GOVERNING LAW / COMPETENT COURT. 7.1 This Agreement shall be exclusively governed by Dutch Law by and shall be construed in accordance with the laws of the Netherlands, with the exception of those laws that exclusively apply for the Caribbean.
7.2 Any disputes, controversy or claim arising under, out of or relating to this Licence Agreement and any subsequent amendments of this Licence Agreement, including, without limitation, its formation, validity, binding effect, interpretation, performance, breach or termination, as well as non-contractual claims, shall be in submitted to the exclusive jurisdiction of the Court of First Instance of The Hague, The Netherlands.
GOVERNING LAW / COMPETENT COURT. This addendum is governed by French law, both with respect to its performance and its termination. Any dispute relating hereto shall be subject to the exclusive jurisdiction of the French courts.
GOVERNING LAW / COMPETENT COURT. 5.1. This Agreement shall be governed by the laws of the Netherlands.
5.2. All disputes and claims arising from or relating to this Agreement shall be exclusively settled by the competent court in Amsterdam, the Netherlands, without prejudice to the right of appeal.
GOVERNING LAW / COMPETENT COURT. 21.1. All Agreements and any other legal relationships between Xxxxx Xxxxxxxx and Supplier shall be governed by and construed and interpreted in accordance with the laws of the country of the purchasing Xxxxx Xxxxxxxx entity registered seat (“Applicable Laws”). The provisions of the United Nations Convention on Contracts for the International Sale of Products ("the Vienna Convention") shall not apply.
21.2. Any disputes arising out of or in connection with any Agreement and any other legal relationship between Xxxxx Xxxxxxxx and Supplier (including without limitation in relation to any non-contractual obligations) shall be brought before the competent courts of the purchasing Xxxxx Xxxxxxxx entity registered seat. Notwithstanding the foregoing sentence, Xxxxx Xxxxxxxx, at its discretion, may: a) opt to bring any such dispute before or file any claim at the competent courts of the country of Supplier's residence under the laws applicable to that country; and b) seek interim injunctive relief or any other interim measure of protection in any court of competent jurisdiction.
21.3. If paragraph 21.2 is found by any court or body or authority of competent jurisdiction to be illegal, unlawful, void or unenforceable: a) such clause will be deemed to be severed from these Conditions and this will not affect the remaining Apparel General Terms and Conditions of Purchase obligations which shall remain in full force and effect; b) subject to paragraph 21.3(c) the courts specified in paragraph 21.2 will have exclusive jurisdiction to determine any dispute arising out of or in connection with
GOVERNING LAW / COMPETENT COURT. This agreement shall be interpreted, governed and enforced exclusively in accordance with the laws of Norway.
GOVERNING LAW / COMPETENT COURT. This Note shall be governed, construed and enforced in accordance with the laws of The Netherlands. All disputes arising in connection with this Note, including disputes concerning the existence and validity thereof, shall be resolved by the competent courts in Amsterdam, The Netherlands. #10338536v8
GOVERNING LAW / COMPETENT COURT. 8.1. This Shareholders Agreement shall be governed exclusively by Dutch law.
GOVERNING LAW / COMPETENT COURT. 14.1 This Warrant shall be governed exclusively by Dutch law.
14.2 Xxx xxxxxxxx xxxxx xx Xxxxxxxxx, Xxx Xxxxxxxxxxx shall have exclusive jurisdiction in first instance for any dispute which may arise in connection with this Warrant. For the avoidance of doubt, Dutch law applies to this Section 14.2. Name: Xxx Xxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Executive Officer Title: Chief Financial Officer Name: Title: Date: Schedule 1 Form of Warrant Exercise Notice Affimed N.V. Xx Xxxxxxxxxxx Xxxx 000 D-69120 Heidelberg Germany Date: [—] Re: Warrant Exercise Notice Dear Sirs, Reference is made to the warrant for the subscription of common shares in the capital of Affimed N.V., date [—] 2014 (the “Warrant”). Terms defined in the Warrant shall have the same meaning in this exercise notice. The Holder hereby irrevocable elects to exercise the Warrant in full, to subscribe for all Warrant Shares, being [—] Warrant Shares, at the Exercise Price. As per the date of this exercise notice, the Holder shall pay the aggregate Exercise Price for the Warrant Shares by wire transfer into the bank account of the Company. The original the Warrant is attached to this notice. The Holder hereby irrevocable elects to exercise the Warrant in part, to subscribe for [—] Warrant Shares at the Exercise Price. As per the date of this exercise notice, the Holder shall pay the aggregate Exercise Price for the Warrant Shares by wire transfer into the bank account of the Company. The original of the Warrant is attached to this notice. Subject to the issue of the Warrant Shares in accordance with the preceding sentence, the Company is hereby requested to issue a replacement Warrant for the remaining Warrant Shares under the Warrant, in accordance with Clause 1.3 of the Warrant. The undersigned hereby represents and warrants to the Company as follows:
(a) The undersigned is an “accredited investor” within the meaning of Regulation D, Rule 501(a), under the Securities Act.
(b) The undersigned is acquiring the Warrant Shares for investment for its own account, not as a nominee or agent, and not with the view to, or for resale in connection with, any distribution thereof, other than the transfer of shares to an affiliated investment fund under common control with the undersigned. It understands that the issuance of the Warrant Shares has not been, and will not be, registered under the Securities Act by reason of a specific exemption from the registration provisions of the Securities Act, the avail...
GOVERNING LAW / COMPETENT COURT. This Agreement shall be interpreted in accordance with the laws of Japan. Any action in connection with this Agreement shall be submitted to the Tokyo District Court as the competent court of agreed jurisdiction for the first instance.
GOVERNING LAW / COMPETENT COURT. This agreement shall be governed and construed as to both substantive and procedural matters in accordance with the laws of Germany.
