Governing Law; Litigation. This Agreement shall be governed by and enforced in accordance with the laws of the State of Indiana. Litigation associated with or arising under this Agreement is allowed to be filed only in the state courts located in Indianapolis, Indiana.
Governing Law; Litigation. THIS AGREEMENT SHALL BE GOVERNED BY, CONSTRUED, APPLIED AND ENFORCED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE COMMONWEALTH OF PENNSYLVANIA, AND NO DOCTRINE OF CHOICE OF LAW SHALL BE USED TO APPLY ANY LAW OTHER THAN THAT OF THE COMMONWEALTH OF PENNSYLVANIA, AND NO DEFENSE, COUNTERCLAIM OR RIGHT OF SET-OFF GIVEN OR ALLOWED BY THE LAWS OF ANY OTHER STATE OR JURISDICTION, OR ARISING OUT OF THE ENACTMENT, MODIFICATION OR REPEAL OF ANY LAW, REGULATION, ORDINANCE OR DECREE OF ANY FOREIGN JURISDICTION, BE INTERPOSED IN ANY ACTION HEREON. THE PARTIES AGREE THAT ANY ACTION OR PROCEEDING TO ENFORCE OR ARISING OUT OF THIS AGREEMENT MAY BE COMMENCED IN ANY STATE COURT IN ALLEGHENY COUNTY, PENNSYLVANIA, OR IN THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF PENNSYLVANIA IN ALLEGHENY COUNTY, PENNSYLVANIA. THE PARTIES CONSENT TO SUCH JURISDICTION, AGREE THAT VENUE WILL BE PROPER IN SUCH COURTS AND WAIVE ANY OBJECTIONS BASED UPON FORUM NON CONVENIENS. THE CHOICE OF FORUM SET FORTH IN THIS SECTION 14 SHALL NOT BE DEEMED TO PRECLUDE THE ENFORCEMENT OF ANY ACTION UNDER THIS AGREEMENT IN ANY OTHER JURISDICTION.
Governing Law; Litigation. This Agreement will be governed by the laws of the Czech Republic, without regard to conflict of laws principles. Customer agrees that any litigation relating to this Agreement may only be brought in, and will be subject to the jurisdiction of, any competent court of the Czech Republic. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Governing Law; Litigation. This Agreement shall be governed by the laws of the State of California and any suit or action initiated by either party shall be brought in the County of San Mateo, California. In the event of litigation between the parties hereto to enforce any provision of the Agreement, the unsuccessful party shall pay the reasonable expenses of litigation (costs and fees, including reasonable attorneys’ fees) of the successful party.
Governing Law; Litigation. (a) Except as otherwise expressly provided in any of the Loan Documents, in all respects, including all matters of construction, validity and performance, this Agreement and the Obligations arising hereunder shall be governed by, and be construed and enforced in accordance with, the laws of the State of New Jersey applicable to contracts made and performed in such state, without regard to the principles of conflict of laws.
(b) BORROWER AGREES THAT, IN CONNECTION WITH ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS:
(i) BORROWER WAIVES THE RIGHT TO TRIAL BY JURY AND THE RIGHT TO INTERPOSE ANY SETOFF OR COUNTERCLAIM OF ANY NATURE, EXCEPT FOR MANDATORY COUNTERCLAIMS;
(ii) BORROWER CONSENTS TO THE JURISDICTION OF ANY COURT OF THE STATE OF NEW JERSEY AND OF ANY FEDERAL COURT LOCATED IN NEW JERSEY, AND BORROWER WAIVES ANY RIGHT TO OBJECT TO SUCH COURT AS AN INCONVENIENT FORUM.
Governing Law; Litigation. 20.1. This Agreement shall be governed by, and construed in accordance with, the laws of the State of New Jersey, United States of America, without regard to the conflicts of laws provisions therein.
20.2. Scigen hereby irrevocably submits to the jurisdiction of the federal courts and the state courts of the State of New Jersey with respect to any legal proceedings in connection with this Agreement, confirms that the service of process out of such courts and delivered by certified mail or courier, fees prepaid, shall be deemed to be service upon Scigen for purposes of such legal proceedings; waives any objection it may have that such legal proceedings have been brought in an inconvenient forum; and agrees to produce witnesses, in New Jersey which are reasonably identified by Savient for depositions or as witnesses at trial. All such proceedings shall be conducted in the English language.
20.3. Nothing contained herein shall bar Savient from applying to any court for injunctive relief to prevent the breach or threatened breach of the provisions hereof. Without derogating from the generality of the foregoing, Scigen hereby consents to the jurisdiction of such country or countries in which Scigen elects to bring suit and to the entry of an injunction in favor of Savient preventing the manufacture, Marketing of Product and the use of the Technology, including the Clone, and all clones derived therefrom, the Process and other Confidential Information.
Governing Law; Litigation. It is the intention of the parties hereto that all questions with respect to the construction of this Agreement and the rights and liabilities of the parties hereto shall be determined in accordance with the laws of the State of Florida. In the event the Partnership or any Partner (or its Affiliates) institutes litigation or an administrative action against, Chelsea or any of its Affiliates, and/or Simon or any of its Affiliates, relating to a claim arising under this Agreement or related to the Land or Project the parties hereto agree that the prevailing party in such litigation or administrative action shall be entitled to recover its out-of-pocket costs and expenses of defending or maintaining such litigation or administrative action, including without limitation, attorneys' fees. With respect to any action initiated by a Partner in the nature of a derivative action, the Partner initiating the derivative action shall be obligated to reimburse the Partnership for any obligation incurred by the Partnership pursuant to this Section 13.9 if such Partner is the losing party in such litigation or administrative action. For purposes of the foregoing, a Partner who is an Affiliate of a party which is the losing party in such litigation or administrative action shall be obligated to reimburse the prevailing party for the costs and expenses of such litigation or administrative action.
Governing Law; Litigation. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without reference to principles of choice of law thereunder. Any dispute directly or indirectly arising under or related to this Agreement shall be resolved exclusively in the state or federal courts located in Pinellas County, Florida, and the parties hereto hereby consent to the jurisdiction of such courts for this purpose.
Governing Law; Litigation. This Agreement shall be governed by, construed, applied and enforced in accordance with the internal laws of the State of Florida, except that no doctrine of choice of laws shall be used to apply any law other than that of Florida, and no defense, counterclaim or right of set-off given or allowed by the laws of any other state or jurisdiction, or arising out of the enactment, modification or repeal of any law, regulation, ordinance or decree of any foreign jurisdiction, be interposed in any action hereon. Employee and the Company agree that any action or proceeding to enforce or arising out of this Termination Agreement may be commenced in the state courts in which the Company’s principal executive offices are located, or in the United States District court in which the Company’s principal executive offices are located. Employee consents to such jurisdiction, agrees that venue will be proper in such courts and waives any objections based upon forum non conveniens. Employee waives personal service of process and agrees that a summons and complaint commencing an action or proceeding shall be properly served and shall confer personal jurisdiction if hand-delivered to Employee at the address set forth in this Agreement. Except with respect to the restricted stock received by Employee pursuant to the SPA, this Agreement totally replaces and supercedes any and all prior agreements, arrangements, representations and understandings between the Employee and the Company, including but not limited to the Employment Agreement and agreements in which the Employee was granted options to purchase the Company’s common stock, except for Section 7 of the Employment Agreement which has been incorporated herein by reference. Any agreement to amend or modify the terms and conditions of this Agreement must be in writing and executed by the parties hereto.
Governing Law; Litigation. (a) Except as otherwise expressly provided in any of the Loan Documents, in all respects, including all matters of construction, validity and performance, this Agreement and the obligations arising hereunder shall be governed by, and be construed and enforced in accordance with, the laws of the Commonwealth of Pennsylvania applicable to contracts made and performed in such state, without regard to the principles of conflict of laws.
(b) BORROWER AND LENDER AGREE THAT, IN CONNECTION WITH ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS:
(i) BORROWER AND LENDER EACH WAIVES THE RIGHT TO TRIAL BY JURY;
(ii) BORROWER AND LENDER EACH CONSENTS TO THE JURISDICTION OF ANY COURT OF THE COMMONWEALTH OF PENNSYLVANIA AND OF ANY FEDERAL COURT LOCATED IN PENNSYLVANIA, AND EACH WAIVES ANY RIGHT TO OBJECT TO SUCH COURT AS AN INCONVENIENT FORUM; AND
(iii) BORROWER AND LENDER EACH WAIVES PERSONAL SERVICE OF ANY SUMMONS, COMPLAINT OR OTHER PROCESS IN CONNECTION WITH ANY SUCH ACTION OR PROCEEDING AND AGREES THAT SERVICE THEREOF MAY BE MADE BY CERTIFIED MAIL DIRECTED TO BORROWER AND ITS COUNSEL OR TO LENDER AT THE LOCATIONS PROVIDED FOR NOTICES TO BORROWER AND LENDER UNDER THIS AGREEMENT OR, IN THE ALTERNATIVE, IN ANY OTHER FORM OR MANNER PERMITTED BY LAW.
