Ohio Law to Govern. The rights and obligations of all parties hereto shall be governed by the laws of the State of Ohio, without regard to principles of conflicts of laws.
Ohio Law to Govern. The laws of the State of Ohio shall govern this Conservation Easement agreement. If any provision herein is found to be invalid, the remainder of the provisions of this Conservation Easement shall not be affected thereby. This instrument sets forth the entire agreement of the parties and supersedes all prior discussions, negotiations, undertakings or agreements relating to the grant of this Conservation Easement.
Ohio Law to Govern. This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio.
Ohio Law to Govern. This Indenture and each Security shall be deemed to be a contract under the laws of the State of Ohio, and for all purposes shall be construed in accordance with the laws of such State, except as may otherwise be required by mandatory provisions of law.
Ohio Law to Govern. This Agreement shall be interpreted in accordance with the laws of the State of Ohio. The parties agree that any dispute shall be resolved in the federal or state courts located in Cuyahoga County, Ohio, which courts shall have exclusive jurisdiction and venue with regard to any such dispute. In witness whereof, the parties have executed this Agreement as of the date noted below: CAREERSHIFT, LLC (Organization) By: By: Name: Name: Title: Title:
Ohio Law to Govern. The rights and obligations of all parties hereto shall be governed by the laws of the State of Ohio, without regard to principles of conflicts of laws. OGLEBAY NORTON HOLDING COMPANY By:__________________________ Title:________________________ and_________________________ Title:________________________ OGLEBAY NORTON COMPANY By:__________________________ Title:________________________ and_________________________ Title:________________________ The undersigned consent and agree to and acknowledge the terms of this Agreement: [ADD SIGNATURE OF AGENT] [ADD SIGNATURE OF BANKS ] [ADD SIGNATURE OF PLEDGORS] 125 131 EXHIBIT K FORM OF PLEDGE AGREEMENT RECITALS: Concurrently herewith, OGLEBAY NORTON COMPANY, a Delaware corporation (together with its successors and assigns, "Oglebay") is entering into the Credit Agreement, as hereinafter defined, with the financial institutions listed on SCHEDULE 1 to the Credit Agreement (collectively, "Banks", and individually, "Bank") and KEYBANK NATIONAL ASSOCIATION, as agent for the Banks ("Agent"), pursuant to which Olgebay and certain subsidiaries may obtain loans, letters of credit and other financial accommodations from the Banks. It is anticipated that Oglebay and its subsidiaries will or may be restructured such that Oglebay will become a subsidiary of OGLEBAY NORTON HOLDING COMPANY (together with its successors and assigns, "Oglebay Holding"). It is further anticipated that Oglebay Holding will or may assume all of the benefits and obligations of Oglebay under the Credit Agreement pursuant to such restructuring of Oglebay and its subsidiaries. [________________ , an __________] corporation, ("Pledgor") desires that the Bankx xxxxx xxx financial accommodations described in the Credit Agreement to Oglebay and its subsidiaries, and, after any such restructuring, to Oglebay Holding (collectively, "Borrower"). Pledgor deems it to be in the direct pecuniary and business interests of Pledgor that Borrower obtain from the Banks the Commitment, as defined in the Credit Agreement, and the Loans and Letters of Credit, as hereinafter defined, provided for in the Credit Agreement. Pledgor understands that the Banks are willing to grant such financial accommodations to Borrower only upon certain terms and conditions, one of which is that Pledgor grant to Agent, for the benefit of the Banks, a security interest in and an assignment of the Collateral, as hereinafter defined, and this Agreement (as the same may from time to time be amend...
Ohio Law to Govern. This Agreement shall be deemed to have been entered into in Cuyahoga County, Ohio and the laws of the State of Ohio shall govern the validity of this Agreement, the construction of its terms and the interpretation of the rights and duties of the parties. The parties agree that any action arising out of or related to this Agreement and the documents (other than the Non-Compete Agreements) delivered pursuant to this Agreement shall be venued in the federal, state or local courts located in, or otherwise, having jurisdiction over Cuyahoga County, Ohio and the parties hereby consent to personal jurisdiction in such courts and waive any objection based on Forum Non Conveniens and any objection to jurisdiction or venue of any action instituted hereunder. Purchaser and Guarantor hereby consent to the personal jurisdiction of the United States District Court for the Northern District of Ohio and any of the courts of Cuyahoga County, in the State of Ohio in any action, suit or proceeding arising under or in connection with this Agreement (including, without limitation, actions, suits and proceedings in connection with the enforcement of any judgment) and agrees that any such action suit or proceeding shall be venued in any of such courts and that service of process or notice in any such action, suit or proceeding shall be effective if in writing and sent by certified or registered mail, return receipt requested, postage prepaid, as provided in Article XV.
