the prosecution of any stampthe foreign action; (ii) the defendant against whom enforcement of the judgment is sought was personally served with the summons, registration and in accordance with due process of law, was given an opportunity to defend against the foreign action; (iii) the judgment must be valid in the jurisdiction where rendered and its authenticity must be established in accordance with the requirements of Argentine law; (iv) the judgment does not violate the principles of public policy of Argentine law; and (v) the judgment is not contrary to a prior or similar tax or dutysimultaneous judgment of an Argentine court; (B) in the case of Cayman Islands courts, foreign judgments would be recognized provided that it is ratified by the Peruvian Courts (Xxxxxx de la República del Perú) if the following conditions and requirements are met: (i) adequate service of process has been effected and the defendant has had a reasonable opportunity to be heard; (ii) such judgment judgments are final and not contrary to natural justice or the public policy of the Cayman Islands and is not related to matters under in respect of taxes, a fine or a penalty; (iii) such judgments were not obtained by fraudulent means and do not conflict with any other valid judgment in the exclusive same matter between the same parties; and (iv) an action between the same parties in the same matter is not pending in any Cayman Islands court at the time the lawsuit is instituted in the foreign court and (C) in the case of Uruguayan courts, foreign judgments would be enforceable provided that the following requirements of Article 539 of the General Code of Procedure are met: (i) the judgment must be valid and authentic in the jurisdiction of Peruvian courts (such as matters involving real estate property)where it was rendered; (ii) the issuing court had jurisdiction under its own conflicts of law rules judgment and under general principles of international law on jurisdictiondocuments attached are duly apostilled or legalized and translated; (iii) the defendant was adequately served court enjoyed venue according to its law and was guaranteed due process under the laws of subject matter is not reserved to the jurisdiction of the issuing courtUruguayan courts; (iv) the defendant against whom enforcement of the judgment is res judicata under sought was served with the laws summons in accordance to the procedure established by the law of the jurisdiction place of the issuing courtjurisdiction; (v) there is no pending litigation in Peru between the same defense of both parties for the same issue, which has been initiated before the commencement of the proceedings that concluded with such judgmentwas assured; (vi) such the judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition final and enforceability established by Peruvian lawconclusive; and (vii) such the judgment is does not contrary to Peruvian national sovereignty, violate the principles of public order or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties to the Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanish; and (x) payment of the applicable court taxes or filing feespolicy under Uruguayan law.

Appears in 2 contracts

Samples: Underwriting Agreement (Globant S.A.), Underwriting Agreement (Globant S.A.)

Enforcement of Foreign Judgments. Pursuant If such Selling Shareholder is not an entity (corporate or other) formed, organized or incorporated pursuant to the terms laws of this Agreement and one of the Deposit Agreementstates of the United States of America, the Company has agreed to submit to the jurisdiction of any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in by any state or federal court in the state of New York Court having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company such Selling Shareholder based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company such Selling Shareholder by the courts of Peru Argentina, Uruguay, the Cayman Islands or Colombia, as applicable to such Selling Shareholder, without reconsideration or reexamination of the merits merits; provided that such Argentine, Uruguayan, Cayman Islands or Colombian court, as applicable to such Selling Shareholder, is satisfied that (i) the New York Court had competence by virtue of submission of the cause parties to the jurisdiction of action in respect of the court at the time at which the original action was brought; (ii) such judgment was given final and conclusive; (iii) such judgment was for a fixed sum (including an award for damages); (iv) such judgment was not contrary to the public policy of Argentina, Uruguay, the Cayman Islands or retrial Colombia, as the case may be; and (v) such judgment was not obtained by fraud; provided, further, that (A) in the case of Argentine courts, foreign judgments would be recognized provided that the following requirements of Article 517 of the matters adjudicated upon Civil and Commercial Procedure Code (approved by Law No. 17,454 as amended by Law No. 22,434) are met: (i) the judgment, which must be final in the jurisdiction where rendered, was issued by a competent court in accordance with Argentine laws regarding conflict of laws and jurisdiction and resulted from (a) a personal action or payment (b) an in rem action with respect to movable property which was transferred to Argentina during or after the prosecution of any stampthe foreign action; (ii) the defendant against whom enforcement of the judgment is sought was personally served with the summons, registration and in accordance with due process of law, was given an opportunity to defend against the foreign action; (iii) the judgment must be valid in the jurisdiction where rendered and its authenticity must be established in accordance with the requirements of Argentine law; (iv) the judgment does not violate the principles of public policy of Argentine law; and (v) the judgment is not contrary to a prior or similar tax or dutysimultaneous judgment of an Argentine court; (B) in the case of Cayman Islands courts, foreign judgments would be recognized provided that it is ratified by the Peruvian Courts (Xxxxxx de la República del Perú) if the following conditions and requirements are met: (i) adequate service of process has been effected and the defendant has had a reasonable opportunity to be heard; (ii) such judgment judgments are final and not contrary to natural justice or the public policy of the Cayman Islands and is not related to matters under in respect of taxes, a fine or a penalty; (iii) such judgments were not obtained by fraudulent means and do not conflict with any other valid judgment in the exclusive same matter between the same parties; and (iv) an action between the same parties in the same matter is not pending in any Cayman Islands court at the time the lawsuit is instituted in the foreign court; (C) in the case of Uruguayan courts, foreign judgments would be enforceable provided that the following requirements of Article 539 of the General Code of Procedure are met: (i) the judgment must be valid and authentic in the jurisdiction of Peruvian courts (such as matters involving real estate property)where it was rendered; (ii) the issuing court had jurisdiction under its own conflicts of law rules judgment and under general principles of international law on jurisdictiondocuments attached are duly apostilled or legalized and translated; (iii) the defendant was adequately served court enjoyed venue according to its law and was guaranteed due process under the laws of subject matter is not reserved to the jurisdiction of the issuing courtUruguayan courts; (iv) the defendant against whom enforcement of the judgment is res judicata under sought was served with the laws summons in accordance to the procedure established by the law of the jurisdiction place of the issuing courtjurisdiction; (v) there is no pending litigation in Peru between the same defense of both parties for the same issue, which has been initiated before the commencement of the proceedings that concluded with such judgmentwas assured; (vi) such the judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition final and enforceability established by Peruvian lawconclusive; and (vii) such the judgment does not violate the principles of public policy under Uruguayan law; and (D) in the case of Colombian courts, foreign judgments would be recognized provided that the following requirements of Article 606 of the Colombian Code of General Procedure are met: (i) the foreign judgment does not involved in rem rights over property located in the territory of Colombia at the time the judgment was rendered; (ii) the judgment is not contrary to Peruvian national sovereignty, Colombian laws or other public order or good moralsrules, excluding the rules of procedure; (viiiiii) it has the judgment is final and a duly certified copy is presented for enforcement; (iv) the matter over which the judgment is rendered is not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereofexclusive jurisdiction of Colombian courts; (ixv) such no Colombian judgment has been (a) duly apostilled by or proceeding dealing with the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties to the Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanishsame matter exists; and (xvi) payment adequate service of process has been effected and the defendant has had a reasonable opportunity to be heard in accordance to the law of the applicable court taxes or filing feescountry where the judgment is rendered.

Appears in 1 contract

Samples: Underwriting Agreement (Globant S.A.)

Enforcement of Foreign Judgments. Pursuant to the terms of this Agreement and the Deposit Agreement, the Company has agreed to submit to the jurisdiction of any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in any state or federal court in the state of by a New York Court (as defined below) having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company recognized and enforced by the courts of Peru the Xxxxxx Xxxxxxx, xxx Xxxxxxx Xxxxxx Xxxxxxx, Xxxx Xxxx and the PRC (as the case may be) without reexamination re-examination or review of the merits of the cause of action in respect of which the original judgment was given or retrial re-litigation of the matters adjudicated upon, by the courts of the Xxxxxx Xxxxxxx, xxx Xxxxxxx Xxxxxx Xxxxxxx, Xxxx Xxxx and PRC, subject to conditions and restrictions described under the caption “Enforcement of Civil Liabilities” in the Registration Statement, Pricing Disclosure Package and Prospectus and subject to the applicable provisions of the PRC Civil Procedures Law and the General Principles of Civil Law of the PRC relating to the enforceability of foreign judgments. The courts of the Cayman Islands would recognize as a valid judgment, a final and conclusive judgment in personam obtained in the New York Court against the Company based upon this Agreement or payment the Deposit Agreement under which a sum of any stampmoney is payable (other than a sum of money payable in respect of multiple damages, registration taxes or similar tax other charges of a like nature or dutyin respect of a fine or other penalty) or, in certain circumstances, an in personam judgment for non-monetary relief, and would give a judgment based thereon provided that it is ratified by (a) such courts had proper jurisdiction over the Peruvian Courts parties subject to such judgment, (Xxxxxx de la República del Perúb) if such courts did not contravene the following conditions and requirements are met: rules of natural justice of the Cayman Islands, (ic) such judgment is was not related to matters under the exclusive jurisdiction of Peruvian courts obtained by fraud, (such as matters involving real estate property); (iid) the issuing court had jurisdiction under its own conflicts enforcement of law rules the judgment would not be contrary to the public policy of the Cayman Islands, (e) no new admissible evidence relevant to the action is submitted prior to the rendering of the judgment by the courts of the Cayman Islands, and under general principles of international law on jurisdiction; (iiif) there is due compliance with the defendant was adequately served and was guaranteed due process correct procedures under the laws of the jurisdiction Cayman Islands. The Company is not aware of any reason why the enforcement in the Xxxxxx Xxxxxxx, xxx Xxxxxxx Xxxxxx Xxxxxxx, Xxxx Xxxx or the PRC of such a New York Court judgment would be, as of the issuing court; (iv) the judgment is res judicata under the laws date hereof, contrary to public policy of the jurisdiction of Cayman Islands, the issuing court; (v) there is no pending litigation in Peru between the same parties for the same issueBritish Virgin Islands, which has been initiated before the commencement of the proceedings that concluded with such judgment; (vi) such judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition and enforceability established by Peruvian law; (vii) such judgment is not contrary to Peruvian national sovereignty, public order Hong Kong or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties to the Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanish; and (x) payment of the applicable court taxes or filing feesPRC.

Appears in 1 contract

Samples: Xpeng Inc.

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Enforcement of Foreign Judgments. Pursuant to the terms of this Agreement and the Deposit Agreement, the Company has agreed to submit to the jurisdiction of Each Non-U.S. Selling Stockholder represents that any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in by any U.S. federal or New York state or federal court located in the state State of New York having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company such Selling Stockholder based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company by the courts of Peru Denmark, Germany, Luxembourg or Panama, as applicable, without reconsideration or reexamination of the merits merits; provided that, in the case of Denmark, a final and conclusive judgment obtained in a New York court rendered in an action brought in accordance with New York law will neither be recognized nor enforced by the Danish courts without a review of the cause merits, subject to the exceptions; provided, further, that in any such proceedings taken in the Danish courts, the Danish courts would give consideration as evidence to a final and conclusive judgment obtained in the courts of New York against a Danish party; provided, further, that, in the case of Luxembourg, the following conditions laid down by Luxembourg law (and court precedent) for enforcement of foreign court awards may have to be justified: (a) the judgment is final and duly enforceable in the jurisdiction where the decision is rendered; (b) the New York court had jurisdiction over the subject matter of the action leading to the judgment and in particular the EUR1215/2012 inter alia on jurisdiction and the enforcement of foreign judgments or the Luxembourg Nouveau Code de procédure civile do not provide for exclusive jurisdiction of the Luxembourg court over the subject matters of such action; (c) the New York court has acted in accordance with its own procedural laws; (d) the judgment was granted following proceedings where the counterparty had the opportunity to appear, and if it appeared, to present a defense; (e) the New York court applied the substantive laws as designated by the Luxembourg conflict of law rules; and (f) the judgment does not contravene Luxembourg public policy (as such term is interpreted under the laws of Luxembourg); provided, further, that, in the case of Panama, such judgment may not violate the sovereignty of public policy of Panama; provided, further, that any judgment may be subject to the issuance of a writ of exequatur by the Supreme Court of the Republic of Panama (sala cuarta) in respect of a final judgment rendered in a foreign jurisdiction only if (i) such judgment arises out of an in personam action, (ii) the party against whom the judgment was rendered (or its agent) was personally served in such action within the jurisdiction of such foreign court, (iii) the obligation in respect of which the original judgment was given or retrial of obtained is lawful in the matters adjudicated upon or payment of any stamp, registration or similar tax or duty, provided that it is ratified by the Peruvian Courts jurisdiction and (Xxxxxx de la República del Perú) if the following conditions and requirements are met: (iiv) such judgment is not related to matters under the exclusive jurisdiction of Peruvian courts (such as matters involving real estate property); (ii) the issuing court had jurisdiction under its own conflicts of law rules and under general principles of international law on jurisdiction; (iii) the defendant was adequately served and was guaranteed due process under the laws properly authenticated by diplomatic or consular officers of the jurisdiction of the issuing court; (iv) the judgment is res judicata under the laws of the jurisdiction of the issuing court; (v) there is no pending litigation in Peru between the same parties for the same issue, which has been initiated before the commencement of the proceedings that concluded with such judgment; (vi) such judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition and enforceability established by Peruvian law; (vii) such judgment is not contrary to Peruvian national sovereignty, public order or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties pursuant to the 1961 Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanish; and (x) payment of the applicable court taxes or filing fees.

Appears in 1 contract

Samples: Underwriting Agreement (Certara, Inc.)

Enforcement of Foreign Judgments. Pursuant to Except as disclosed in the terms of this Agreement Registration Statement, Pricing Disclosure Package and the Deposit AgreementProspectus, the Company has agreed to submit to the jurisdiction of any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in by any U.S. federal or New York state or federal court located in the state State of New York having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company or Carnival plc based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company or Carnival plc by the courts of Peru the Republic of Panama and the United Kingdom, without reconsideration or reexamination of the merits ((A) in the case of Panama, upon the institution of exequatur proceedings in the Supreme Court of the Republic of Panama for any final money judgement rendered by any foreign court will be recognizable, conclusive and enforceable without reconsideration of the merits and upon determination by such tribunal that: (i) the courts of the country wherein the judgment or award was obtained would in similar circumstances recognize a final judgment from the courts of the Republic of Panama (which the Supreme Court of Panama will presume to be the case, unless proved otherwise); (ii) such judgment has been issued as a consequence of an in personam action against the defendant; (iii) the party against whom the judgment or award was rendered, or such person's agent, was personally served in such action within such foreign jurisdiction; (iv) the cause of action upon which the judgment or award was based does not contravene the public order or public policy of the Republic of Panama and the obligation in respect of which the original judgment was given or retrial rendered is lawful in the Republic of the matters adjudicated upon or payment of any stamp, registration or similar tax or duty, provided that it is ratified by the Peruvian Courts (Xxxxxx de la República del Perú) if the following conditions and requirements are met: (i) such judgment is not related to matters under the exclusive jurisdiction of Peruvian courts (such as matters involving real estate property)Panama; (iiv) the issuing court had jurisdiction under its own conflicts of law rules and under general principles of international law on jurisdiction; (iii) documents evidencing the defendant was adequately served and was guaranteed due process under judgment or award are in authentic form according to the laws of the jurisdiction country wherein it was rendered and have been properly authenticated by a Consul of the issuing court; Republic of Panama or with the Apostille pursuant to the 1961 Hague Convention Abolishing the Requirement of Legalization of Foreign Public Documents, and (iv) the judgment is res judicata under the laws a copy of the jurisdiction of the issuing court; (v) there is no pending litigation in Peru between the same parties for the same issue, which has been initiated before the commencement of the proceedings that concluded with such judgment; (vi) such judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition and enforceability established by Peruvian law; (vii) such judgment is not contrary to Peruvian national sovereignty, public order or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties to the Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied translated into Spanish by a certified and officially translated copy licensed translator in the Republic of such judgment into SpanishPanama; and (xB) payment in the case of England and Wales, subject to the applicable enforcement proceedings being initiated before a court taxes of competent jurisdiction in England and Wales and subject to certain exceptions including (amongst other things) the U.S. court having had jurisdiction over the original proceedings, the U.S. judgment being final and conclusive on the merits and being for a debt or filing feesdefinite sum of money, the U.S. judgment not contravening English public policy, and the U.S. judgment not having been obtained by fraud).

Appears in 1 contract

Samples: Carnival PLC

Enforcement of Foreign Judgments. Pursuant to the terms of this Agreement and the Deposit Agreement, the Company has agreed to submit to the jurisdiction of any state or federal court in the state of New York in which the relevant suit or proceeding may be instituted. Any final judgment for a fixed or readily calculable determined sum of money rendered in any state or federal court in the state of by a New York Court (as defined below) having jurisdiction under its own laws in respect of any suit, action or proceeding against the Company based upon this Agreement and the Deposit Agreement or the transactions contemplated thereby would be declared enforceable against the Company recognized and enforced by the courts of Peru the Cayman Islands, the British Virgin Islands, Hong Kong and the PRC (as the case may be) without reexamination re-examination or review of the merits of the cause of action in respect of which the original judgment was given or retrial re-litigation of the matters adjudicated upon, by the courts of the Cayman Islands, the British Virgin Islands, Hong Kong and PRC, subject to conditions and restrictions described under the caption “Enforcement of Civil Liabilities” in the Registration Statement, Pricing Disclosure Package and Prospectus and subject to the applicable provisions of the PRC Civil Procedures Law and the General Principles of Civil Law of the PRC relating to the enforceability of foreign judgments. The courts of the Cayman Islands would recognize as a valid judgment, a final and conclusive judgment in personam obtained in the New York Court against the Company based upon this Agreement or payment the Deposit Agreement under which a sum of any stampmoney is payable (other than a sum of money payable in respect of multiple damages, registration taxes or similar tax other charges of a like nature or dutyin respect of a fine or other penalty) or, in certain circumstances, an in personam judgment for non-monetary relief, and would give a judgment based thereon provided that it is ratified by (a) such courts had proper jurisdiction over the Peruvian Courts parties subject to such judgment, (Xxxxxx de la República del Perúb) if such courts did not contravene the following conditions and requirements are met: rules of natural justice of the Cayman Islands, (ic) such judgment is was not related to matters under the exclusive jurisdiction of Peruvian courts obtained by fraud, (such as matters involving real estate property); (iid) the issuing court had jurisdiction under its own conflicts enforcement of law rules the judgment would not be contrary to the public policy of the Cayman Islands, (e) no new admissible evidence relevant to the action is submitted prior to the rendering of the judgment by the courts of the Cayman Islands, and under general principles of international law on jurisdiction; (iiif) there is due compliance with the defendant was adequately served and was guaranteed due process correct procedures under the laws of the jurisdiction Cayman Islands. The Company is not aware of any reason why the enforcement in the Cayman Islands, the British Virgin Islands, Hong Kong or the PRC of such a New York Court judgment would be, as of the issuing court; (iv) the judgment is res judicata under the laws date hereof, contrary to public policy of the jurisdiction of Cayman Islands, the issuing court; (v) there is no pending litigation in Peru between the same parties for the same issueBritish Virgin Islands, which has been initiated before the commencement of the proceedings that concluded with such judgment; (vi) such judgment is not incompatible with a priorly rendered foreign judgment that fulfills the requirements of recognition and enforceability established by Peruvian law; (vii) such judgment is not contrary to Peruvian national sovereignty, public order Hong Kong or good morals; (viii) it has not been proven that the issuing court has denied enforcement of Peruvian judgments or engaged in a review of the merits thereof; (ix) such judgment has been (a) duly apostilled by the competent authority of the jurisdiction of the issuing court, in case of jurisdictions that are parties to the Hague Apostille Convention, or (b) certified by Peruvian consular authorities, in case of jurisdictions that are not parties to the Hague Apostille Convention, and is accompanied by a certified and officially translated copy of such judgment into Spanish; and (x) payment of the applicable court taxes or filing feesPRC.

Appears in 1 contract

Samples: Xpeng Inc.

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