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

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania State or federal court sitting in Philadelphia, Pennsylvania, over any suit, action or proceeding arising out of or relating to this Agreement or the Bonds. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds in any suit, action or proceeding of the nature referred to in Section 19.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 shall affect the right of any holder of a Bond to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds or any other document executed in connection herewith or therewith.

Appears in 9 contracts

Samples: Bond Purchase Agreement (Essential Utilities, Inc.), Bond Purchase Agreement (Essential Utilities, Inc.), Bond Purchase Agreement (Essential Utilities, Inc.)

AutoNDA by SimpleDocs

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive in personam jurisdiction of any Pennsylvania New York State or federal Federal court sitting in Philadelphia, Pennsylvania, The City of New York over any suit, action or proceeding arising out of or relating to this Agreement Agreement, the Notes or the BondsIndemnity Letter. To the fullest extent permitted by it may effectively do so under applicable law, the Company irrevocably waives and agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the in personam 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds in any suit, action or proceeding of the nature referred to in Section 19.7(aparagraph (a) above, by sending a copy thereof by any commercial delivery service or by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its the address of the Company and any other notice parties specified in Section 15 or at such other address of which such holder shall then have been notified designated pursuant to said SectionSection 13.1 hereof. The Company agrees that such service upon receipt (i1) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii2) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to itthe Company. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 13.6 shall affect the right of any holder of a Bond Noteholder to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds Noteholders 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this AgreementTHE COMPANY HEREBY WAIVES TRIAL BY JURY IN ANY ACTION BROUGHT ON OR WITH RESPECT TO THIS AGREEMENT, the Bonds or any other document executed in connection herewith or therewithTHE NOTES, THE INDEMNITY LETTER OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH.

Appears in 2 contracts

Samples: Note Assumption and Exchange Agreement, Note Assumption and Exchange Agreement (Consolidated Edison Inc)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania Virginia State or federal court sitting in Philadelphia, Pennsylvaniathe city of Roanoke, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (ba) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a22.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (cb) Nothing in this Section 19.7 22.7 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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.. Roanoke Gas Company Private Shelf Agreement (dc) 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 Bonds or any other document executed in connection herewith or therewithTHE NOTES OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH.

Appears in 2 contracts

Samples: Private Shelf Agreement (RGC Resources Inc), Private Shelf Agreement (RGC Resources Inc)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania New York State or federal court sitting in PhiladelphiaNew York, PennsylvaniaNew York, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds a Note in any suit, action or proceeding of the nature referred to in Section 19.7(a22.8(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said SectionSection 18. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.8 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds Notes or any other document executed in connection herewith or therewith.

Appears in 2 contracts

Samples: Second Amended and Restated Note Purchase and Private Shelf Agreement (Modine Manufacturing Co), Amended and Restated Note Purchase and Private Shelf Agreement (Modine Manufacturing Co)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania State or federal court sitting in Philadelphia, Pennsylvania, over any suit, action or proceeding arising out of or relating to this Agreement or the Bonds. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds in any suit, action or proceeding of the nature referred to in Section 19.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service.. Aqua Pennsylvania, Inc. Bond Purchase Agreement (c) Nothing in this Section 19.7 shall affect the right of any holder of a Bond to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds or any other document executed in connection herewith or therewith.

Appears in 1 contract

Samples: Bond Purchase Agreement (Essential Utilities, Inc.)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive in personam jurisdiction of any Pennsylvania New York State or federal court sitting in Philadelphiathe Borough of Manhattan, PennsylvaniaThe City of New York, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the in personam 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds in any suit, action or proceeding of the nature referred to in Section 19.7(a22.3(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it the Company at its address specified in Section 15 18 or at such other address of which such holder you shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to itthe Company. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.3 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this AgreementTHE COMPANY WAIVES TRIAL BY JURY IN ANY ACTION BROUGHT ON OR WITH RESPECT TO THIS AGREEMENT, the Bonds or any other document executed in connection herewith or therewithTHE OTHER AGREEMENTS, THE NOTES OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH.

Appears in 1 contract

Samples: Note Purchase Agreement (Spartech Corp)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive IN PERSONAM jurisdiction of any Pennsylvania New York State or federal court sitting in Philadelphiathe Borough of Manhattan, PennsylvaniaThe City of New York, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the IN PERSONAM 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds in any suit, action or proceeding of the nature referred to in Section 19.7(a22.2(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it the Company at its address specified in Section 15 18 or at such other address of which such holder you shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to itthe Company. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.2 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this AgreementTHE COMPANY WAIVES TRIAL BY JURY IN ANY ACTION BROUGHT ON OR WITH RESPECT TO THIS AGREEMENT, the Bonds or any other document executed in connection herewith or therewithTHE OTHER AGREEMENTS, THE NOTES OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH.

Appears in 1 contract

Samples: Note Purchase Agreement (Meridian Industrial Trust Inc)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania Illinois State or federal court sitting in Philadelphia, PennsylvaniaCxxx County, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a22.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said SectionSection 18. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.7 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds Notes or any other document executed in connection herewith or therewith.. If you are in agreement with the foregoing, please sign a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours, AptarGroup, Inc. By /s/ Sxxxxxx X. Xxxxx Executive Vice President, Chief Financial Officer and Secretary This Agreement is hereby accepted and agreed to as of the date thereof. American Family Life Insurance Company By /s/ Pxxxxxx Xxxxxxxx Name: Pxxxxxx Xxxxxxxx Title: Investment Director AptarGroup, Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date thereof. American United Life Insurance Company By /s/ Kxxx X. Xxxxx Name: Kxxx X. Xxxxx Title: V.P. Fixed Income Securities The State Life Insurance Company By /s/ Kxxx X. Xxxxx Name: Kxxx X. Xxxxx Title: V.P. Fixed Income Securities AptarGroup, Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date thereof. Blue Cross and Blue Shield of Florida, Inc. By: Advantus Capital Management, Inc. By /s/ Dxxxx Xxxx Name: Dxxxx Xxxx Title: Vice President Colorado Bankers Life Insurance Company By: Advantus Capital Management, Inc. By /s/ Dxxxx Xxxx Name: Dxxxx Xxxx Title: Vice President Great Western Insurance Company By: Advantus Capital Management, Inc. By /s/ Dxxxx Xxxx Name: Dxxxx Xxxx Title: Vice President Trustmark Insurance Company By: Advantus Capital Management, Inc. By /s/ Dxxxx Xxxx Name: Dxxxx Xxxx Title: Vice President AptarGroup, Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date thereof. State Farm Life Insurance Company By /s/ Jxxxx Xxxxxx Name: Pxxxxxx Xxxxxxxx Title: Investment Director By /s/ Lxxxx Xxxxxxxx Name: Lxxxx Xxxxxxxx Title: Investment Director AptarGroup, Inc. Note Purchase Agreement As used herein, the following terms have the respective meanings set forth below or set forth in the Section hereof following such term:

Appears in 1 contract

Samples: Note Purchase Agreement (Aptargroup Inc)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company Each party to this Agreement hereby irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania State or federal court sitting in Philadelphiathe Borough of Manhattan, PennsylvaniaThe City of New York, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes; provided that if no such federal court has jurisdiction to accept such suit, action or proceeding, then each party to this Agreement irrevocably and unconditionally submits to the exclusive jurisdiction of any state court sitting in the Borough of Manhattan, The City of New York. To the fullest extent permitted by applicable law, the Company each party to this Agreement irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a22.8(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder party shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.8 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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.. The Laclede Group, Inc. Note Purchase Agreement (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds Notes or any other document executed in connection herewith or therewith. The Laclede Group, Inc. Note Purchase Agreement If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours, The Laclede Group, Inc. By /s/ Lxxx X. Xxxxxxxx Name: Lxxx X. Xxxxxxxx Title: Vice President, Treasurer and Assistant Secretary The Laclede Group, Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date thereof. The Northwestern Mutual Life Insurance Company The Northwestern Mutual Life Insurance Company for its Group Annuity Separate Account Northwestern Long Term Care Insurance Company By: /s/ Hxxxxx Xxxxx Name: Hxxxxx Xxxxx Title: Its Authorized Representative The Northwestern Mutual Life Insurance Company 700 Xxxx Xxxxxxxxx Xxxxxx Xxxxxxxxx, XX 00000 Attention: Securities Department Email: pxxxxxxxxxxxx@xxxxxxxxxxxxxxxxxx.xxx $22,000,000 All payments on account of Notes held by such Purchaser shall be made by wire transfer of immediately available funds, providing sufficient information to identify the source of the transfer, the amount of the dividend and/or redemption (as applicable) and the identity of the security as to which payment is being made.

Appears in 1 contract

Samples: Note Purchase Agreement (Laclede Group Inc)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania State or federal court sitting in Philadelphia, Pennsylvania, over any suit, action or proceeding arising out of or relating to this Agreement or the Bonds. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds in any suit, action or proceeding of the nature referred to in Section 19.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 shall affect the right of any holder of a Bond to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds or any other document executed in connection herewith or therewith.. 

Appears in 1 contract

Samples: Bond Purchase Agreement (Aqua America Inc)

AutoNDA by SimpleDocs

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania Illinois State or federal court sitting in Philadelphia, Pennsylvania, Illinois over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a22.8(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.8 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial THE PARTIES HERETO 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. (1) All payments by jury in any action brought on Fedwire transfer of immediately available funds or with respect to this AgreementACH payments, identifying the name of the Issuer, the Bonds Private Placement Number and the payment as principal, interest or any premium, in the format as follows: Bank: Citibank ABA #: 000000000 Account Name: Allstate Insurance Company Bond Collection Account Account #: 30000000 Reference: OBI [Insert 9-digit Private Placement No., Credit Name, Coupon, Maturity here], Payment Due Date (MM/DD/YY) and the type and amount of payment being made. For example: P___ (Enter “P” and amount of principal being remitted, for example, P5000000.00) - I___ (Enter “I” and amount of interest being remitted, for example, I225000.00) (2) All notices of scheduled payments and written confirmations of such wire transfers: Allstate Investments LLC Investment Operations - Private Placements 3000 Xxxxxxx Xxxx, STE G4A Northbrook, IL 60000-0000 Telephone: (000) 000-0000 Private Placements Telecopy: (000) 000-0000 E-Mail: PxxxxxxXXX@xxxxxxxx.xxx (3) All financial reports, compliance certificates and all other document executed written communications, including notice of prepayments, to be sent by email (PxxxxxxXxxxxxxxxx@xxxxxxxx.xxx) or hard copy to: Allstate Investments LLC Private Placements Department 3000 Xxxxxxx Xxxx, STE G5D Northbrook, Illinois 60000-0000 Telephone: (000) 000-0000 Telecopy: (000) 000-0000 (4) Securities to be delivered to: Citibank N.A. 300 Xxxx 00xx Xxxxxx 0xx Xxxxx Securities Vault Nxx Xxxx, XX 00000 Attn: Dxxxx Xxxxx For Allstate Insurance Company/Safekeeping Account No. 846626 (5) One set of closing documents and two conformed copies of each of the principal documents to be delivered to: Pxxxx XxXxxxxx Counsel Allstate Investments, LLC 3000 Xxxxxxx Xxxx, Suite G5A Northbrook, IL 60000-0000 Fax: 847/400-0000 Email: pxxxxxxx@xxxxxxxx.xxx (6) Tax ID No. 30-0000000 Name of Purchaser Series 2005-A, Tranche 1, Notes Series 2005-A, Tranche 2, Notes ALLSTATE LIFE INSURANCE COMPANY Register Notes in connection herewith name of: ALLSTATE LIFE INSURANCE COMPANY (1) All payments by Fedwire transfer of immediately available funds or therewithACH payments, identifying the name of the Issuer, the Private Placement Number and the payment as principal, interest or premium, in the format as follows: Bank: Citibank ABA #: 000000000 Account Name: Allstate Life Insurance Company Collection Account - PP Account #: 30000000 Reference: OBI [Insert 9-digit Private Placement No., Credit Name, Coupon, Maturity here], Payment Due Date (MM/DD/YY) and the type and amount of payment being made. For example: P___ ( Enter “P” and amount of principal being remitted, for example, P5000000.00) - I___ (Enter “I” and amount of interest being remitted, for example, I225000.00) (2) All notices of scheduled payments and written confirmations of such wire transfers: Allstate Investments LLC Investment Operations - Private Placements 3000 Xxxxxxx Xxxx, STE G4A Northbrook, IL 60000-0000 Telephone: (000) 000-0000 Private Placements Telecopy: (000) 000-0000 E-Mail: PxxxxxxXXX@xxxxxxxx.xxx (3) All financial reports, compliance certificates and all other written communications, including notice of prepayments, to be sent by email (PxxxxxxXxxxxxxxxx@xxxxxxxx.xxx) or hard copy to: Allstate Investments LLC Private Placements Department 3000 Xxxxxxx Xxxx, STE G5D Northbrook, Illinois 60000-0000 Telephone: (000) 000-0000 Telecopy: (000) 000-0000 (4) Securities to be delivered to: Citibank N.A. 300 Xxxx 00xx Xxxxxx 0xx Xxxxx Securities Vault Nxx Xxxx, XX 00000 Attn: Dxxxx Xxxxx For Allstate Life Insurance Company/Safekeeping Account No. 846627 (5) One set of closing documents and two conformed copies of each of the principal documents to be delivered to: Pxxxx XxXxxxxx Counsel Allstate Investments, LLC 3000 Xxxxxxx Xxxx, Suite G5A Northbrook, IL 60000-0000 Fax: 847/400-0000 Email: pxxxxxxx@xxxxxxxx.xxx (6) Tax ID No. 30-0000000 Name of Purchaser Series 2005-A, Tranche 1, Notes Series 2005-A, Tranche 2, Notes TRANSAMERICA LIFE INSURANCE AND ANNUITY COMPANY $7,000,000 Register Notes in name of: TRANSAMERICA LIFE INSURANCE AND ANNUITY COMPANY (1) All payments on account of the TRANSAMERICA LIFE INSURANCE AND ANNUITY COMPANY shall be made by wire transfer of immediately available funds. Wire instructions should include source and application of funds (principal and/or interest amount) along with security/issuer description and CUSIP to: Boston Safe Deposit Trust ABA# - 000000000 Credit DDA Account # 125261 Attn: MBS Income, cc1253 FFC TALIAC TRAF1506102 (2) All notices of payments and written confirmations of such wire transfers: AEGON USA Investment Management, LLC Attn: Custody Operations-Privates 4000 Xxxxxxxx Xxxx XX Xxxxx Xxxxxx, XX 00000-0000 Email: pxxxxxxxxxxxxxxxxxxx@xxxxxxxx.xxx (3) Routine correspondence and reporting: (4) Legal / Closing Documents (one set to each location): AEGON USA Investment Management, LLC AEGON USA Investment Management, LLC Attn: Director of Private Placements Attn: Pxxx Xxxx, Esquire 4000 Xxxxxxxx Xxxx X.X. Investment Lxxxx Xxxxxxxxxx Xxxxx Xxxxxx, XX 00000-0000 400 Xxxx Xxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxx, XX 00000 (5) Tax ID No. 90-0000000 Name of Purchaser Series 2005-A, Tranche 1, Notes Series 2005-A, Tranche 2, Notes MONUMENTAL LIFE INSURANCE COMPANY Register Notes in name of: MONUMENTAL LIFE INSURANCE COMPANY (1) All payments on account of the MONUMENTAL LIFE INSURANCE COMPANY shall be made by wire transfer of immediately available funds. Wire instructions should include source and application of funds (principal and/or interest amount) along with security/issuer description and CUSIP to: Citibank, NA 100 Xxxx Xxxxxx Xxx Xxxx, XX 00000 ABA # 000-000-000 DDA # 36218394 FFC MonLife Private 851217 (2) All notices of payments and written confirmations of such wire transfers: AEGON USA Investment Management, LLC Attn: Custody Operations-Privates 4000 Xxxxxxxx Xxxx XX Xxxxx Xxxxxx, XX 00000-0000 Email: pxxxxxxxxxxxxxxxxxxx@xxxxxxxx.xxx (3) Routine correspondence and reporting: (4) Legal / Closing Documents (one set to each location): AEGON USA Investment Management, LLC AEGON USA Investment Management, LLC Attn: Director of Private Placements Attn: Pxxx Xxxx, Esquire 4000 Xxxxxxxx Xxxx X.X. Investment Lxxxx Xxxxxxxxxx Xxxxx Xxxxxx, XX 00000-0000 400 Xxxx Xxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxx, XX 00000 (5) Tax ID No. 50-0000000 Name of Purchaser Series 2005-A, Tranche 1, Notes Series 2005-A, Tranche 2, Notes ING USA ANNUITY AND LIFE INSURANCE COMPANY $ 7,000,000 Register Notes in name of: ING USA ANNUITY AND LIFE INSURANCE COMPANY (1) All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to: The Bank of New York BFN: IOC 566/INST’L CUSTODY (for scheduled principal and interest payments) ABA#: 000000000 Ref.: ING USA Annuity and Life Insurance Co. - Separate Account, Acct. No. 136374 and [insert Cusip No.] or BFN: IOC 565/INST’L CUSTODY (for all payments other than scheduled principal and interest) ABA#: 000000000 Ref.: ING USA Annuity and Life Insurance Co. - Separate Account, Acct. No. 136374 and [insert Cusip No.] Each such wire transfer shall set forth the name of the Issuer, the full title (including the coupon rate, issuance date, and final maturity date) of the Notes on account of which such payment is made, a reference to the PPN, and the due date and application (as among principal, premium and interest) of the payment being made. (2) All notices of payments and written confirmations of such wire transfers: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Operations/Settlements Fax: (000) 000-0000 (3) All other communications: ING Investment Management LLC 100 Xxxxxxxxxx Xxxxxx Xxxxx, Xxxxx 0000 Xxxxxxxxxxx, XX 00000-0000 Attn: Rxxxxx Xxxxxxx Phone: (000) 000-0000 Fax: (000) 000-0000 with copy to: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Private Placements Fax: (000) 000-0000 (4) Note Delivery Instructions: The Bank of New York One Wall Street Window A - 3xx Xxxxx Xxx Xxxx, XX 00000 with copy to: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Private Placements Fax: (000) 000-0000 Please include in the cover letter accompanying the Notes a reference to the Purchaser’s account number (ING USA SA – Acct. No. 136374). (5) Tax ID No. 40-0000000 Name of Purchaser Series 2005-A, Tranche 1, Notes Series 2005-A, Tranche 2, Notes RELIASTAR LIFE INSURANCE COMPANY $ 15,000,000 Register Notes in name of: RELIASTAR LIFE INSURANCE COMPANY (1) All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to: The Bank of New York BFN: IOC 566/INST’L CUSTODY (for scheduled principal and interest payments) ABA#: 000000000 Ref.: ReliaStar Life Insurance Company, Acct. No. 187035 and [insert Cusip No.] or BFN: IOC 565/INST’L CUSTODY (for all payments other than scheduled principal and interest) ABA#: 000000000 Ref.: ReliaStar Life Insurance Company, Acct. No. 187035 and [insert Cusip No.] Each such wire transfer shall set forth the name of the Issuer, the full title (including the coupon rate, issuance date, and final maturity date) of the Notes on account of which such payment is made, a reference to the PPN, and the due date and application (as among principal, premium and interest) of the payment being made. (2) All notices of payments and written confirmations of such wire transfers: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Operations/Settlements Fax: (000) 000-0000 (3) All other communications: ING Investment Management LLC 100 Xxxxxxxxxx Xxxxxx Xxxxx, Xxxxx 0000 Xxxxxxxxxxx, XX 00000-0000 Attn: Rxxxxx Xxxxxxx Phone: (000) 000-0000 Fax: (000) 000-0000 with copy to: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Private Placements Fax: (000) 000-0000 (4) Note Delivery Instructions: The Bank of New York One Wall Street Window A - 3xx Xxxxx Xxx Xxxx, XX 00000 with copy to: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Private Placements Fax: (000) 000-0000 Please include in the cover letter accompanying the Notes a reference to the Purchaser’s account number (RLI – Acct. No. 187035). (5) Tax ID No. 40-0000000 Name of Purchaser Series 2005-A, Tranche 1, Notes Series 2005-A, Tranche 2, Notes ING LIFE INSURANCE AND ANNUITY COMPANY $ 3,000,000 Register Notes in name of: ING LIFE INSURANCE AND ANNUITY COMPANY (1) All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to: The Bank of New York ABA#: 000000000 BFN: IOC 566 (for scheduled principal and interest payments) Attn: P&I Department Ref.: ING Life Insurance and Annuity Company, Acct. No. 216101 and [insert Cusip No.] or BFN: IOC 565/INST’L CUSTODY (for all payments other than scheduled principal and interest) Attn: P&I Department Ref.: ING Life Insurance and Annuity Company, Acct. No. 216101 and [insert Cusip No.] Each such wire transfer shall set forth the name of the Issuer, the full title (including the coupon rate, issuance date, and final maturity date) of the Notes on account of which such payment is made, a reference to the PPN, and the due date and application (as among principal, premium and interest) of the payment being made. (2) All notices of payments and written confirmations of such wire transfers: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Operations/Settlements Fax: (000) 000-0000 (3) All other communications: ING Investment Management LLC 100 Xxxxxxxxxx Xxxxxx Xxxxx, Xxxxx 0000 Xxxxxxxxxxx, XX 00000-0000 Attn: Rxxxxx Xxxxxxx Phone: (000) 000-0000 Fax: (000) 000-0000 with copy to: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Private Placements Fax: (000) 000-0000 (4) Note Delivery Instructions: The Bank of New York One Wall Street Window A - 3xx Xxxxx Xxx Xxxx, XX 00000 with copy to: ING Investment Management LLC 5000 Xxxxxx Xxxxx Xxxx, XX, Xxxxx 000 Xxxxxxx, XX 00000-0000 Attn: Private Placements Fax: (000) 000-0000 Please include in the cover letter accompanying the Notes a reference to the Purchaser’s account number (ALA – Acct. No. 216101). (5) Tax ID No. 70-0000000 Name of Purchaser Series 2005-A, Tranche 1, Notes Series 2005-A, Tranche 2, Notes RELIASTAR LIFE INSURANCE COMPANY $ 1,300,000 $ 15,000,000 $ 3,000,000 $ 3,000,000 $ 2,000,000 Register Notes in name of: CIG & CO. (1) All payments by wire transfer of immediately available funds to:

Appears in 1 contract

Samples: Master Note Purchase Agreement (Regis Corp)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania New York State or federal court sitting in Philadelphia, PennsylvaniaNew York New York, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a26.8(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 26.8 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds Notes or any other document executed in connection herewith or therewith.

Appears in 1 contract

Samples: Note Purchase Agreement (Hecla Mining Co/De/)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania Illinois State or federal court sitting in PhiladelphiaXxxx County, Pennsylvania, Illinois over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a22.8(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.8 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto 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. If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours, XXXXXX X. XXXXXXXXX & CO. By /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Treasurer This Agreement is hereby waive trial by jury accepted and agreed to as of the date thereof. ALLSTATE LIFE INSURANCE COMPANY By /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx By /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Authorized Signatories This Agreement is hereby accepted and agreed to as of the date thereof. AMERICAN INTERNATIONAL GROUP, INC. THE VARIABLE ANNUITY LIFE INSURANCE COMPANY By: AIG Global Investment Corp., investment adviser By /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President This Agreement is hereby accepted and agreed to as of the date thereof. BERKSHIRE LIFE INSURANCE COMPANY OF AMERICA By /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Managing Director THE GUARDIAN LIFE INSURANCE COMPANY OF AMERICA By /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Managing Director This Agreement is hereby accepted and agreed to as of the date thereof. HARTFORD LIFE INSURANCE COMPANY By: Hartford Investment Management Company Its: Agent and Attorney-in-Fact By /s/ Xxx Xxxxxxx Name: Xxx Xxxxxxx Title: Senior Vice President This Agreement is hereby accepted and agreed to as of the date thereof. XXXXXXX NATIONAL LIFE INSURANCE COMPANY By: PPM America, Inc., as attorney in any action brought fact, on or with respect behalf of Xxxxxxx National Life Insurance Company By /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President This Agreement is hereby accepted and agreed to this Agreementas of the date thereof. METROPOLITAN LIFE INSURANCE COMPANY By /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Director This Agreement is hereby accepted and agreed to as of the date thereof. THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Its Authorized Representative THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY FOR ITS GROUP ANNUITY SEPARATE ACCOUNT By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Its Authorized Representative This Agreement is hereby accepted and agreed to as of the date thereof. MIDLAND NATIONAL LIFE INSURANCE COMPANY By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Managing Director NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By /s/ Xxx Xxxx Name: Xxx Xxxx Title: Senior Managing Director GPAM as agent for NY Life NORTH AMERICAN COMPANY FOR LIFE AND HEALTH INSURANCE By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Managing Director This Agreement is hereby accepted and agreed to as of the date thereof. PACIFIC LIFE & ANNUITY COMPANY By /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Assistant Vice President By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Assistant Secretary PACIFIC LIFE INSURANCE COMPANY By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Assistant Vice President By /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Assistant Secretary This Agreement is hereby accepted and agreed to as of the date thereof. PRINCIPAL LIFE INSURANCE COMPANY By: Principal Global Investors, LLC, a Delaware limited liability company, its authorized signatory By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Assistant General Counsel By /s/ Xxxxxxxxxxx X. Xxxxxxxxx Name: Xxxxxxxxxxx X. Xxxxxxxxx Title: Vice President and Associate General Counsel This Agreement is hereby accepted and agreed to as of the Bonds or any other document executed in connection herewith or therewithdate thereof. THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President GIBRALTAR LIFE INSURANCE CO., LTD. By: Prudential Investment Management (Japan), Inc. as Investment Manager By: Prudential Investment Management, Inc., as Sub-Adviser By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY By: Prudential Investment Management, Inc., as investment manager By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President This Agreement is hereby accepted and agreed to as of the date thereof. STATE OF WISCONSIN INVESTMENT BOARD By /s/ Xxxxxxxxxxx X. Xxxxxxxxxxxxx Name: Xxxxxxxxxxx X. Xxxxxxxxxxxxx Title: Portfolio Manager

Appears in 1 contract

Samples: Note Purchase Agreement (Gallagher Arthur J & Co)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania State Illinois state or federal court sitting in PhiladelphiaCook County, PennsylvaniaChicago, Illinois over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a22.8(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.8 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds Notes or any other document executed in connection herewith or therewith.. The execution hereof by the Purchasers shall constitute a contract among the Company and the Purchasers for the uses and purposes hereinabove set forth. This Agreement may be executed in any number of counterparts, each executed counterpart constituting an original but all together only one agreement. Very truly yours, Molex Incorporated By Name: Title: Accepted as of the date first written above. Hartford Life Insurance Company Hartford Life and Accident Insurance Company By: Hartford Investment Management Company Their Agent and Attorney-in-Fact By: Name: Title: Physicians Life Insurance Company By: Hartford Investment Management Company Its Investment Manager By: Name: Title: Accepted as of the date first written above. The Northwestern Mutual Life Insurance Company By: Name: Title: Its Authorized Representative The Northwestern Mutual Life Insurance Company for its Group Annuity Separate Account By: Name: Title: Its Authorized Representative Xxxxxxx National Life Insurance Company By: PPM America, Inc., as attorney in fact, on behalf of Xxxxxxx National Life Insurance Company By: Title: Xxxxxxx National Life Insurance Company of New York By: PPM America, Inc., as attorney in fact, on behalf of Xxxxxxx National Life Insurance Company of New York By: Title: Accepted as of the date first written above. Great-West Life & Annuity Insurance Company By: Name: Title: By: Name: Title: Massachusetts Mutual Life Insurance Company By: Babson Capital Management LLC as Investment Adviser By Name: Title:

Appears in 1 contract

Samples: Note Purchase Agreement (Molex Inc)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive jurisdiction of any Pennsylvania Illinois State or federal court sitting in Philadelphia, PennsylvaniaCook County, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds Notes in any suit, action or proceeding of the nature referred to in Section 19.7(a22.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it at its address specified in Section 15 18 or at such other address of which such holder shall then have been notified pursuant to said SectionSection 18. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.7 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this Agreement, the Bonds Notes or any other document executed in connection herewith or therewith.. If you are in agreement with the foregoing, please sign a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours, AptarGroup, Inc. By /s/ Xxxxxxx X. Xxxxx Executive Vice President, Chief Financial Officer, Chief Operating Officer and Secretary This Agreement is hereby accepted and agreed to as of the date thereof. American Family Mutual Insurance Company By /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Investment Director This Agreement is hereby accepted and agreed to as of the date thereof. American United Life Insurance Company By /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: V.P. Fixed Income Securities The State Life Insurance Company By: American United Life Insurance Company Its: Agent By /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: V.P. Fixed Income Securities This Agreement is hereby accepted and agreed to as of the date thereof. AXA Equitable Life Insurance Company By /s/ Xxx Xxxx Name: Xxx Xxxx Title: Investment Officer This Agreement is hereby accepted and agreed to as of the date thereof. GuideOne Mutual Insurance Company By: Advantus Capital Management, Inc. By /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President Industrial-Alliance Pacific Life Insurance Company By: Advantus Capital Management, Inc. By /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President This Agreement is hereby accepted and agreed to as of the date thereof. Catholic Knights By: Advantus Capital Management, Inc. By /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President Cincinnati Insurance Company By: Advantus Capital Management, Inc. By /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President Fidelity Life Association By: Advantus Capital Management, Inc. By /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President Fort Dearborn Life Insurance Company By: Advantus Capital Management, Inc. By /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President This Agreement is hereby accepted and agreed to as of the date thereof. The Lafayette Life Insurance Company By: Advantus Capital Management, Inc. By /s/ Xxxxxx X. Xxxxxxxx Name: Xxxxxx X. Xxxxxxxx Title: Vice President Minnesota Life Insurance Company By: Advantus Capital Management, Inc. By /s/ Xxxxxx X. Xxxxxxxx Name: Xxxxxx X. Xxxxxxxx Title: Vice President United Insurance Company of America By: Advantus Capital Management, Inc. By /s/ Xxxxxx X. Xxxxxxxx Name: Xxxxxx X. Xxxxxxxx Title: Vice President World Insurance Company By: Advantus Capital Management, Inc. By /s/ Xxxxxx X. Xxxxxxxx Name: Xxxxxx X. Xxxxxxxx Title: Vice President This Agreement is hereby accepted and agreed to as of the date thereof. Modern Woodmen of America By /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Treasurer & Investment Manager This Agreement is hereby accepted and agreed to as of the date thereof. National Guardian Life Insurance Company By /s/ X.X. Xxxxx Name: X.X. Xxxxx Title: Senior Vice President & Treasurer Settlers Life Insurance Company By /s/ X.X. Xxxxx Name: X.X. Xxxxx Title: Senior Vice President & Treasurer This Agreement is hereby accepted and agreed to as of the date thereof. National Life Insurance Company By /s/ X. Xxxxx Xxxxxxx Name: X. Xxxxx Xxxxxxx Title: Senior Vice President Sentinel Asset Management This Agreement is hereby accepted and agreed to as of the date thereof. The Northwestern Mutual Life Insurance Company By /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Its Authorized Representative This Agreement is hereby accepted and agreed to as of the date thereof. Southern Farm Bureau Life Insurance Company By /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Portfolio Manager As used herein, the following terms have the respective meanings set forth below or set forth in the Section hereof following such term:

Appears in 1 contract

Samples: Note Purchase Agreement (Aptargroup Inc)

Jurisdiction and Process; Waiver of Jury Trial. (a) The Company irrevocably submits to the non-exclusive in personam jurisdiction of any Pennsylvania New York State or federal court sitting in Philadelphiathe Borough of Manhattan, PennsylvaniaThe City of New York, over any suit, action or proceeding arising out of or relating to this Agreement or the BondsNotes. To the fullest extent permitted by applicable law, the Company irrevocably waives and agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to the in personam 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. (b) The Company consents to process being served by or on behalf of any holder of Bonds in any suit, action or proceeding of the nature referred to in Section 19.7(a22.3(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return receipt requested, to it the Company at its address specified in Section 15 18 or at such other address of which such holder the holders of Notes shall then have been notified pursuant to said Section. The Company agrees that such service upon receipt (i) shall be deemed in every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to itthe Company. Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. (c) Nothing in this Section 19.7 22.3 shall affect the right of any holder of a Bond Note to serve process in any manner permitted by law, or limit any right that the holders of any of the Bonds 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. (d) The parties hereto hereby waive trial by jury in any action brought on or with respect to this AgreementTHE COMPANY WAIVES TRIAL BY JURY IN ANY ACTION BROUGHT ON OR WITH RESPECT TO THIS AGREEMENT, the Bonds or any other document executed in connection herewith or therewithTHE OTHER AGREEMENTS, THE NOTES OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH.

Appears in 1 contract

Samples: Note Purchase Agreement (Spartech Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!