Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, the 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 Xxx Xxxx, Xxxxxx xxx Xxxxx xx Xxx Xxxx, Xxxxxx Xxxxxx of America, in any suit or proceeding based on or arising under 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 Company, to the fullest extent permitted by applicable law, irrevocably and fully waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designates and appoints CT Corporation (the "AUTHORIZED AGENT"), as its authorized agent upon whom process may be served in any such suit or proceeding. The Company represents that it has notified the Authorized Agent of such designation and appointment and that the Authorized Agent has accepted the same in writing. The Company hereby irrevocably authorizes and 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 Company mailed by first class mail or delivered to its Authorized Agent shall be deemed in every respect effective service of process upon the 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 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 Company arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in The Kingdom of Sweden and the Company expressly accepts the jurisdiction of any such court in any such action. The Company hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (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 11.9 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the 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: Indenture (Preem Holdings Ab Publ)
Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, each of the Company Trustee, the Agents, 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 Xxx XxxxNew York, Xxxxxx County and State of New York, United States of Amerixx, xx xxx Xxxxx xxxx xx Xxx Xxxx, Xxxxxx Xxxxxx xxxxxxxxxx xxxxx xx xx xxxxxxx xxx of America, or under or in any suit or proceeding based on or arising under 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 CompanyEach of the Trustee, the Agents, the Issuer and any Guar- antor, to the fullest extent permitted by applicable law, irrevocably and fully waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designates has designated and appoints appointed CT Corporation System (the "AUTHORIZED AGENTRegistered Agent"), as its authorized agent Registered Agent upon whom process may be served in any such suit or proceeding. The Company Each of the Trustee, the Agents, the Issuer, and any Guarantor represents that it has notified the Authorized Registered Agent of such designation and appointment and that the Authorized Registered Agent has accepted the same in writing. The Company hereby irrevocably authorizes Each of the Trustee, the Agents, the Issuer and directs any Guarantor has authorized and directed its Authorized Registered Agent to accept such service. The Company Each of the Trustee, the Agents, the Issuer and any Guarantor further agrees that service of process upon its Authorized Registered Agent and written notice of said service to the Company Trustee, the Agents, the Issuer and any Guarantor, as the case may be, mailed by first class mail or delivered to its Authorized Registered Agent shall be deemed in every respect effective service of process upon the Company Trustee, the Agents, the Issuer and any Guarantor, as the case may be, 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 Company agrees Each of the Trustee, the Agents, the Issuer and any Guarantor agrees, to the fullest extent permitted by law, 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 Each of the foregoingTrustee, any action against the Company arising out of or based on this Indenture or Agents, the transactions contemplated hereby may also be instituted in any competent court in The Kingdom of Sweden Issuer and the Company expressly accepts the jurisdiction of any such court in any such action. The Company each Guarantor hereby irrevocably waives, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (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 11.9 11.8 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Company or Trustee, the Trustee Agents, the Issuer and any Guarantor and, to the fullest extent permitted by law, the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such matters. Furthermore, by the execution and delivery of this Indenture, the Issuer and each Guarantor hereby submits to the non-exclusive jurisdiction of any court in England in any suit or proceeding arising out of or relating to this Indenture or the Notes.
Appears in 1 contract
Samples: Senior Indenture (Head Nv)
Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, each of the Company Issuer and each Guarantor irrevocably submits to the non-exclusive jurisdiction of and venue in any court of England and Wales and any federal or state court in the Borough of Manhattan in the City of Xxx Xxxx, Xxxxxx xxx Xxxxx xx Xxx Xxxx, Xxxxxx Xxxxxx of America, in any suit or proceeding based on or arising out of or under or in connection with this Indenture Indenture, the Notes or any of the transactions contemplated herebyGuarantees, and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The CompanyEach of the Issuer and each Guarantor, to the fullest extent permitted by applicable law, irrevocably and fully waives the defense of an inconvenient forum to the maintenance of such suit or proceeding and hereby irrevocably designates and appoints (i) CT Corporation System (the "AUTHORIZED AGENT"), “U.S. Authorized Agent”) as its their authorized agent upon whom process may be served in any legal suit, action or proceeding in any U.S. federal or New York State court in the Borough of Manhattan in the City, County and State of New York, United States of America and (ii) CME Media Services Ltd. as their authorized agent upon whom process may be served in any legal suit, action or proceeding in any court in England and Wales (the “U.K. Authorized Agent” and, together with the U.S. Authorized Agent, the “Authorized Agents”). CT Corporation System hereby agrees to act as the U.S. Authorized Agent, as the case may be, for the Issuer and each Guarantor, as the case may be and hereby irrevocably consents to be served with notice of service of process by delivery or by registered mail with return receipt requested to its registered office (which, as of the date hereof, is 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (which service of process by registered mail shall be effective with respect to the Issuer and each Guarantor, as the case may be, so long as such suit return receipt is obtained, or proceedingin the refusal to sign such receipt any holder of Notes or the Trustee is able to produce evidence of attempted delivery by such means). CME Media Services Ltd. hereby agrees to act as the U.K. Authorized Agent, as the case may be, for the Issuer and each Guarantor, as the case may be and hereby irrevocably consents to be served with notice of service of process by delivery or by registered mail with return receipt requested to its registered office (which, as of the date hereof, is 0 Xxxxx Xxxxx, Xxxxxx XX 0X 0XX, Xxxxxx Xxxxxxx, Attention: General Counsel (which service of process by registered mail shall be effective with respect to the Issuer and each Guarantor, as the case may be, so long as such return receipt is obtained, or in the refusal to sign such receipt any holder of Notes or the Trustee is able to produce evidence of attempted delivery by such means). The Company represents that it has notified Issuer and each Guarantor hereby irrevocably authorize and direct the Authorized Agent of such designation and appointment and that the Authorized Agent has accepted the same in writing. The Company hereby irrevocably authorizes and directs its Authorized Agent Agents to accept such service. The Company Issuer and each Guarantor further agrees agree that service of process upon its the Authorized Agent Agents and written notice of said such service to the Company mailed by first class mail or delivered to its Authorized Agent Issuer and each Guarantor, as the case may be, as set forth above shall be deemed in every respect effective service of process upon the Company Issuer or each Guarantor, as the case may be, 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 Company agrees Issuer and each Guarantor agree 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 Company arising out of or based on this Indenture or the transactions contemplated hereby may also be instituted in any competent court in The Kingdom of Sweden Issuer and the Company expressly accepts the jurisdiction of any such court in any such action. The Company each Guarantor hereby irrevocably waiveswaive, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (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 11.9 12.7 are intended to be effective upon the execution of this Indenture and the Notes without any further action by the Company Issuer and the Guarantors, 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
Submission to Jurisdiction; Appointment of Agent for Service. To the fullest extent permitted by applicable law, the 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 City, County and State of Xxx XxxxNew York, Xxxxxx xxx Xxxxx xx Xxx Xxxx, Xxxxxx Xxxxxx United States of America, in any suit or proceeding based on or arising under this Indenture Agreement (solely in connection with any such suit or any of the transactions contemplated herebyproceeding), and irrevocably agrees that all claims in respect of such suit or proceeding may be determined in any such court. The Company, to the fullest extent permitted by applicable law, Company irrevocably and fully waives the defense of an inconvenient forum to the maintenance of such suit or proceeding. The Company agrees that final judgment in any such suit, action or proceeding brought in such a court shall be conclusive and binding upon the Company and may be enforced in the courts of Canada (or any other courts to the jurisdiction of which the Company is subject) by a suit upon such judgment, provided that service of process is effected upon the Company in the manner specified herein. The Company hereby irrevocably designates and appoints CT Corporation System (the "AUTHORIZED AGENTProcess Agent"), as its the authorized agent of the Company upon whom process may be served in any such suit or proceeding, it being understood that the designation and appointment of CT Corporation System as such authorized agent shall become effective immediately without any further action on the part of the Company. The Company represents to the Initial Purchasers that it has notified the Authorized Process Agent of such designation and appointment and that the Authorized Process Agent has accepted the same in writing. The Company hereby irrevocably authorizes and directs its Authorized the Process Agent to accept such service. The Company further agrees that that, to the extent permitted by law, service of process upon its Authorized the Process Agent and written notice of said service to the Company mailed by prepaid registered first class mail or delivered to at its Authorized Agent address specified in Section 12 of this Agreement, shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. Nothing herein shall affect the right of any Initial Purchaser or Affiliated Market Maker or any person controlling such Initial Purchaser or Affiliated Market Maker or any Indemnified Holder to serve process in any other manner permitted by law. The Company further agrees that a final action in to take any and all action, including the execution and filing of any and all such suit or proceeding shall be conclusive documents and instruments as may be enforced necessary to continue such designation and appointment of the Process Agent in other jurisdictions by suit on the judgment or in any other lawful manner. Notwithstanding the foregoing, any action against full force and effect so long as the Company arising out of or based on has any outstanding obligations under this Indenture or Agreement. To the transactions contemplated hereby may also be instituted in any competent court in The Kingdom of Sweden and extent that the Company expressly accepts the has or hereafter may acquire any immunity from jurisdiction of any such court or from any legal process (whether through service of note, attachment prior to judgment, attachment in any such action. The aid of execution, executor or otherwise) with respect to itself or its property, the Company hereby irrevocably waiveswaives such immunity in respect of their obligations under this Agreement, to the extent permitted by law, any immunity to jurisdiction to which it may otherwise be entitled (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 11.9 are intended to be effective upon the execution 10 shall survive any termination of this Indenture and the Notes without any further action by the Company Agreement, in whole or the Trustee and the introduction of a true copy of this Indenture into evidence shall be conclusive and final evidence as to such mattersin part.
Appears in 1 contract
Samples: Registration Rights Agreement (Worldwide Fiber Inc)