Jurisdiction; Venue; Consent to Service of Process. (a) Each of the parties hereto irrevocably and unconditionally submits to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York or, if such court will not accept jurisdiction, the Supreme Court of the State of New York or any court of competent civil jurisdiction sitting in New York County, New York. In any action, suit or other proceeding, each of the parties hereto irrevocably and unconditionally waives and agrees not to assert by way of motion, as a defense or otherwise any claims that it is not subject to the jurisdiction of the above courts, that such action or suit is brought in an inconvenient forum or that the venue of such action, suit or other proceeding is improper. Each of the parties hereto also hereby agrees that any final and unappealable judgment against a party hereto in connection with any action, suit or other proceeding shall be conclusive and binding on such party and that such award or judgment may be enforced in any court of competent jurisdiction, either within or outside of the United States. A certified or exemplified copy of such award or judgment shall be conclusive evidence of the fact and amount of such award or judgment. (b) Each party irrevocably consents to service of process in the manner provided for the giving of notices pursuant to Section 7.4 of this Agreement. Nothing in this Section 7.7 shall affect the right of any party hereto to serve process in any other manner permitted by Law.
Appears in 5 contracts
Samples: International Distribution Agreement (Metlife Inc), Acquisition Agreement (Metlife Inc), International Distribution Agreement (Metlife Inc)
Jurisdiction; Venue; Consent to Service of Process. (a) Each of the parties hereto Parties irrevocably and unconditionally submits to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York or, if such court will not accept jurisdiction, the Supreme Court of the State of New York or any court of competent civil jurisdiction sitting in New York County, New York. In any action, suit or other proceeding, each of the parties hereto Parties irrevocably and unconditionally waives and agrees not to assert by way of motion, as a defense or otherwise any claims that it is not subject to the jurisdiction of the above courts, that such action or suit is brought in an inconvenient forum or that the venue of such action, suit or other proceeding is improper. Each of the parties hereto Parties also hereby agrees that any final and unappealable judgment against a party hereto Party in connection with any action, suit or other proceeding shall be conclusive and binding on such party Party and that such award or judgment may be enforced in any court of competent jurisdiction, either within or outside of the United States. A certified or exemplified copy of such award or judgment shall be conclusive evidence of the fact and amount of such award or judgment.
(b) Each party Party irrevocably consents to service of process in the manner provided for the giving of notices pursuant to Section 7.4 11.1 of this Agreement. Nothing in this Section 7.7 11.3 shall affect the right of any party hereto Party to serve process in any other manner permitted by Law.
Appears in 3 contracts
Samples: Acquisition Agreement (Metlife Inc), Acquisition Agreement (Citigroup Inc), Acquisition Agreement (Metlife Inc)
Jurisdiction; Venue; Consent to Service of Process. (a) Each of the parties hereto Party irrevocably and unconditionally submits to the non-non exclusive jurisdiction of the United States District Court for the Southern District of New York or, if such court will not accept jurisdiction, the Supreme Court of the State of New York or any court of competent civil jurisdiction sitting in New York County, New York. In any action, suit or other proceedingproceeding related to this Agreement, each of the parties hereto Party irrevocably and unconditionally waives and agrees not to assert by way of motion, as a defense or otherwise any claims that it is not subject to the jurisdiction of the above courts, that such action or suit is brought in an inconvenient forum or that the venue of such action, suit or other proceeding is improper. Each of the parties hereto Party also hereby agrees that any final and unappealable judgment against a party hereto Party in connection with any action, suit or other proceeding related to this Agreement shall be conclusive and binding on such party Party and that such award or judgment may be enforced in any court of competent jurisdiction, either within or outside of the United States. A certified or exemplified copy of such award or judgment shall be conclusive evidence of the fact and amount of such award or judgment.
(b) Each party Party irrevocably consents to service of process in the manner provided for the giving of notices pursuant to Section 7.4 11.3 of this Agreement. Nothing in this Section 7.7 11.15 shall affect the right of any party hereto Party to serve process in any other manner permitted by under Requirements of Law.
Appears in 3 contracts
Samples: Transition Services Agreement (Legg Mason Inc), Private Client Transition Services Agreement (Legg Mason Inc), Capital Markets Transition Services Agreement (Legg Mason Inc)
Jurisdiction; Venue; Consent to Service of Process. Each of the Parties hereto (a) Each of the parties hereto irrevocably and unconditionally submits consents to submit itself to the non-exclusive personal jurisdiction of the United States District Delaware Chancery Court for the Southern District of New York or, if such and any Federal court will not accept jurisdiction, the Supreme Court of located in the State of New York Delaware in the event of any Action arising out of or relating to this Agreement or any of the transactions contemplated by this Agreement, (b) agrees that it will not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such court and (c) agrees that it will not bring any Action arising out of competent civil jurisdiction or relating to this Agreement or any of the transactions contemplated by this Agreement in any court other than the Delaware Chancery Court or a Federal court sitting in New York County, New Yorkthe State of Delaware. In any action, suit Action arising out of or other proceedingrelating to this Agreement or any of the transactions contemplated by this Agreement, each of the parties hereto Party irrevocably and unconditionally waives and agrees not to assert by way of motion, as a defense or otherwise any claims that it is not subject to the jurisdiction of the above courts, that such action or suit Action is brought in an inconvenient forum or that the venue of such action, suit or other proceeding Action is improper. Each of the parties hereto Parties also hereby agrees that any final and unappealable judgment against a party hereto Party in connection with any action, suit or other proceeding such Action shall be conclusive and binding on such party Party and that such award or judgment may be enforced in any court of competent jurisdiction, either within or outside of the United States. A certified or exemplified copy of such award or judgment shall be conclusive evidence of the fact and amount of such award or judgment.
(b) . Each party Party hereto irrevocably consents to service of process in the manner provided for the giving of notices pursuant to Section 7.4 of this Agreement. Nothing in this Section 7.7 7.10 shall affect the right of any party hereto Party to serve process in any other manner permitted by applicable Law.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Sierra Oncology, Inc.)
Jurisdiction; Venue; Consent to Service of Process. (a) Each of the parties hereto Parties irrevocably and unconditionally submits to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York or, if such court will not accept jurisdiction, the Supreme Court of the State of New York or any court of competent civil jurisdiction sitting in New York County, New York. In any action, suit or other proceeding, each of the parties hereto Parties irrevocably and unconditionally waives and agrees not to assert by way of motion, as a defense or otherwise any claims that it is not subject to the jurisdiction of the above courts, that such action or suit is brought in an inconvenient forum or that the venue of such action, suit or other proceeding is improper. Each of the parties hereto Parties also hereby agrees that any final and unappealable judgment against a party hereto Party in connection with any action, suit or other proceeding shall be conclusive and binding on such party Party and that such award or judgment may be enforced in any court of competent jurisdiction, either within or outside of the United States. A certified or exemplified copy of such award or judgment shall be conclusive evidence of the fact and amount of such award or judgment.
(b) Each party Party irrevocably consents to service of process in the manner provided for the giving of notices pursuant to Section 7.4 11.3 of this Agreement. Nothing in this Section 7.7 11.5 shall affect the right of any party hereto Party to serve process in any other manner permitted by under Requirements of Law.
Appears in 2 contracts
Samples: Transaction Agreement (Legg Mason Inc), Transaction Agreement (Citigroup Inc)
Jurisdiction; Venue; Consent to Service of Process. (a) Each of the parties hereto Parties irrevocably and unconditionally submits to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York or, if such court will not accept jurisdiction, the Supreme Court of the State of New York or any court of competent civil jurisdiction sitting in New York County, New York. In addition, Buyer irrevocably and unconditionally submits to the non-exclusive jurisdiction of each forum in which any dispute between Xxxx Xxxxx and Seller or their Affiliates may be pending to the extent that such dispute involves a similar set of facts or circumstances as a dispute pending or threatened under this Agreement. In any action, suit or other proceeding, each of the parties hereto Parties irrevocably and unconditionally waives and agrees not to assert by way of motion, as a defense or otherwise any claims that it is not subject to the jurisdiction of the above courts, that such action or suit is brought in an inconvenient forum or that the venue of such action, suit or other proceeding is improper. Each of the parties hereto Parties also hereby agrees that any final and unappealable judgment against a party hereto Party in connection with any action, suit or other proceeding shall be conclusive and binding on such party Party and that such award or judgment may be enforced in any court of competent jurisdiction, either within or outside of the United States. A certified or exemplified copy of such award or judgment shall be conclusive evidence of the fact and amount of such award or judgment.
(b) Each party Party irrevocably consents to service of process in the manner provided for the giving of notices pursuant to Section 7.4 of this Agreement9.1. Nothing in this Section 7.7 9.12 shall affect the right of any party hereto Party to serve process in any other manner permitted by under applicable Law.
Appears in 1 contract
Jurisdiction; Venue; Consent to Service of Process. Section 11.5(a) of the Original Agreement is amended and restated in its entirety as follows:
(a) Each of the parties hereto Parties irrevocably and unconditionally submits to the non-non exclusive jurisdiction of the United States District Court for the Southern District of New York or, if such court will not accept jurisdiction, the Supreme Court of the State of New York or any court of competent civil jurisdiction sitting in New York County, New York. In any action, suit or other proceedingproceeding relating to this Agreement, each of the parties hereto Parties irrevocably and unconditionally waives and agrees not to assert by way of motion, as a defense or otherwise any claims that it is not subject to the jurisdiction of the above courts, that such action or suit is brought in an inconvenient forum or that the venue of such action, suit or other proceeding is improper. Each of the parties hereto Parties also hereby agrees that any final and unappealable judgment against a party hereto Party in connection with any action, suit or other proceeding relating to this Agreement shall be conclusive and binding on such party Party and that such award or judgment may be enforced in any court of competent jurisdiction, either within or outside of the United States. A certified or exemplified copy of such award or judgment shall be conclusive evidence of the fact and amount of such award or judgment.
(b) Each party irrevocably consents to service of process in the manner provided for the giving of notices pursuant to Section 7.4 of this Agreement. Nothing in this Section 7.7 shall affect the right of any party hereto to serve process in any other manner permitted by Law.
Appears in 1 contract