General Jurisdiction. Each of the Parties (i) irrevocably consents to the service of the summons and complaint and any other process (whether inside or outside the territorial jurisdiction of the Chosen Courts) in any Legal Proceeding relating to the Merger and the Guaranty, for and on behalf of itself or any of its properties or assets, in accordance with Section 9.2 or in such other manner as may be permitted by applicable law, and nothing in this Section 9.10 will affect the right of any Party to serve legal process in any other manner permitted by applicable law; (ii) irrevocably and unconditionally consents and submits itself and its properties and assets in any Legal Proceeding to the exclusive general jurisdiction of the Court of Chancery of the State of Delaware and any state appellate court therefrom within the State of Delaware (or, if the Court of Chancery of the State of Delaware declines to accept jurisdiction over a particular matter, any federal court within the State of Delaware) (the “Chosen Courts”) in the event that any dispute or controversy arises out of this Agreement, the Guaranty or the transactions contemplated hereby or thereby; (iii) agrees that it will not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such court; (iv) agrees that any Legal Proceeding arising in connection with this Agreement, the Guaranty or the transactions contemplated hereby or thereby will be brought, tried and determined only in the Chosen Courts; (v) waives any objection that it may now or hereafter have to the venue of any such Legal Proceeding in the Chosen Courts or that such Legal Proceeding was brought in an inconvenient court and agrees not to plead or claim the same; and (vi) agrees that it will not bring any Legal Proceeding relating to this Agreement, the Guaranty or the transactions contemplated hereby or thereby in any court other than the Chosen Courts. Each of Parent, Merger Sub and the Company agrees that a final judgment in any Legal Proceeding in the Chosen Courts will be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable law.
General Jurisdiction. This agreement is governed by and should be interpreted in accordance with English law and you agree to submit to the non-exclusive jurisdiction of the English Courts.
General Jurisdiction. EACH OF THE PARTIES HERETO IRREVOCABLY (A) CONSENTS TO SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE DELAWARE COURT OF CHANCERY (THE “COURT OF CHANCERY”) AND ANY STATE APPELLATE COURT THEREFROM LOCATED IN THE STATE OF DELAWARE (OR, ONLY IF THE COURT OF CHANCERY DECLINES TO ACCEPT JURISDICTION OVER A PARTICULAR MATTER, ANY STATE OR FEDERAL COURT SITTING IN WILMINGTON, DELAWARE) IN ANY ACTION RELATING TO THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, (B) WAIVES ANY OBJECTION TO THE LAYING OF VENUE OF ANY ACTION RELATED TO THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT BROUGHT IN SUCH COURT, (C) WAIVES AND AGREES NOT TO PLEAD OR CLAIM IN ANY SUCH COURT THAT ANY SUCH ACTION BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM AND (D) AGREES THAT SERVICE OF PROCESS OR OF ANY OTHER PAPERS UPON SUCH PARTY BY REGISTERED MAIL AT THE ADDRESS AND TO THE PERSON OR PERSONS TO WHICH NOTICES ARE REQUIRED TO BE SENT TO SUCH PARTY UNDER SECTION 10.8 SHALL BE DEEMED GOOD, PROPER AND EFFECTIVE SERVICE UPON SUCH PARTY.
General Jurisdiction. 16.1. The general provisions of the applicable civil procedure code apply.
16.2. If the lessee does not maintain a general place of jurisdiction in Germany, if the lessee moves his dom- icile/habitual place of domicile/habitual residence abroad or if the domicile/habitual residence of the lessee is at the time of the initiation of legal proceedings - for reasons for which the lessor is not re- sponsible - is unknown, the place of jurisdiction shall be the lessor's registered office. In the event of a delay due to the currently spreading coronavirus (SARS-CoV-2 virus Covid -19), the landlord is entitled for an extension. This applies regardless of the nature of the delay cause: let it be problem with appointments scheduling or absenteeism of the administration core. Tenant will not assert any claims related to the delays based on the circumstances mentioned above. Following also applies to the fact that landlord does not employ sick employees, taking a due care, because a risk of illness or infection cannot be ruled out based on specific indications. Place, date Aalen Tenant Landlord Paying tenant: Apartment-No: Current address: Smart Living Objekt Jägerstraße GmbH & Co. KG Represented by the to collect the payments to be made by me rent, costs to be borne by me according to the rental agreement from my account below by direct debit. At the same time, I instruct my bank to redeem the direct debits drawn by the landlord. Creditor ID: DE78ZZZ00002232087 (To be filled in by the landlord) Mandate Reference: Bank: IBAN: BIC: Commerzbank AG XX00 0000 0000 0000 0000 00 XXXXXXXXXXX Account: Bank: IBAN: BIC: If my account does not have sufficient funds, there is no obligation on the part of the bank holding the account to redeem it. I confirm that the bank I have specified participates in the Europe-wide direct debit system "SEPA direct debit". Place / Date Signature of the account owner You have the right to cancel this contract within fourteen days without giving any reason. The cancellation period is fourteen days from the day the contract is concluded. To exercise your right of withdrawal, you must inform us - Smart Living Objekt Jägerstraße GmbH & Co. KG, vertr. d. i Live Immobilienverwaltung GmbH, Xxxxxx-Xxxxxx-Xxxxxx 00, 00000 Xxxxx, Tel.: 00000- 0000-000 by means of a clear declaration (e.g., a letter sent by post or e-mail) of your decision to withdraw from this contract. You can use the attached withdrawal form for this purpose, but this is not mandatory. ...
General Jurisdiction. 16.1. The general provisions of the applicable civil procedure code apply.
16.2. Xxxxx tenant have no general place of jurisdiction in Germany because he changes his residence abroad, or it is at the moment unknown for reasons for which landlord is not responsible – landlords place of jurisdiction is applied.
16.3. The tenant agrees to the storage and usage of his data, as far as this is necessary for the administration of the property and the execution of this contract.
16.4. Should any part of this contract be void or contestable, the validity of the rest of the contract will not be affected. In this case, the parties undertake to make an agreement regarding the legally ineffective part that comes closest to what the contracting parties would have agreed if they had known the inef- fectiveness. The same applies to loopholes in the contract.
General Jurisdiction. 23.1 Each right or remedy of the Company under the Contract is without prejudice to any other right or remedy of the Company whether under the Contract or not.
23.2 If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect.
23.3 Failure or delay by the Company in enforcing or partially enforcing any provision of the Contract shall not be construed as a waiver of any of its rights under the Contract.
23.4 Any waiver by the Company of any breach of, or any default under, any provision of the Contract by the Purchaser shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Contract.
23.5 The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
23.6 This Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with England & Wales law, and the parties submit to the exclusive jurisdiction of England & Wales Courts.
General Jurisdiction. Each of the Parties (i) irrevocably consents to the service of the summons and complaint and any other process (whether inside or outside the territorial jurisdiction of the Chosen Courts) in any Legal Proceeding relating to the Merger and the Guarantee, for and on behalf of itself or any of its properties or assets, in accordance with Section 11.2 or in such other manner as may be permitted by applicable Law, and nothing in this Section 11.10 will affect the right of any Party to serve legal process in any other manner permitted by applicable Law; (ii) irrevocably and unconditionally consents and submits itself and its properties and assets in any Legal Proceeding to the exclusive general jurisdiction of the Court of Chancery of the State of Delaware and any state appellate court therefrom within the State of Delaware (or, if the Court of Chancery of the State of Delaware declines to accept jurisdiction over a particular matter, any federal court within the State of Delaware (and any appellate court therefrom) or, if any federal court within the State of Delaware declines to accept jurisdiction over a particular matter, any state court within the State of Delaware (and any appellate court
General Jurisdiction. Each of the parties irrevocably agrees that any legal action or proceeding arising out of or relating to this Agreement brought by any party or its Affiliates against any other party or its Affiliates shall be brought and determined in the Court of Chancery of the State of Delaware; provided, that if jurisdiction is not then available in the Court of Chancery of the State of Delaware, then any such legal action or proceeding may be brought in any federal court located in the State of Delaware or any other Delaware state court. Each of the parties hereby irrevocably submits to the jurisdiction of the aforesaid courts for itself and with respect to its property, generally and unconditionally, with regard to any such action or proceeding arising out of or relating to this Agreement and the transactions contemplated hereby, including the Merger. Each of the parties agrees not to commence any action, suit or proceeding relating thereto except in the courts described above in Delaware, other than actions in any court of competent jurisdiction to enforce any judgment, decree or award rendered by any such court in Delaware as described herein. Each of the parties further agrees that notice as provided herein shall constitute sufficient service of process and the parties further waive any argument that such service is insufficient. Each of the parties hereby irrevocably and unconditionally waives, and agrees not to assert, by way of motion or as a defense, counterclaim or otherwise, in any action or proceeding arising out of or relating to this Agreement or the transactions contemplated hereby, including the Merger, (a) any claim that it is not personally subject to the jurisdiction of the courts in Delaware as described herein for any reason, (b) that it or its property is exempt or immune from jurisdiction of any such court or from any legal process commenced in such courts (whether through service of notice, attachment prior to judgment, attachment in aid of execution of judgment, execution of judgment or otherwise) and (c) that (i) the suit, action or proceeding in any such court is brought in an inconvenient forum, (ii) the venue of such suit, action or proceeding is improper or (iii) this Agreement, or the subject matter hereof, may not be enforced in or by such courts.
General Jurisdiction. General jurisdiction permits a court to exercise personal jurisdiction over a defendant in its "home" forum based on the defendant's overall contacts with that forum. The United States Supreme Court has held that, in order for a court to assert general jurisdiction over a nonresident defendant, the plaintiff must establish that the defendant has a substantial presence in the forum state so that the exercise of jurisdiction over the defendant would comport with traditional notions of fair play and substantial justice (see World-wide Volkswagen Corp. v Xxxxxxx, 444 U.S. 286 , 292 , 100 S. Ct. 559 , 62 L. Ed. 2d 490 [1980], citing Intl. Shoe Co. v Washington, 326 U.S. 310 , 316 , 66 S. Ct. 154 , 90 L. Ed. 95 [1945]). New York law is essentially the same. With respect to CPLR 301 , "the authority of the New York courts to exercise jurisdiction over a foreign corporation is based solely upon the fact that the defendant is engaged in such a continuous and systematic course of doing business here as to Warrant a finding of its presence in this jurisdiction" (Xxxxxx v Ostrow, 55 N.Y.2d 305 , 309-10 , 434 N.E.2d 692 , 449 N.Y.S.2d 456 [1982] [brackets, quotation marks and citations omitted]). In 2014, the U.S. Supreme Court modified the "continuous and systemic" standard in its analysis
General Jurisdiction. This Agreement is binding upon and shall inure to the benefit of the succes- sors and assigns hereto. This Agreement shall be governed and construed in accordance with the laws of Florida. The parties hereby stipulate that any action or other legal proceeding arising un- der or in connection with this Agreement may be commenced and prosecuted in its entirety in the federal or state courts having jurisdiction over Xxxxx County, Florida, each party hereby submitting to the personal jurisdiction thereof, and the parties agree not to raise the objection that such courts
