Common use of Jurisdiction; Service Clause in Contracts

Jurisdiction; Service. Any claim arising out of or relating to this Agreement shall be resolved solely in the Supreme Court of the State of New York, New York County or the United States District Court for the Southern District of New York, City and State of New York, and appellate courts from any thereof (“Courts”). The Company and the Representatives hereby irrevocably (a) submit to the jurisdiction of the foregoing Courts and (b) waive any objection which either party may have at any time to the laying on or of venue of any suit, action or proceeding arising out of or relating to this Agreement brought in any such Court and (c), waive any claim that any such suit, action or proceeding brought in any such Court has been brought in an inconvenient forum, and (d) waive any objection in any such suit to discovery and/or disclosure under the applicable federal and local rules of civil procedure or the New York State civil practice laws and rules based upon the purported confidentiality of any document or the disclosure of any information, including but not limited to the identification of relevant individuals and/or businesses, under the laws of the Cayman Islands. The Company irrevocably appoints EG&S as its agent for service of process in the State of New York to receive, for the Company on its behalf, service of process in any proceeding. Any such process or summons to be served upon the Company may be served by personal delivery, by mail, or in any other manner as may be permitted by the rules of the Court in which the action, suit or proceeding is commenced, upon the Company c/o Ellenoff Gxxxxxxx & Schole LLP, 300 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, 00000, Attention: Dxxxxxx Xxxxxxxx. Such delivery shall be deemed personal service and shall be legal and binding upon the Company in any action, proceeding or claim. The Company agrees that the prevailing party(ies) in any such action shall be entitled to recover from the other party(ies) all of its reasonable attorneys’ fees and expenses relating to such action or proceeding and/or incurred in connection with the preparation therefor.

Jurisdiction; Service. Any claim arising out of or relating to this Agreement shall be resolved solely in the Supreme Court of the State of New York, New York County or the United States District Court for the Southern District of New York, City and State of New York, and appellate courts from any thereof (“Courts”). The Company and the Representatives Chardan hereby irrevocably (a) submit to the jurisdiction of the foregoing Courts and (b) waive any objection which either party may have at any time to the laying on or of venue of any suit, action or proceeding arising out of or relating to this Agreement brought in any such Court and (c), waive any claim that any such suit, action or proceeding brought in any such Court has been brought in an inconvenient forum, and (d) waive any objection in any such suit to discovery and/or disclosure under the applicable federal and local rules of civil procedure or the New York State civil practice laws and rules based upon the purported confidentiality of any document or the disclosure of any information, including but not limited to the identification of relevant individuals and/or businesses, under the laws of the Cayman Islands. The Company irrevocably appoints EG&S as its agent for service of process in the State of New York to receive, for the Company on its behalf, service of process in any proceeding. Any such process or summons to be served upon the Company may be served by personal delivery, by mail, or in any other manner as may be permitted by the rules of the Court in which the action, suit or proceeding is commenced, upon the Company c/o Ellenoff Gxxxxxxx Xxxxxxxx & Schole LLP, 300 Xxxxxxxxx 000 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx, Xxxx 00000, Attention: Dxxxxxx XxxxxxxxXxxxxx Xxxxxxxxx. Such delivery shall be deemed personal service and shall be legal and binding upon the Company in any action, proceeding or claim. The Company agrees that the prevailing party(ies) in any such action shall be entitled to recover from the other party(ies) all of its reasonable attorneys’ fees and expenses relating to such action or proceeding and/or incurred in connection with the preparation therefor.

Jurisdiction; Service. Any claim legal suit, action or proceeding against Lender or Borrower arising out of or relating to this Agreement shall may at Lender’s option be resolved solely instituted in any federal or state court in the Supreme Court of the State City of New York, New York County or the United States District Court for the Southern District of New York, City and State pursuant to section 5-1402 of the New YorkYork General Obligations Law, and appellate courts from Borrower waives any thereof (“Courts”). The Company objections which it may now or hereafter have based on venue and/or forum non conveniens of any such suit, action or proceeding, and the Representatives Borrower hereby irrevocably (a) submit submits to the jurisdiction of the foregoing Courts and (b) waive any objection which either party may have at any time to the laying on or of venue of such court in any suit, action or proceeding arising out proceeding. Borrower does hereby designate and appoint: Brookfield Global Real Estate Three World Financial Center 200 Xxxxx Xxxxxx, 11th Floor New York, NY 10281-1021 as its authorized agent to accept and acknowledge on its behalf service of or relating to this Agreement brought any and all process which may be served in any such Court and (c), waive any claim that any such suit, action or proceeding brought in any federal or state court in New York, New York, and agrees that service of process upon said agent at said address and written notice of said service mailed or delivered to Borrower in the manner provided herein shall be deemed in every respect effective service of process upon Borrower in any such Court has been brought in an inconvenient forumsuit, and (d) waive any objection in any such suit to discovery and/or disclosure under the applicable federal and local rules of civil procedure action or the New York State civil practice laws and rules based upon the purported confidentiality of any document or the disclosure of any information, including but not limited to the identification of relevant individuals and/or businesses, under the laws of the Cayman Islands. The Company irrevocably appoints EG&S as its agent for service of process proceeding in the State of New York. Borrower (i) shall give prompt notice to Lender of any changed address of its authorized agent hereunder, (ii) may at any time and from time to time designate a substitute authorized agent with an office in New York, New York to receive, or Maryland (which substitute agent and office shall be designated as the person and address for the Company on its behalf, service of process process), and (iii) shall promptly designate such a substitute if its authorized agent ceases to have an office in any proceeding. Any such process New York, New York or summons to be served upon the Company may be served by personal delivery, by mail, Maryland or in any other manner as may be permitted by the rules of the Court in which the action, suit or proceeding is commenced, upon the Company c/o Ellenoff Gxxxxxxx & Schole LLP, 300 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, 00000, Attention: Dxxxxxx Xxxxxxxx. Such delivery shall be deemed personal service and shall be legal and binding upon the Company in any action, proceeding or claim. The Company agrees that the prevailing party(ies) in any such action shall be entitled to recover from the other party(ies) all of its reasonable attorneys’ fees and expenses relating to such action or proceeding and/or incurred in connection with the preparation therefordissolved without leaving a successor.