Common use of Jurisdiction and Process; Waiver of Jury Trial Clause in Contracts

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company and each Purchaser irrevocably submit to the exclusive jurisdiction of any New York State or federal court sitting in the Borough of Manhattan, The City of New York (the “New York Court”), over any suit, action or proceeding arising out of or relating to this Agreement or the Notes. To the fullest extent permitted by applicable law, the Company and each Purchaser irrevocably waive and agree not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the jurisdiction of any such court, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum; provided that such waiver and agreement shall not preclude the Company or any Purchaser from seeking the removal of such suit, action or proceeding from state court to federal court. The foregoing notwithstanding, if the New York Court does not accept jurisdiction, the suit, action, or proceeding may be brought in another forum. (b) Nothing in this Section 22.8 shall limit any right that the holders of any of the Notes may have to bring proceedings against the Company to enforce in any lawful manner a judgment obtained in one jurisdiction in any other jurisdiction. (c) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Notes or any other document executed in connection herewith or therewith.

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company i. Each Party irrevocably and each Purchaser unconditionally agrees that it will not commence any action, litigation, or proceedings of any kind or description, whether in law or equity, whether in contract or in tort or otherwise, against any other Party that in any way relates to this Release in any forum other than the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, and the Parties irrevocably and unconditionally submit to the exclusive jurisdiction of such courts and agree that all claims in respect of any such action, litigation or proceeding relating to this Release may be heard and determined in such New York State or Court or, to the fullest extent permitted by applicable law, in such federal court sitting in the Borough of Manhattan, The City of New York (the “New York Court”), over any suit, action or proceeding arising out of or relating to this Agreement or the Notescourt. To the fullest extent permitted by applicable law, in connection with any such action, litigation or proceeding relating to this Release, the Company and each Purchaser Parties irrevocably waive and agree not to assert, by way of motion, as a defense or otherwise, any claim that it is they are not subject to the jurisdiction of any such court, any objection that it they may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum; provided that such waiver and agreement shall not preclude the Company or any Purchaser from seeking the removal of such suit, action or proceeding from state court to federal court. ii. The foregoing notwithstanding, if the New York Court does not accept jurisdiction, the suit, action, or proceeding may be brought in another forum. (b) Nothing in this Section 22.8 shall limit any right that the holders of any of the Notes may have to bring proceedings against the Company to enforce in any lawful manner a judgment obtained in one jurisdiction in any other jurisdiction. (c) The parties hereto Parties hereby waive trial by jury in any action brought on or with respect to this AgreementRelease, the Notes or any other document documents executed in connection herewith or therewithherewith.

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company Each Party irrevocably and each Purchaser unconditionally agrees that it will not commence any action, litigation, or proceedings of any kind or description, whether in law or equity, whether in contract or in tort or otherwise, against any other Party in any way relating to this Release or the transactions relating hereto, in any forum other than the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, and the Parties irrevocably and unconditionally submit to the exclusive jurisdiction of such courts and agree that all claims in respect of any such action, litigation or proceeding may be heard and determined in such New York State or Court or, to the fullest extent permitted by applicable law, in such federal court sitting in the Borough of Manhattan, The City of New York (the “New York Court”), over any suit, action or proceeding arising out of or relating to this Agreement or the Notescourt. To the fullest extent permitted by applicable law, the Company and each Purchaser Parties irrevocably waive and agree not to assert, by way of motion, as a defense or otherwise, any claim that it is they are not subject to the jurisdiction of any such court, any objection that it they may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum; provided that such waiver and agreement shall not preclude the Company or any Purchaser from seeking the removal of such suit, action or proceeding from state court to federal court. The foregoing notwithstanding, if the New York Court does not accept jurisdiction, the suit, action, or proceeding may be brought in another forum. (b) Nothing in this Section 22.8 shall limit any right that the holders of any of the Notes may have to bring proceedings against the Company to enforce in any lawful manner a judgment obtained in one jurisdiction in any other jurisdiction. (c) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Notes or any other document executed in connection herewith or therewith.

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company and each Purchaser Each Obligor irrevocably submit submits to the non-exclusive jurisdiction of any New York State or federal court sitting in the Borough of Manhattan, The City of New York (the “New York Court”)York, over any suit, action or proceeding arising out of or relating to this Agreement or the Notes. To the fullest extent permitted by applicable lawApplicable Law, the Company each Obligor irrevocably waives and each Purchaser irrevocably waive and agree agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the jurisdiction of any such court, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum; provided that such waiver and agreement shall not preclude the Company . (b) Each Obligor consents to process being served by or on behalf of any Purchaser from seeking the removal holder of such Notes in any suit, action or proceeding from state court of the nature referred to federal court. The foregoing notwithstandingin Section 23.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), if the New York Court does not accept jurisdiction, the suit, action, or proceeding may be brought in another forum.postage (bc) Nothing in this Section 22.8 23.7 shall affect the right of any holder of a Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Notes may have to bring proceedings against the Company Issuer in the courts of any appropriate jurisdiction or to enforce in any lawful manner a judgment obtained in one jurisdiction in any other jurisdiction. (c) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Notes or any other document executed in connection herewith or therewith.

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company and each Purchaser irrevocably submit submits to the non-exclusive jurisdiction of any New York State or federal court sitting in the Borough of Manhattan, The City of New York (the “New York Court”)York, over any suit, action or proceeding arising out of or relating to this Agreement or the Notes. To the fullest extent permitted by applicable law, the Company irrevocably waives and each Purchaser irrevocably waive and agree agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the jurisdiction of any such court, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum; provided that such waiver and agreement shall not preclude the Company or any Purchaser from seeking the removal of such suit, action or proceeding from state court to federal court. The foregoing notwithstanding, if the New York Court does not accept jurisdiction, the suit, action, or proceeding may be brought in another forum.A/75932249.10 (b) Nothing in this Section 22.8 shall affect the right of any holder of a Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Notes may have to bring proceedings against the Company in the courts of any appropriate jurisdiction or to enforce in any lawful manner a judgment obtained in one jurisdiction in any other jurisdiction. (c) The parties hereto hereby waive trial by jury in any action brought on or with respect to this AgreementTHE PARTIES HERETO HEREBY WAIVE TRIAL BY JURY IN ANY ACTION BROUGHT ON OR WITH RESPECT TO THIS AGREEMENT, the Notes or any other document executed in connection herewith or therewithTHE NOTES OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH.

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company and each Purchaser irrevocably submit submits to the non-exclusive jurisdiction of any New York State or federal court sitting in the Borough of Manhattan, The City of New York (the “New York Court”)York, over any suit, action or proceeding arising out of or relating to this Agreement or the Notes. To the fullest extent permitted by applicable law, the Company irrevocably waives and each Purchaser irrevocably waive and agree agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the jurisdiction of any such court, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum; provided that such waiver and agreement shall not preclude the Company or any Purchaser from seeking the removal of such suit, action or proceeding from state court to federal court. The foregoing notwithstanding, if the New York Court does not accept jurisdiction, the suit, action, or proceeding may be brought in another forum. (b) Nothing in this Section 22.8 23.8 shall affect the right of any holder of a Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Notes may have to bring proceedings against the Company in the courts of any appropriate jurisdiction or to enforce in any lawful manner a judgment obtained in one jurisdiction in any other jurisdiction. (c) The parties hereto hereby waive trial by jury in any action brought on or with respect to this AgreementTHE PARTIES HERETO HEREBY WAIVE TRIAL BY JURY IN ANY ACTION BROUGHT ON OR WITH RESPECT TO THIS AGREEMENT, the Notes or any other document executed in connection herewith or therewithTHE NOTES OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH. 23.9.