GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in the Bankruptcy Court, and solely in connection with claims arising under this Agreement: (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy Court; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy Court; and (c) waives any objection that the Bankruptcy Court is an inconvenient forum or does not have jurisdiction over any Party hereto.
Appears in 4 contracts
Samples: Restructuring Support Agreement (Pennsylvania Real Estate Investment Trust), Restructuring Support Agreement (Jason Industries, Inc.), Restructuring Support Agreement (Parker Drilling Co /De/)
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK DELAWARE APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in the Bankruptcy United States District Court for the Western District of Texas (the “Chosen Court”), and solely in connection with claims arising under this Agreement: Agreement (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy Chosen Court; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy Chosen Court; and (c) waives any objection that the Bankruptcy Chosen Court is an inconvenient forum or does not have jurisdiction over any Party hereto; provided, however, that if the Debtor commences the Chapter 11 Case, then the Bankruptcy Court (or court of proper appellate jurisdiction) shall be the exclusive Chosen Court.
Appears in 4 contracts
Samples: Restructuring Support Agreement (Crossroads Systems Inc), Restructuring Support Agreement (Crossroads Systems Inc), Restructuring Support Agreement
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in either the Bankruptcy CourtUnited States District Court for the Southern District of New York or any New York State court located in New York County (the “Chosen Courts”), and solely in connection with claims arising under this Agreement: (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy CourtChosen Courts; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy CourtChosen Courts; and (c) waives any objection that the Bankruptcy Court is Chosen Courts are an inconvenient forum or does do not have jurisdiction over any Party hereto; provided, however, that if the Debtors commence the Chapter 11 Cases, then the Bankruptcy Court (or court of proper appellate jurisdiction) shall be the exclusive jurisdiction, rather than any Chosen Court.
Appears in 4 contracts
Samples: Restructuring Support and Lock Up Agreement, Restructuring Support and Lock Up Agreement (Legacy Reserves Inc.), Restructuring Support and Lock Up Agreement (Legacy Reserves Inc.)
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim Claim arising out of or related to this Agreement, to the extent possible, in the Bankruptcy CourtCourt (or court of proper appellate jurisdiction) (collectively, the “Chosen Courts”) and solely in connection with claims Claims arising under this Agreement: (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy CourtChosen Courts; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy CourtChosen Courts; and (c) waives any objection that the Bankruptcy Court is Chosen Courts are an inconvenient forum or does do not have jurisdiction over any Party hereto.
Appears in 2 contracts
Samples: Plan Support Agreement (Exide Technologies), Plan Support Agreement (Exide Technologies)
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK DELAWARE APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in the Bankruptcy United States District Court for the Western District of Texas (the “Chosen Court”), and solely in connection with claims arising under this Agreement:
(a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy Chosen Court; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy Chosen Court; and (c) waives any objection that the Bankruptcy Chosen Court is an inconvenient forum or does not have jurisdiction over any Party hereto; provided, however, that if the Debtor commences the Chapter 11 Case, then the Bankruptcy Court (or court of proper appellate jurisdiction) shall be the exclusive Chosen Court.
Appears in 1 contract
Samples: Restructuring Support Agreement
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in either the Bankruptcy CourtUnited States District Court for the Southern District of New York or any New York State court located in New York County (the “Chosen Courts”), and solely in connection with claims arising under this Agreement: (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy CourtChosen Courts; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy CourtChosen Courts; and (c) waives any objection that the Bankruptcy Court is Chosen Courts are an inconvenient forum or does do not have jurisdiction over any Party hereto; provided, that if the Debtors commence the Chapter 11 Cases, then the Bankruptcy Court (or court of proper appellate jurisdiction) shall be the exclusive jurisdiction, rather than any Chosen Court.
Appears in 1 contract
Samples: Restructuring Support and Lock Up Agreement (Bonanza Creek Energy, Inc.)
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement Borough of the Chapter 11 CasesManhattan, each of the Parties hereby agrees that, if so long as the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in the Bankruptcy Court, and solely in connection with claims arising under this Agreement: (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy Court; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy Court; and (c) waives any objection that the Bankruptcy Court is an inconvenient forum or does not have jurisdiction over any Party hereto.
Appears in 1 contract
Samples: Restructuring Support Agreement (CBL & Associates Limited Partnership)
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. WAIVER OF TRIAL BY JURY. THIS AGREEMENT IS TO SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE WITHOUT REGARD TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT PRINCIPLES OF LAWS PRINCIPLES THEREOFCONFLICTS OF LAW. Notwithstanding the foregoing consent Any Proceeding arising out of or relating to jurisdiction in either a state or federal court of competent jurisdiction this Agreement may be brought in the courts of the State and County of New York, upon or, if it has or can acquire jurisdiction, in the commencement United States District Court for the Southern District of the Chapter 11 CasesNew York, and each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in the Bankruptcy Court, and solely in connection with claims arising under this Agreement: (a) parties irrevocably submits to the exclusive jurisdiction of the Bankruptcy Court; (b) each such court in any such Proceeding, waives any objection it may now or hereafter have to laying venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such action court and agrees not to bring any Proceeding arising out of or proceeding relating to this Agreement in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and bargained agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the Bankruptcy Court; and (c) waives first sentence of this Section may be served on any objection that party anywhere in the Bankruptcy Court is an inconvenient forum or does not have jurisdiction over any Party heretoworld.
Appears in 1 contract
Samples: Transition Services Agreement (Russ Berrie & Co Inc)
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, Agreement (i) to the extent possible, in the Bankruptcy CourtCourt or (ii) otherwise, in state and federal courts sitting in the City, County and State of New York (collectively, the “Chosen Courts”), and solely in connection with claims arising under out of or related to this Agreement: (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy CourtChosen Courts and courts of appeals therefrom; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy CourtChosen Courts; and (c) waives any objection that the Bankruptcy Court is Chosen Courts are an inconvenient forum or does do not have jurisdiction over any Party hereto; and (d) consents to entry of final judgment by the Chosen Courts.
Appears in 1 contract
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. WAIVER OF TRIAL BY JURY. THIS AGREEMENT IS AGREEMENT, AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AGREEMENT, SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to Agreement in either the extent possible, United States District Court for the Southern District of New York or any New York state court located in the Bankruptcy CourtCounty of New York (the “Chosen Courts”), and solely in connection with claims arising under this Agreement: (a) irrevocably submits to the exclusive jurisdiction of the Bankruptcy CourtChosen Courts; (b) waives any objection to laying venue in any such action or proceeding in the Bankruptcy CourtChosen Courts; and (c) waives any objection that the Bankruptcy Court is Chosen Courts are an inconvenient forum or does do not have jurisdiction over any Party heretohereto or constitutional authority to finally adjudicate the matter; provided that after REMA commences the Chapter 11 Cases, then the Bankruptcy Court (or court of proper appellate jurisdiction) shall be the exclusive Chosen Court.
Appears in 1 contract
Samples: Restructuring Support Agreement (GenOn Energy, Inc.)
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. WAIVER OF TRIAL BY JURY. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New YorkEach Party hereto, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or solely in connection with claims arising under this Agreement. Each Party hereto agrees that it Agreement (a) shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in the Bankruptcy Court, and solely in connection with claims arising under this Agreement: Chosen Courts; (ab) irrevocably submits to the exclusive jurisdiction of the Bankruptcy CourtChosen Courts; (bc) waives any objection to laying venue in any such action or proceeding in the Bankruptcy CourtChosen Courts; and (cd) waives any objection that the Bankruptcy Court is Chosen Courts are an inconvenient forum or does do not have jurisdiction over any Party hereto. EACH PARTY HERETO IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
Appears in 1 contract
GOVERNING LAW; SUBMISSION TO JURISDICTION; SELECTION OF FORUM. WAIVER OF TRIAL BY JURY. THIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Notwithstanding the foregoing consent to jurisdiction in either a state or federal court of competent jurisdiction in the State and County of New York, upon the commencement of the Chapter 11 Cases, each of the Parties hereby agrees that, if the Chapter 11 Cases are pending, the Bankruptcy Court shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement. Each Party hereto agrees that it (a) shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in either the Bankruptcy CourtUnited States District Court for the Southern District of New York or any New York State court sitting in New York City (the “Chosen Courts”), and solely in connection with claims arising under this Agreement: ; (ab) irrevocably submits to the exclusive jurisdiction of the Bankruptcy CourtChosen Courts; (bc) waives any objection to laying venue in any such action or proceeding in the Bankruptcy CourtChosen Courts; and (cd) waives any objection that the Bankruptcy Court is Chosen Courts are an inconvenient forum or does do not have jurisdiction over any Party hereto. EACH PARTY HERETO IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
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