Common use of Submission to Jurisdiction; Appointment of Agent for Service Clause in Contracts

Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, the Issuer and each Guarantor irrevocably submits to the non-exclusive jurisdiction of and venue in any federal or state court in the Borough of Manhattan in the City of New York, County and State of New York, United States of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture or any of the transactions contemplated hereby, and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The Issuer and each Guarantor, to the fullest extent permitted by applicable law, irrevocably and fully waive the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate and appoint Smurfit Kappa Packaging LLC (the “Authorized Agent”) as its authorized agent upon whom process may be served in any such suit or proceeding. The Issuer and each Guarantor represent and warrant that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of process. The Issuer and each Guarantor agree that service of process upon its Authorized Agent and written notice of said service to the Issuer or a Guarantor, mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the Issuer or such Guarantor, respectively, in any such suit or proceeding. Nothing herein shall affect the right of any person to serve process in any other manner permitted by law. The Issuer agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in Ireland and the Issuer expressly accepts the jurisdiction of any such court in any such action. The Issuer hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (including immunity to pre-judgment attachment, post-judgment attachment and execution) in any legal suit, action or proceeding against it arising out of or based on this Indenture, the Notes or the transactions contemplated hereby. The provisions of this Section 11.8 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Issuer, any Guarantor or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters.

Appears in 2 contracts

Samples: Indenture (Smurfit Westrock PLC), Indenture (Smurfit WestRock PLC)

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Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, the Issuer and each Guarantor irrevocably submits to the non-exclusive jurisdiction of and venue in any federal or state court in the Borough of Manhattan in the City of New York, County and State of New York, United States of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture or any of the transactions contemplated hereby, and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The Issuer and each GuarantorIssuer, to the fullest extent permitted by applicable law, irrevocably and fully waive waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate designates and appoint appoints Smurfit Kappa Packaging LLC (the “Authorized Agent”) as its authorized agent upon whom process may be served in any such suit or proceeding. The Issuer represents and each Guarantor represent and warrant warrants that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of process. The Issuer and each Guarantor agree agrees that service of process upon its Authorized Agent and written notice of said service to the Issuer or a GuarantorIssuer, mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the Issuer or such Guarantor, respectively, in any such suit or proceeding. Nothing herein shall affect the right of any person to serve process in any other manner permitted by law. The Issuer agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in Ireland and the Issuer expressly accepts the jurisdiction of any such court in any such action. The Issuer hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (including immunity to pre-judgment attachment, post-judgment attachment and execution) in any legal suit, action or proceeding against it arising out of or based on this Indenture, the Notes or the transactions contemplated hereby. The provisions of this Section 11.8 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Issuer, any Guarantor Issuer or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters. Each and any Guarantor organized in Mexico further agrees that any service of process or notice made at the domicile of the Authorized Agent located at 1000 Xxxxxxxxxxxxx Xxxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx 00000 (or any other domicile that the Authorized Agent notifies to the parties hereto in writing) shall be acceptable and that they will grant an irrevocable power of attorney to the Authorized Agent for lawsuits and collections to authorize it to act as process agent for the purposes herein.

Appears in 2 contracts

Samples: Indenture (Smurfit WestRock PLC), Indenture (Smurfit WestRock PLC)

Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, the Issuer and each Guarantor Company irrevocably submits to the non-exclusive jurisdiction of and venue in any federal or state court in the Borough of Manhattan in the City of New YorkXxx Xxxx, County and State of New YorkXxxxxx xxx Xxxxx xx Xxx Xxxx, United States Xxxxxx Xxxxxx of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture or any of the transactions contemplated hereby, and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The Issuer and each GuarantorCompany, to the fullest extent permitted by applicable law, irrevocably and fully waive waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate designates and appoint Smurfit Kappa Packaging LLC appoints National Registered Agents, Inc. (the “Authorized Agent”) "AUTHORIZED AGENT"), as its authorized agent upon whom process may be served in any such suit or proceeding. The Issuer Company represents that it has notified the Authorized Agent of such designation and each Guarantor represent appointment and warrant that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of processthe same in writing. The Issuer Company hereby irrevocably authorizes and each Guarantor agree directs its Authorized Agent to accept such service. The Company further agrees that service of process upon its Authorized Agent and written notice of said service to the Issuer or a GuarantorCompany, mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the Issuer or such Guarantor, respectively, Company in any such suit or proceeding. Nothing herein shall affect the right of any person to serve process in any other manner permitted by law. The Issuer Company agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer Company arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in Ireland and the Issuer Company expressly accepts the jurisdiction of any such court in any such action. The Issuer Company hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (including including, without limitation, immunity to pre-judgment attachment, post-judgment attachment and execution) in any legal suit, action or proceeding against it arising out of or based on this Indenture, the Notes or the transactions contemplated hereby. The provisions of this Section 11.8 11.9 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Issuer, any Guarantor Company or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters.

Appears in 1 contract

Samples: Euro Indenture (MDCP Acquisitions I)

Submission to Jurisdiction; Appointment of Agent for Service. To The Company and the fullest extent permitted by applicable law, the Issuer and each Guarantor Selling Shareholder hereby irrevocably submits submit to the non-exclusive jurisdiction of the U.S. Federal and venue in any federal or state court courts in the Borough of Manhattan in the The City of New YorkYork (each, County and State of a “New York, United States of America, York Court”) in any suit or proceeding based on or arising out of or under or in connection with relating to this Indenture Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement, the offering of the Shares or any of the transactions contemplated hereby. The Company and the Selling Shareholder irrevocably and unconditionally waive any objection to the laying of venue of any suit or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement, the offering of the Shares or any transactions contemplated hereby in a New York Court, and irrevocably agrees and unconditionally waive and agree not to plead or claim in any such court that all claims in respect of any such suit or proceeding may be determined in any such courtcourt has been brought in an inconvenient forum. The Issuer Company and each Guarantorthe Selling Shareholder irrevocably appoint Xxxxxxx Xxxx (USA), to the fullest extent permitted by applicable lawInc., irrevocably and fully waive the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate and appoint Smurfit Kappa Packaging LLC located at 00 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: General Counsel, as their authorized agent (the “Authorized Agent”) as its authorized agent in the Borough of Manhattan in The City of New York upon whom which process may be served in any such suit or proceeding. The Issuer , and each Guarantor represent and warrant that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of process. The Issuer and each Guarantor agree that service of process in any manner permitted by applicable law upon its Authorized Agent such agent, and written notice of said service to the Issuer or a GuarantorSelling Shareholder by the person serving the same to the Selling Shareholder at its address set forth on Schedule I hereto, mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process in any manner permitted by applicable law upon the Issuer or such Guarantor, respectively, Company and the Selling Shareholder in any such suit or proceeding. Nothing herein shall affect The Company and the right Selling Shareholder further agree to take any and all action as may be necessary to maintain such designation and appointment of any person to serve process such agent in any other manner permitted by lawfull force and effect for a period of seven years from the date of this Agreement. The Issuer agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in Ireland Company and the Issuer expressly accepts the jurisdiction of any such court in any such action. The Issuer hereby Selling Shareholder irrevocably waiveswaive, to the fullest extent permitted by law, any immunity and all rights to jurisdiction to which it may otherwise be entitled (including immunity to pre-judgment attachment, post-judgment attachment and execution) trial by jury in any legal suit, action or proceeding against it arising out of or based on relating to this Indenture, the Notes Agreement or the transactions contemplated hereby. The provisions of this Section 11.8 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Issuer, any Guarantor or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Michael Kors Holdings LTD)

Submission to Jurisdiction; Appointment of Agent for Service. WAIVER To the fullest extent permitted by applicable law, the Issuer and each Guarantor Company irrevocably submits to the non-exclusive jurisdiction of and venue in any federal or state court in the Borough of Manhattan in the City of New YorkXxx Xxxx, County and State of New YorkXxxxxx xxx Xxxxx xx Xxx Xxxx, United States Xxxxxx Xxxxxx of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture or any of the transactions contemplated herebyAgreement, and irrevocably agrees agree that all claims in respect of such suit or proceeding may be determined in any such court. The Issuer and each GuarantorCompany, to the fullest extent permitted by applicable law, irrevocably and fully waive waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate and appoint Smurfit Kappa Packaging LLC National Registered Agents, Inc. (the “Authorized Agent”) "AUTHORIZED AGENT"), for the later of a period of ten years or until such time as no Notes are outstanding as its authorized agent upon whom process may be served in any such suit or proceeding. The Issuer Company represents that it has separately notified the Authorized Agent of such designation and each Guarantor represent appointment and warrant that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of processthe same in writing. The Issuer Company hereby irrevocably authorizes and each Guarantor agree directs its Authorized Agent to accept such service. The Company further agrees that service of process upon its Authorized Agent and written notice of said service to the Issuer or a Guarantor, Company mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the Issuer or such Guarantor, respectively, Company in any such suit or proceeding. Nothing herein shall affect the right of any person to serve process in any other manner permitted by law. The Issuer Company agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer Company arising out of or based on this Indenture Agreement or the transactions contemplated hereby may also be instituted by any of the Initial Purchasers, their respective officers and employees or any person who controls any of the Initial Purchasers within the meaning of the Securities Act in any competent court in Ireland Ireland, and the Issuer Company expressly accepts the jurisdiction of any such court in any such action. The Issuer hereby Company irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (including including, without limitation, immunity to pre-judgment attachment, post-judgment attachment and execution) in any legal suit, action or proceeding against it arising out of or based on this Indenture, the Notes Agreement or the transactions contemplated hereby. The provisions of this Section 11.8 11(j) are intended to be effective upon the execution of this Indenture and the Notes Agreement without any further action by the Issuer, any Guarantor Company or the Trustee Initial Purchasers and the introduction of a true copy of this Indenture Agreement into evidence shall be conclusive and final evidence as to such matters.

Appears in 1 contract

Samples: Euro Registration Rights Agreement (MDCP Acquisitions I)

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Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, the Issuer and each Guarantor Company irrevocably submits to the non-exclusive jurisdiction of and venue in any federal or state court in the Borough of Manhattan in the City of New YorkXxx Xxxx, County and State of New YorkXxxxxx xxx Xxxxx xx Xxx Xxxx, United States Xxxxxx Xxxxxx of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture or any of the transactions contemplated hereby, and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The Issuer and each GuarantorCompany, to the fullest extent permitted by applicable law, irrevocably and fully waive waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate designates and appoint Smurfit Kappa Packaging LLC appoints National Registered Agents, Inc. (the “Authorized Agent”) ), as its authorized agent upon whom process may be served in any such suit or proceeding. The Issuer Company represents that it has notified the Authorized Agent of such designation and each Guarantor represent appointment and warrant that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of processthe same in writing. The Issuer Company hereby irrevocably authorizes and each Guarantor agree directs its Authorized Agent to accept such service. The Company further agrees that service of process upon its Authorized Agent and written notice of said service to the Issuer or a GuarantorCompany, mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the Issuer or such Guarantor, respectively, Company in any such suit or proceeding. Nothing herein shall affect the right of any person to serve process in any other manner permitted by law. The Issuer Company agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer Company arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in Ireland and the Issuer Company expressly accepts the jurisdiction of any such court in any such action. The Issuer Company hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (including including, without limitation, immunity to pre-judgment attachment, post-judgment attachment and execution) in any legal suit, action or proceeding against it arising out of or based on this Indenture, the Notes or the transactions contemplated hereby. The provisions of this Section 11.8 11.9 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Issuer, any Guarantor Company or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters.

Appears in 1 contract

Samples: Dollar Indenture (JSG Acquisitions I)

Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, the Issuer and each Guarantor irrevocably submits to the non-exclusive jurisdiction of and venue in any federal or state court in the Borough of Manhattan in the City of New York, County and State of New York, United States of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture or any of the transactions contemplated hereby, and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The Issuer and each Guarantor, to the fullest extent permitted by applicable law, irrevocably and fully waive the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate and appoint Smurfit Kappa Packaging LLC (the “Authorized Agent”) as its authorized agent upon whom process may be served in any such suit or proceeding. The Issuer and each Guarantor represent and warrant that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of process. The Issuer and each Guarantor agree that service of process upon its Authorized Agent and written notice of said service to the Issuer or a Guarantor, mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the Issuer or such Guarantor, respectively, in any such suit or proceeding. Nothing herein shall affect the right of any person to serve process in any other manner permitted by law. The Issuer agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in Ireland and the Issuer expressly accepts the jurisdiction of any such court in any such action. The Issuer hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (including immunity to pre-judgment attachment, post-judgment attachment and execution) in any legal suit, action or proceeding against it arising out of or based on this Indenture, the Notes or the transactions contemplated hereby. Each party to this Indenture waives, to the fullest extent permitted by applicable law, any right that it may have to a trial by jury in respect of any proceeding. The provisions of this Section 11.8 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Issuer, any Guarantor or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters.

Appears in 1 contract

Samples: Indenture (Smurfit Westrock PLC)

Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, each of the Issuer and each Guarantor Company irrevocably submits to the non-exclusive jurisdiction of and venue in any federal or state court in the Borough of Manhattan in the City of New YorkXxx Xxxx, County and State of New YorkXxxxxx xxx Xxxxx xx Xxx Xxxx, United States Xxxxxx Xxxxxx of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture or any of the transactions contemplated hereby, and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The Issuer and each GuarantorCompany, to the fullest extent permitted by applicable law, irrevocably and fully waive waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designate designates and appoint Smurfit Kappa Packaging LLC appoints National Registered Agents, Inc. (the “Authorized Agent”) "AUTHORIZED AGENT"), as its authorized agent upon whom process may be served in any such suit or proceeding. The Issuer Company represents that it has notified the Authorized Agent of such designation and each Guarantor represent appointment and warrant that the Authorized Agent has accepted such appointment and irrevocably agreed to act as said agent for service of processthe same in writing. The Issuer Company hereby irrevocably authorizes and each Guarantor agree directs its Authorized Agent to accept such service. The Company further agrees that service of process upon its Authorized Agent and written notice of said service to the Issuer or a GuarantorCompany, mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the Issuer or such Guarantor, respectively, Company in any such suit or proceeding. Nothing herein shall affect the right of any person to serve process in any other manner permitted by law. The Issuer Company agrees that a final action in any such suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against the Issuer Company arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in Ireland and the Issuer Company expressly accepts the jurisdiction of any such court in any such action. The Issuer Company hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (including including, without limitation, immunity to pre-judgment attachment, post-judgment attachment and execution) in any legal suit, action or proceeding against it arising out of or based on this Indenture, the Notes or the transactions contemplated hereby. The provisions of this Section 11.8 11.9 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Issuer, any Guarantor Company or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters.

Appears in 1 contract

Samples: Dollar Indenture (MDCP Acquisitions I)

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