Common use of Proceedings, Etc Clause in Contracts

Proceedings, Etc. ALL JUDICIAL PROCEEDINGS BROUGHT AGAINST THE ----------------- GUARANTOR ARISING OUT OF OR RELATING TO THIS GUARANTY MAY BE BROUGHT IN ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION IN THE STATE OF NEW YORK, AND BY EXECUTION AND DELIVERY OF THIS GUARANTY THE GUARANTOR ACCEPTS FOR ITSELF AND IN CONNECTION WITH ITS PROPERTIES, GENERALLY AND UNCONDITIONALLY, THE NONEXCLUSIVE JURISDICTION OF THE AFORESAID COURTS AND WAIVES ANY DEFENSE OF FORUM NON CONVENIENS AND IRREVOCABLY AGREES TO BE BOUND BY ANY JUDGMENT RENDERED THEREBY IN CONNECTION WITH THIS GUARANTY. The Guarantor hereby designates and appoints CT Corporation System, presently located at 0000 Xxxxxxxx, Xxx Xxxx, X.X. 00000 as its authorized agent (the "Process Agent") to accept and acknowledge on its behalf service of any and all process which may be served in any suit, action or proceeding in any New York State or United States Federal Court sitting in New York, and to receive and acknowledge on behalf of the Guarantor any Demands made by the Administrative Agent pursuant to Section 2 hereof. The Guarantor represents and warrants that the Process Agent has agreed in writing to accept such appointment and that true copies of such acceptance will be furnished to the Administrative Agent prior to the Effective Date under the Credit Agreement. The Guarantor agrees that the failure of the Process Agent to give notice to the Guarantor of any such service or Demand shall not impair the validity of such service or Demand or of any judgment rendered in any action or proceeding based thereon. Service of all process in any such proceeding in any such court and of any Demand under Section 2 hereof may be made by hand delivery, courier service or by registered or certified mail, return receipt requested, to the Process Agent, such service being hereby acknowledged by the Guarantor to be sufficient for personal jurisdiction in any action against the Guarantor in any such court and to be otherwise effective and binding service or demand in every respect. Nothing herein shall affect the right to serve process in any other manner permitted by law or shall limit the right of the Administrative Agent or any Bank to bring proceedings against the Guarantor in the courts of any other jurisdiction.

Proceedings, Etc. ALL JUDICIAL PROCEEDINGS BROUGHT AGAINST THE ----------------- GUARANTOR ARISING OUT OF OR RELATING TO THIS GUARANTY MAY BE BROUGHT IN ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION IN THE STATE OF NEW YORK, AND BY EXECUTION AND DELIVERY OF THIS GUARANTY THE GUARANTOR ACCEPTS FOR ITSELF AND IN CONNECTION WITH ITS PROPERTIES, GENERALLY AND UNCONDITIONALLY, THE NONEXCLUSIVE JURISDICTION OF THE AFORESAID COURTS AND WAIVES ANY DEFENSE OF FORUM NON CONVENIENS AND IRREVOCABLY AGREES TO BE BOUND BY ANY JUDGMENT RENDERED THEREBY IN CONNECTION WITH THIS GUARANTY. The Guarantor hereby designates and appoints CT Corporation System, presently located at 0000 Xxxxxxxx, Xxx Xxxx, X.X. 00000 XX 00000, as its authorized agent (the "Process Agent") to accept and acknowledge on its behalf service of any and all process which may be served in any suit, action or proceeding in any New York State or United States Federal Court sitting in New York, and to receive and acknowledge on behalf of the Guarantor any Demands made by the Administrative Agent pursuant to Section 2 hereof. The Guarantor represents and warrants that the Process Agent has agreed in writing to accept such appointment and that true copies of such acceptance will be furnished to the Administrative Agent prior to the Effective Date under the Credit Agreement. The Guarantor agrees that the failure of the Process Agent to give notice to the Guarantor of any such service or Demand shall not impair the validity of such service or Demand or of any judgment rendered in any action or proceeding based thereon. Service of all process in any such proceeding in any such court and of any Demand under Section 2 hereof may be made by hand delivery, courier service or by registered or certified mail, return receipt requested, to the Process Agent, such service being hereby acknowledged by the Guarantor to be sufficient for personal jurisdiction in any action against the Guarantor in any such court and to be otherwise effective and binding service or demand in every respect. Nothing herein shall affect the right to serve process in any other manner permitted by law or shall limit the right of the Administrative Agent or any Bank to bring proceedings against the Guarantor in the courts of any other jurisdiction.

Proceedings, Etc. ALL JUDICIAL PROCEEDINGS BROUGHT AGAINST THE ----------------- GUARANTOR BORROWER OR ANY DESIGNATED SUBSIDIARY ARISING OUT OF OR RELATING TO THIS GUARANTY AGREEMENT MAY BE BROUGHT IN ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION IN THE STATE OF NEW YORK, AND BY EXECUTION AND DELIVERY OF THIS GUARANTY THE GUARANTOR AGREEMENT EACH OF BORROWER AND EACH DESIGNATED SUBSIDIARY ACCEPTS FOR ITSELF AND IN CONNECTION WITH ITS PROPERTIES, GENERALLY AND UNCONDITIONALLY, THE NONEXCLUSIVE JURISDICTION OF THE AFORESAID COURTS AND WAIVES ANY DEFENSE OF FORUM NON CONVENIENS AND IRREVOCABLY AGREES TO BE BOUND BY ANY JUDGMENT RENDERED THEREBY IN CONNECTION WITH THIS GUARANTYAGREEMENT. The Guarantor Borrower and each Designated Subsidiary hereby designates and appoints CT Corporation System, presently located at 0000 Xxxxxxxx, Xxx Xxxx, X.X. 00000 as its authorized agent (the "Process Agent") to accept and acknowledge on its behalf service of any and all process which may be served in any suit, action or proceeding in any New York State or United States Federal Court sitting in New York, . Borrower and to receive and acknowledge on behalf of the Guarantor any Demands made by the Administrative Agent pursuant to Section 2 hereof. The Guarantor each Designated Subsidiary represents and warrants that the Process Agent such agent has agreed in writing to accept such appointment and that true copies of such acceptance will be furnished to the Administrative Agent prior to the Effective Date under the Credit AgreementDate. The Guarantor Borrower and each Designated Subsidiary agrees that the failure of the Process Agent such agent to give notice to the Guarantor Borrower or such Designated Subsidiary of any such service or Demand shall not impair the validity of such service or Demand or of any judgment rendered in any action or proceeding based thereon. Service of all process in any such proceeding in any such court and of any Demand under Section 2 hereof may be made by hand delivery, overnight courier service or by registered or certified mail, return receipt requested, to the Process Agentsuch agent, such service being hereby acknowledged by the Guarantor Borrower and each Designated Subsidiary to be sufficient for personal jurisdiction in any action against the Guarantor Borrower and each Designated Subsidiary in any such court and to be otherwise effective and binding service or demand in every respect. Nothing herein shall affect the right to serve process in any other manner permitted by law or shall limit the right of the Administrative Agent or any Bank to bring proceedings against the Guarantor Borrower and any Designated Subsidiary in the courts of any other jurisdiction. White Holding Mexico hereby expressly submits to the jurisdiction of the aforesaid courts and waives any jurisdiction rights it may have by reason of its present or future domicile or otherwise.

Proceedings, Etc. ALL JUDICIAL PROCEEDINGS BROUGHT AGAINST THE ----------------- GUARANTOR ARISING OUT OF OR RELATING TO THIS GUARANTY MAY BE BROUGHT IN ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION IN THE STATE OF NEW YORKOn the Borrowing Date, AND BY EXECUTION AND DELIVERY OF THIS GUARANTY THE GUARANTOR ACCEPTS FOR ITSELF AND IN CONNECTION WITH ITS PROPERTIESthe (d) Administrative Agent shall have received a certificate from each Loan Party, GENERALLY AND UNCONDITIONALLYdated the Borrowing Date, THE NONEXCLUSIVE JURISDICTION OF THE AFORESAID COURTS AND WAIVES ANY DEFENSE OF FORUM NON CONVENIENS AND IRREVOCABLY AGREES TO BE BOUND BY ANY JUDGMENT RENDERED THEREBY IN CONNECTION WITH THIS GUARANTYsigned by the chairman of the board, the chief executive officer, the chief financial officer, the president, any vice president, secretary or manager of such Loan Party, together with copies of the Governing Documents, as applicable, of such Loan Party and the resolutions of such Loan Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent. The Guarantor hereby designates On the Borrowing Date, all corporate or limited liability company or (ii) similar proceedings and appoints CT Corporation System, presently located at 0000 Xxxxxxxx, Xxx Xxxx, X.X. 00000 as its authorized agent (the "Process Agent") to accept and acknowledge on its behalf service of any legal proceedings and all process which may instruments and agreements in connection with the transactions contemplated by this Agreement and the other Loan Documents shall be served reasonably satisfactory in any suit, action or proceeding in any New York State or United States Federal Court sitting in New Yorkform and substance to the Administrative Agent, and to receive and acknowledge on behalf of the Guarantor any Demands made by the Administrative Agent pursuant to Section 2 hereof. The Guarantor represents shall have received all information and warrants that the Process Agent has agreed in writing to accept such appointment and that true copies of such acceptance will be furnished to all documents and papers, including records of corporate or limited liability company or similar proceedings, governmental approvals, good standing certificates and bring down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or limited liability company or similar authority or Governmental Authorities. Approvals. On or prior to the Effective Date Borrowing Date, all necessary governmental (e) (domestic and foreign) and material third party approvals and/or consents in connection with the Transaction and the granting of Liens under the Credit Agreement. The Guarantor agrees that Loan Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the failure consummation of the Process Agent to give notice to Transaction. On the Guarantor of any such service or Demand Borrowing Date, there shall not impair the validity of such service exist any judgment, order, injunction or Demand other restraint issued or of any judgment rendered in any action filed or proceeding based thereon. Service of all process in any such proceeding in any such court and of any Demand under Section 2 hereof may be made by hand delivery, courier service a hearing seeking injunctive relief or by registered other restraint pending or certified mail, return receipt requested, to the Process Agent, such service being hereby acknowledged by the Guarantor to be sufficient for personal jurisdiction in any action threatened against the Guarantor in any such court and to be otherwise effective and binding service or demand in every respect. Nothing herein shall affect the right to serve process in any other manner permitted by law or shall limit the right of the Administrative Agent Holdings or any Bank Restricted Subsidiary which has had, or could reasonably be expected to bring proceedings against the Guarantor in the courts of any other jurisdiction.have, a Material Adverse Effect. 75 9482345

Proceedings, Etc. ALL JUDICIAL PROCEEDINGS BROUGHT AGAINST THE ----------------- GUARANTOR BORROWER OR ANY DESIGNATED SUBSIDIARY ARISING OUT OF OR RELATING TO THIS GUARANTY AGREEMENT MAY BE BROUGHT IN ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION IN THE STATE OF NEW YORK, AND BY EXECUTION AND DELIVERY OF THIS GUARANTY THE GUARANTOR AGREEMENT EACH OF BORROWER AND EACH DESIGNATED SUBSIDIARY ACCEPTS FOR ITSELF AND IN CONNECTION WITH ITS PROPERTIES, GENERALLY AND UNCONDITIONALLY, THE NONEXCLUSIVE JURISDICTION OF THE AFORESAID COURTS AND WAIVES ANY DEFENSE OF FORUM NON CONVENIENS AND IRREVOCABLY AGREES TO BE BOUND BY ANY JUDGMENT RENDERED THEREBY IN CONNECTION WITH THIS GUARANTYAGREEMENT. The Guarantor Borrower and each Designated Subsidiary hereby designates and appoints CT Corporation System, presently located at 0000 Xxxxxxxx, Xxx Xxxx, X.X. 00000 as its authorized agent (the "Process Agent") to accept and acknowledge on its behalf service of any and all process which may be served in any suit, action or proceeding in any New York State or United States Federal Court sitting in New York, . Borrower and to receive and acknowledge on behalf of the Guarantor any Demands made by the Administrative Agent pursuant to Section 2 hereof. The Guarantor each Designated Subsidiary represents and warrants that the Process Agent such agent has agreed in writing to accept such appointment and that true copies of such acceptance will be furnished to the Administrative Agent prior to the Effective Date under the Credit AgreementDate. The Guarantor Borrower and each Designated Subsidiary agrees that the failure of the Process Agent such agent to give notice to the Guarantor Borrower or such Designated Subsidiary of any such service or Demand shall not impair the validity of such service or Demand or of any judgment rendered in any action or proceeding based thereon. Service of all process in any such proceeding in any such court and of any Demand under Section 2 hereof may be made by hand delivery, overnight courier service or by registered or certified mail, return receipt requested, to the Process Agentsuch agent, such service being hereby acknowledged by the Guarantor Borrower and each Designated Subsidiary to be sufficient for personal jurisdiction in any action against the Guarantor Borrower and each Designated Subsidiary in any such court and to be otherwise effective and binding service or demand in every respect. Nothing herein shall affect the right to serve process in any other manner permitted by law or shall limit the right of the Administrative Agent or any Bank to bring proceedings against the Guarantor Borrower and any Designated Subsidiary in the courts of any other jurisdiction.