Common use of Jurisdiction and Venue; Service of Process Clause in Contracts

Jurisdiction and Venue; Service of Process. (a) The Borrower and the Lender each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower and the Lender each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 or at such other address of which the Lender shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx any other jurisdiction. (c) Each of the Borrower and the Lender waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Pharmacia & Upjohn Inc)

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Jurisdiction and Venue; Service of Process. (a) The Borrower and Each of the Lender each parties hereto hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document this Agreement and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower and Each of the Lender each parties hereto hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower Each of the parties hereto agrees that service of process in any such suit, action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower such party at its address set forth in Section 9.07 subsection 6.12 or at such other address of which the Lender other party to this Agreement shall have been notified pursuant thereto. The Borrower Each of the parties further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction. (c) Each of the Borrower and the Lender waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Intercompany Agreement (Vornado Operating Co)

Jurisdiction and Venue; Service of Process. (a) The Borrower and the Lender each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document this Agreement and to the laying of venue in the Borough of Manhattan, Manhattan The City of New York. The Borrower and the Lender each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 subsection 10.7 or at such other address of which the Lender shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx sue in any other jurisdiction.; and (c) Each of the The Borrower and the Lender waives, to xx the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 subsection any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Reckson Services Industries Inc)

Jurisdiction and Venue; Service of Process. (a) The Borrower and the Lender each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower and the Lender each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 or at such other address of which the Lender shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx sue any other jurisdiction. (c) Each of the Borrower Borroxxx and the Lender waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Miravant Medical Technologies)

Jurisdiction and Venue; Service of Process. (a) The Borrower Company and the Lender Initial Holder each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of this Agreement, any Credit Document Warrant Certificate, any Warrant issued hereunder and any right arising hereunder, and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower Company and the Lender Initial Holder each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower Company agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower Company at its address set forth in Section 9.07 9.08 or at such other address of which the Lender Initial Holder shall have been notified pursuant thereto. The Borrower Company further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx sue any other jurisdiction. (c) Each of the Borrower Xxitial Holder and the Lender Company waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 9.05 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Warrant Agreement (Miravant Medical Technologies)

Jurisdiction and Venue; Service of Process. (a) The Borrower and the Lender each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document this Agreement and to the laying of venue in the Borough of Manhattan, Manhattan The City of New York. The Borrower and the Lender each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 subsection 10.7 or at such other address of which the Lender shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx sue in any other jurisdiction.; and (c) Each of the The Borrower and the Lender waiveswaivex, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 subsection any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Reckson Services Industries Inc)

Jurisdiction and Venue; Service of Process. (a) The Borrower Company and the Lender Purchaser each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of this Agreement and any Credit Document right arising hereunder, and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower Company and the Lender Purchaser each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower Company agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower Company at its address set forth in Section 9.07 11.06 or at such other address of which the Lender Purchaser shall have been notified pursuant thereto. The Borrower Company further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx sue in any other jurisdiction. (c) Each of the Borrower Company and the Lender Xxrchaser waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 11.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Equity Investment Agreement (Pharmacia & Upjohn Inc)

Jurisdiction and Venue; Service of Process. (a) The Borrower Borrower, the Administrative Agent and the Lender Lenders each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower Borrower, the Administrative Agent and the Lender Lenders each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 11.07(a) or at such other address of which the Lender Administrative Agent shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction.; and (c) Each of the The Borrower and the Lender waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 subsection any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Apogee Enterprises Inc)

Jurisdiction and Venue; Service of Process. (a) The Borrower Company and the Lender Purchaser each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of this Agreement and any Credit Document right arising hereunder, and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower Company and the Lender Purchaser each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower Company agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower Company at its address set forth in Section 9.07 3.06 or at such other address of which the Lender Purchaser shall have been notified pursuant thereto. The Borrower Company further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx any other jurisdiction. (c) Each of the Borrower Purchaser and the Lender Company waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 3.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c3.03(c) shall terminate automatically upon the occurrence of a "Separation Event" ", as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Registration Rights Agreement (Pharmacia & Upjohn Inc)

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Jurisdiction and Venue; Service of Process. (a) The Borrower and the Lender each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower and the Lender each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 or at such other address of which the Lender shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx any other jurisdiction. (c) Each of the Borrower and the Lender waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation EventShares Acquisition Date" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. Corporation in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Miravant Medical Technologies)

Jurisdiction and Venue; Service of Process. (a) The Borrower Borrower, the Administrative Agent and the Lender each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower Borrower, the Administrative Agent and the Lender each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 subsection 11.07(a) or at such other address of which the Lender Administrative Agent shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction. (c) Each of the The Borrower and the Lender waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 subsection any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Sterling Financial Corp /Wa/)

Jurisdiction and Venue; Service of Process. (a) The Borrower Company and the Lender Purchaser each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of this Agreement and any Credit Document right arising hereunder, and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower Company and the Lender Purchaser each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower Company agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower Company at its address set forth in Section 9.07 11.06 or at such other address of which the Lender Purchaser shall have been notified pursuant thereto. The Borrower Company further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction. (c) Each of the Borrower Company and the Lender Purchaser waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 11.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Equity Investment Agreement (Miravant Medical Technologies)

Jurisdiction and Venue; Service of Process. (a) The Borrower and the Lender each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of any Credit Document this Agreement and to the laying of venue in the Borough of Manhattan, Manhattan The City of New York. The Borrower and the Lender each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower at its address set forth in Section 9.07 subsection 11.7 or at such other address of which the Lender shall have been notified pursuant thereto. The Borrower further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction.; and (c) Each of the The Borrower and the Lender waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 subsection any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c) shall terminate automatically upon the occurrence of a "Separation Event" as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Credit Agreement (Reckson Services Industries Inc)

Jurisdiction and Venue; Service of Process. (a) The Borrower Company and the Lender Purchaser each hereby irrevocably submits to the non-exclusive jurisdiction of any state or federal court in the Borough of Manhattan, The City of New York for the purpose of any suit, action, proceeding or judgment relating to or arising out of this Agreement and any Credit Document right arising hereunder, and to the laying of venue in the Borough of Manhattan, The City of New York. The Borrower Company and the Lender Purchaser each hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection to the laying of the venue of any such suit, action or proceeding brought in the aforesaid courts and hereby irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. (b) The Borrower Company agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Borrower Company at its address set forth in Section 9.07 3.06 or at such other address of which the Lender Purchaser shall have been notified pursuant thereto. The Borrower Company further agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx sue any other jurisdiction. (c) Each of the Borrower Purxxxser and the Lender Company waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9.03 3.03 any special, exemplary, punitive or consequential damages. The waiver set forth in this Section 9.03(c3.03(c) shall terminate automatically upon the occurrence of a "Separation Event" ", as defined in that certain stockholder rights protection plan of Pharmacia & Upjohn, Inc. in effect on the date of this Agreement, as it may from time to time be amended.

Appears in 1 contract

Samples: Registration Rights Agreement (Miravant Medical Technologies)

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