Common use of Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury Clause in Contracts

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. This Indenture and the Securities shall be deemed to be contracts made under the law of the State of New York, and for all purposes shall be governed by and construed in accordance with the law of said State. THE COMPANY HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK OR ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS INDENTURE AND THE NOTES, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTY, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTS. EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS INDENTURE.

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. This Indenture and the Securities shall be deemed to be contracts made under the law of the State of New York, and for all purposes Agreement shall be governed by and construed in accordance with the law laws of said Statethe State of New York, (including, without limitation, Sections 5-1401 and 5-1402 of the New York General Obligations Law or any successor to such statute) without regard to conflict of laws principles. THE COMPANY PARTIES TO THIS AGREEMENT AGREE THAT ALL ACTIONS AND PROCEEDINGS ARISING OUT OF THIS AGREEMENT OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY SHALL BE BROUGHT IN A NEW YORK STATE COURT SITTING OR THE UNITED STATES DISTRICT COURT, IN EACH CASE, IN THE BOROUGH OF MANHATTAN IN THE CITY COUNTY AND STATE OF NEW YORK OR AND, IN CONNECTION WITH ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, SUCH ACTION OR PROCEEDING ARISING OUT OF OR RELATING SUBMIT TO THIS INDENTURE AND THE NOTESEXCLUSIVE JURISDICTION OF, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTYVENUE IN, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTSSUCH COURT. EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY EACH OF THE PARTIES HERETO ALSO IRREVOCABLY WAIVES ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY ACTION, PROCEEDING OR INDIRECTLY COUNTERCLAIM ARISING OUT OF, UNDER OF THIS AGREEMENT OR IN CONNECTION WITH THIS INDENTURETHE TRANSACTIONS CONTEMPLATED HEREBY.

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. (a) This Indenture and the Securities shall be deemed Subscription Agreement is to be contracts made under construed in accordance with and governed by the law laws of the State of New York, without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the State of New York to the rights and for all purposes duties of the parties. (b) Any controversy, claim or dispute arising out of or relating to this Subscription Agreement between the parties hereto, their assignees, their affiliates, their attorneys, or agents, shall be governed litigated solely in state or federal court in New York City. Each party (i) submits to the jurisdiction of any such court, (ii) waives the defense of an inconvenient forum, (iii) agrees that valid consent to service may be made by mailing or delivery of such service to the New York Secretary of State (the "Agent") or to the party at the party's last known address, if personal service delivery can not be easily effected, and construed (iv) authorizes and directs the Agent to accept such service in accordance with the law of said State. THE COMPANY HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK OR ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS INDENTURE AND THE NOTES, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTY, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTS. event that personal service delivery can not easily be effected. (c) EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVESPARTY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY HEREBY IRREVOCABLY WAIVES ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY AS TO ANY ISSUE RELATING HERETO IN RESPECT OF ANY LITIGATION DIRECTLY ACTION, PROCEEDING, OR INDIRECTLY COUNTERCLAIM ARISING OUT OF, UNDER OF OR IN CONNECTION WITH RELATING TO THIS INDENTURESUBSCRIPTION AGREEMENT OR ANY OTHER MATTER INVOLVING THE PARTIES HERETO.

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. This Indenture and the Securities shall be deemed to be contracts made under the law of the State of New York, and for all purposes shall be governed by and construed in accordance with the law of said State. THE COMPANY HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK OR ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS INDENTURE AND THE NOTES, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTY, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTS. EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVESHXXXXX XXXXXX, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS INDENTURE.

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. This Indenture and the Securities shall be deemed to be contracts made under the law of the State of New York, and for all purposes shall be governed by and construed in accordance with the law laws of the State of New York applicable to agreements made or instruments entered into and, in each case, performed in said Statestate, without regard to conflicts of laws principles thereof. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any New York State court sitting in the Borough of Manhattan in the City of New York or any federal court sitting in the Borough of Manhattan in the City of New York in respect of any suit, action or proceeding arising out of or relating to this Indenture and the Securities, and irrevocably accepts jurisdiction of the aforesaid courts. EACH OF THE COMPANY COMPANY, THE TRUSTEE AND THE HOLDERS BY THEIR ACCEPTANCE OF THE SECURITIES HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK OR ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS INDENTURE AND THE NOTES, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTY, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTS. EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY LEGAL PROCEEDING ARISING OUT OF, UNDER OF OR IN CONNECTION WITH RELATING TO THIS INDENTURE, THE SECURITIES OR THE TRANSACTIONS CONTEMPLATED HEREBY.

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. This Indenture and the Securities shall be deemed to be contracts made under the law of the State of New York, and for all purposes Agreement shall be governed by and construed in accordance with the law laws of said Statethe State of New York, (including, without limitation, Section 5-1401 of the New York General Obligations Law or any successor to such statute) without regard to conflict of laws principles. THE COMPANY PARTIES TO THIS AGREEMENT AGREE THAT ALL ACTIONS AND PROCEEDINGS ARISING OUT OF THIS AGREEMENT OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY SHALL BE BROUGHT IN A NEW YORK STATE COURT SITTING OR THE UNITED STATES DISTRICT COURT, IN EACH CASE, IN THE BOROUGH OF MANHATTAN IN THE CITY COUNTY AND STATE OF NEW YORK OR AND, IN CONNECTION WITH ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, SUCH ACTION OR PROCEEDING ARISING OUT OF OR RELATING SUBMIT TO THIS INDENTURE AND THE NOTESEXCLUSIVE JURISDICTION OF, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTYVENUE IN, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTSSUCH COURT. EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY EACH OF THE PARTIES HERETO ALSO IRREVOCABLY WAIVES ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY ACTION, PROCEEDING OR INDIRECTLY COUNTERCLAIM ARISING OUT OF, UNDER OF THIS AGREEMENT OR IN CONNECTION WITH THIS INDENTURETHE TRANSACTIONS CONTEMPLATED HEREBY.

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. This Indenture and the Securities shall be deemed to be contracts made under the law of the State of New York, and for all purposes Agreement shall be governed by and construed in accordance with the law laws of said Statethe State of New York, (including, without limitation, Section 5-1401 of the New York General Obligations Law or any successor to such statute) without regard to conflict of laws principles. THE COMPANY PARTIES TO THIS AGREEMENT AGREE THAT ALL ACTIONS AND PROCEEDINGS ARISING OUT OF THIS AGREEMENT OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY SHALL BE BROUGHT IN A NEW YORK STATE COURT SITTING OR THE UNITED STATES DISTRICT COURT IN THE BOROUGH OF MANHATTAN IN THE CITY COUNTY AND STATE OF NEW YORK OR AND, IN CONNECTION WITH ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, SUCH ACTION OR PROCEEDING ARISING OUT OF OR RELATING SUBMIT TO THIS INDENTURE AND THE NOTESEXCLUSIVE JURISDICTION OF, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTYVENUE IN, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTSSUCH COURT. EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY EACH OF THE PARTIES HERETO ALSO IRREVOCABLY WAIVES ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY ACTION, PROCEEDING OR INDIRECTLY COUNTERCLAIM ARISING OUT OF, UNDER OF THIS AGREEMENT OR IN CONNECTION WITH THIS INDENTURETHE TRANSACTIONS CONTEMPLATED HEREBY.

Governing Law; Submission to Jurisdiction; Waiver of Trial by Jury. (a) This Indenture and the Securities shall be deemed Guaranty is to be contracts made under construed in accordance with and governed by the law laws of the State of New York, without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the State of New York to the rights and for all purposes duties of the parties. (b) Any controversy, claim or dispute arising out of or relating to this Guaranty between the parties hereto, their assignees, their affiliates, their attorneys, or agents, shall be governed litigated solely in state or federal court in New York City. Each party (i) submits to the jurisdiction of any such court, (ii) waives the defense of an inconvenient forum, (iii) agrees that valid consent to service may be made by mailing or delivery of such service to the New York Secretary of State (the "Agent") or to the party at the party's last known address, if personal service delivery can not be easily effected, and construed (iv) authorizes and directs the Agent to accept such service in accordance with the law of said State. THE COMPANY HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK OR ANY FEDERAL COURT SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS INDENTURE AND THE NOTES, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTY, GENERALLY AND UNCONDITIONALLY, JURISDICTION OF THE AFORESAID COURTS. event that personal service delivery can not easily be effected. (c) EACH PARTY HERETO, AND EACH HOLDER OF A SECURITY BY ACCEPTANCE THEREOF, HEREBY WAIVESPARTY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY HEREBY IRREVOCABLY WAIVES ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY AS TO ANY ISSUE RELATING HERETO IN RESPECT OF ANY LITIGATION DIRECTLY ACTION, PROCEEDING, OR INDIRECTLY COUNTERCLAIM ARISING OUT OF, UNDER OF OR IN CONNECTION WITH RELATING TO THIS INDENTUREGUARANTY OR ANY OTHER MATTER INVOLVING THE PARTIES HERETO.