Common use of Submission to Jurisdiction; Waiver Clause in Contracts

Submission to Jurisdiction; Waiver. Each of the parties hereto hereby irrevocably and unconditionally: (a) submits for itself and its property in any legal action or proceeding relating to this Agreement, or for recognition and enforcement of any judgment in respect thereof, to the exclusive general jurisdiction of the courts of the State of New York, the courts of the United States for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; (c) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, at its address set forth in Section 11.2 of the Indenture or at such other address of which the Trustee shall have been notified pursuant thereto; and (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction.

Submission to Jurisdiction; Waiver. Each of the parties hereto hereby Biomatrix and Genzyme irrevocably and unconditionally: (a) submits for itself and its property in agrees that any legal action or proceeding relating with respect to this Agreement, Agreement or for recognition and enforcement of any judgment in respect thereofhereof brought by the other party hereto or its successors or assigns may be brought and determined in the courts of The Commonwealth of Massachusetts and each of Biomatrix and Genzyme hereby irrevocably submits with regard to any action or proceeding for itself and in respect to its property, generally and unconditionally, to the exclusive general nonexclusive jurisdiction of the courts aforesaid courts. Each of Biomatrix and Genzyme hereby irrevocably waives, and agrees not to assert, by way of motion, as a defense, counterclaim or otherwise, in any action or proceeding with respect to this Agreement, (a) any claim that it is not personally subject to the jurisdiction of the State of New Yorkabove-named courts for any reason other than the failure to lawfully serve process, the courts of the United States for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) consents that it or its property is exempt or immune from jurisdiction of any such action court or proceeding may be brought from any legal process commenced in such courts (whether through service of notice, attachment prior to judgment, attachment in aid of execution of judgment, execution of judgment or otherwise), and waives any objection that it may now or hereafter have (c) to the venue of any such fullest extent permitted by applicable law, that (i) the suit, action or proceeding in any such court or that such action or proceeding was is brought in an inconvenient court and agrees not to plead or claim forum, (ii) the same; (c) agrees that service venue of process in any such suit, action or proceeding may be effected by mailing a copy thereof by registered or certified mail is improper and (or any substantially similar form of mail)iii) this Agreement, postage prepaid, to the Company or the Trusteesubject matter hereof, as the case may be, at its address set forth not be enforced in Section 11.2 of the Indenture or at by such other address of which the Trustee shall have been notified pursuant thereto; and (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdictioncourts.

Submission to Jurisdiction; Waiver. Each of the parties hereto Guarantor hereby irrevocably and unconditionally: (ai) submits for itself and its property in any legal action or proceeding relating to this AgreementGuarantee and the other Transaction Documents to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the non-exclusive general jurisdiction of the courts Courts of the State of New York, located in New York County, New York, the courts of the United States of America for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (bii) consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; (ciii) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, such Guarantor at its address set forth referred to in Section 11.2 of the Indenture Purchase Agreement or at such other address of which the Trustee Purchasers shall have been notified pursuant thereto; and; (div) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction; and (v) waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section any special, exemplary, punitive or consequential damages.

Submission to Jurisdiction; Waiver. Each of the parties party hereto hereby irrevocably and unconditionally: (ai) submits for itself and its property in any legal action or proceeding relating to this AgreementAmendment No. 1 to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the non-exclusive general jurisdiction of the courts of the State of New York, the courts of the United States of America for the Southern District of New York, York and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (bii) consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; (ciii) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, applicable party at its respective address set forth in Section 11.2 12.2 of the Indenture Credit Agreement or at such other address of which the Trustee Administrative Agent shall have been notified pursuant thereto; and; (div) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction; and (v) waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section 9 any special, exemplary, punitive or consequential damages.

Submission to Jurisdiction; Waiver. Each of the parties hereto Guarantor hereby irrevocably and unconditionally: (a) : submits for itself and its property in any legal action or proceeding relating to this AgreementGuarantee and the other Transaction Documents to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the non-exclusive general jurisdiction of the courts Courts of the State of New York, located in New York County, New York, the courts of the United States of America for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) ; consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; (c) ; agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, such Guarantor at its address set forth referred to in Section 11.2 of the Indenture Purchase Agreement or at such other address of which the Trustee Purchaser shall have been notified pursuant thereto; and (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction; and waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section any special, exemplary, punitive or consequential damages.

Submission to Jurisdiction; Waiver. Each of the parties hereto hereby irrevocably and unconditionally: (a) submits for itself and its property in any legal action or proceeding relating to this Forbearance Agreement, or for recognition and enforcement of any judgment in respect thereof, to the exclusive general jurisdiction of the courts of the State of New York, the courts of the United States for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; (c) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, at its address set forth in Section 11.2 12.02 of the Indenture or at such other address of which the Trustee shall have been notified pursuant thereto; and (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction.

Submission to Jurisdiction; Waiver. Each of the parties hereto The Borrower hereby ----------------------------------- irrevocably and unconditionally: (a) submits for itself and its property in any legal action or proceeding relating to this AgreementAgreement and the other Loan Documents to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the non-exclusive general jurisdiction of the courts of the State of New York, the courts of the United States of America for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; (c) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, Borrower at its address set forth in Section 11.2 of the Indenture 10.2 or at such other address of which the Trustee Agent shall have been notified pursuant thereto; and; (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction; and (e) waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section any special, exemplary, punitive or consequential damages.

Submission to Jurisdiction; Waiver. Each of the parties hereto The Borrower hereby ---------------------------------- irrevocably and unconditionally: (a) submits Submits for itself and its property in any legal action or proceeding relating directly or indirectly, to this AgreementAgreement or any other Loan Documents, or for recognition and enforcement of any judgment in respect thereof, to the non-exclusive general jurisdiction of the courts of the State of New YorkMaryland, the courts of the United States of America for the Southern District of New York, Maryland and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) ; consents that any such action or proceeding may be brought in such courts courts, and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court forum, and agrees not to plead or claim the same; (cb) Waives personal service of any and all process upon it and agrees that all such service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, Borrower at its address set forth in Section 11.2 11.7 and that service so made shall be deemed to be completed upon the earlier of actual receipt or three (3) Business Days after the Indenture or at such other address of which the Trustee same shall have been notified pursuant theretoposted to the Borrower's address as set forth in Section 11.7; (c) Waives any bond or security which might be required by any court prior to allowing the Administrative Agent or any Lender to exercise any remedies set forth herein or in any of the other Loan Documents; and (d) agrees Agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit or otherwise affect the right of any Lender to xxx bring any action or proceeding against the Borrower or its property in any the courts of other jurisdictionjurisdictions.

Submission to Jurisdiction; Waiver. Each of the parties hereto hereby irrevocably and unconditionally: (a) submits for itself and its property in agrees that any legal action or proceeding relating with respect to this Agreement, Agreement or for recognition and enforcement of any judgment in respect thereof, to hereof brought by a party hereto or its successors or assigns may be brought and determined in the exclusive general jurisdiction of the federal or state courts of located in the State of Delaware, County of New YorkCastle or the federal courts located in Wilmington, the courts Delaware, and each of the United States for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) consents that parties hereby irrevocably submits with regard to any such action or proceeding may be brought for itself and in such courts respect to its property, generally and waives unconditionally, to the non-exclusive jurisdiction of the aforesaid courts. Each of the parties hereby irrevocably waives, and agrees not to assert, by way of motion, as a defense, counterclaim, or otherwise, in any objection action or proceeding with respect to this Agreement, (a) any claim that a party is not personally subject to the jurisdiction of the above named court for any reason other than the failure to serve process in accordance with this Section 13(f), (b) that it may now or hereafter have to the venue its property is exempt or immune from jurisdiction of any such court or from any legal process commenced in such court (whether through judgment or otherwise), and (c) to the fullest extent permitted by applicable Law that (i) the suit, action or proceeding in any such court or that such action or proceeding was is brought in an inconvenient court forum, (ii) the venue of such suit, action or proceeding is improper and agrees (iii) this Agreement, or the subject matter hereof, may not be enforced in or by such court. Each party hereto waives all personal service of any and all process upon such party related to plead or claim the same; (c) agrees this Agreement and consents that all service of process in any upon such action or proceeding may party shall be effected made by mailing a copy thereof by registered or hand delivery, certified mail (or any substantially similar form of mail), postage prepaid, confirmed telecopy directed to such party at the Company or address specified in this Agreement; and service made by certified mail shall be complete seven days after the Trustee, as the case may be, at its address set forth in Section 11.2 of the Indenture or at such other address of which the Trustee same shall have been notified pursuant thereto; and (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdictionposted.

Submission to Jurisdiction; Waiver. Each of the parties hereto Guarantor hereby irrevocably and unconditionally: : (ai) submits for itself and its property in any legal action or proceeding relating to this AgreementGuaranty and the other Transaction Documents to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the exclusive general jurisdiction of the courts Courts of the State of New York, located in New York County, New York, the courts of the United States of America for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; ; (bii) consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; ; (ciii) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, such Guarantor at its address set forth referred to in Section 11.2 of the Indenture Loan Agreement or at such other address of which the Trustee Lender shall have been notified pursuant thereto; and (div) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction.; and (v) waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this Section any special, exemplary, punitive or consequential damages. (m)

Submission to Jurisdiction; Waiver. Each of the parties hereto hereby Parties irrevocably and unconditionally: (a) submits for itself and its property in agrees that any legal action or proceeding relating with respect to this Agreement, Agreement or for recognition and enforcement of any judgment in respect thereof, to hereof brought by a Party hereto or its successors or assigns may be brought and determined in the exclusive general jurisdiction Court of the courts Chancery of the State of Delaware, County of New YorkCastle or the federal courts located in Delaware, the courts and each of the United States for the Southern District of New York, and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) consents that Parties hereby irrevocably submits with regard to any such action or proceeding may be brought for itself and in such courts respect to its property, generally and waives unconditionally, to the non-exclusive jurisdiction of the aforesaid courts. Each of the Parties hereby irrevocably waives, and agrees not to assert, by way of motion, as a defense, counterclaim, or otherwise, in any objection action or proceeding with respect to this Agreement, (a) any claim that a Party is not personally subject to the jurisdiction of the above named court for any reason other than the failure to serve process in accordance with this Section 8.8, (b) that it may now or hereafter have to the venue its property is exempt or immune from jurisdiction of any such court or from any legal process commenced in such court (whether through judgment or otherwise), and (c) to the fullest extent permitted by applicable Law that (i) the suit, action or proceeding in any such court or that such action or proceeding was is brought in an inconvenient court forum, (ii) the venue of such suit, action or proceeding is improper and agrees (iii) this Agreement, or the subject matter hereof, may not be enforced in or by such court. Each Party hereto waives all personal service of any and all process upon such Party related to plead or claim the same; (c) agrees this Agreement and consents that all service of process in any upon such action or proceeding may Party shall be effected made by mailing a copy thereof by registered or hand delivery, certified mail (or any substantially similar form of mail), postage prepaid, confirmed telecopy directed to such Party at the Company or the Trustee, as the case may be, at its address set forth specified in Section 11.2 of 8.1 hereof; and service made by certified mail shall be complete seven days after the Indenture or at such other address of which the Trustee same shall have been notified pursuant thereto; and (d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdictionposted.

Submission to Jurisdiction; Waiver. Each of the parties hereto (a) Investor and Borrower hereby irrevocably and unconditionally: (ai) submits for itself and its property in any legal action or proceeding relating to this Agreement, or for recognition and enforcement of any judgment in respect thereofhereof, to the exclusive nonexclusive general jurisdiction of the courts District Court of the State of New YorkHennepin County, the courts of Minnesota, or the United States for the Southern District Court, District of New YorkMinnesota, Fourth Division and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (bii) consents that any such action or proceeding may be brought in such courts courts, and waives any objection that it may may, now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same; (ciii) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of and mail), postage prepaid, to the Company Investor or the Trustee, as the case may be, Borrower at its address set forth in Section 11.2 of the Indenture under its signature below or at such other address of which the Trustee Lender shall have been notified pursuant theretohereto; and (div) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction. (b) INVESTOR AND BORROWER AND LENDER HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING REFERRED TO IN SECTION 13(a).

Submission to Jurisdiction; Waiver. Each of the parties hereto The Borrower hereby irrevocably and unconditionally: (a) submits Submits for itself and its property in any legal action or proceeding relating directly or indirectly, to this AgreementAgreement or any other Loan Documents, or for recognition and enforcement of any judgment in respect thereof, to the non-exclusive general jurisdiction of the courts of the State of New YorkMaryland, the courts of the United States of America for the Southern District of New York, Maryland and appellate courts from any thereof, in each case, located in the Borough of Manhattan; (b) ; consents that any such action or proceeding may be brought in such courts courts, and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court forum, and agrees not to plead or claim the same; (cb) Waives personal service of any and all process upon it and agrees that all such service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the Company or the Trustee, as the case may be, Borrower at its address set forth in Section 11.2 11.7 and that service so made shall be deemed to be completed upon the earlier of actual receipt or three (3) Business Days after the Indenture or at such other address of which the Trustee same shall have been notified pursuant theretoposted to the Borrower's address as set forth in Section 11.7; (c) Waives any bond or security which might be required by any court prior to allowing the Agent or any Lender to exercise any remedies set forth herein or in any of the other Loan Documents; and (d) agrees Agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit or otherwise affect the right of any Lender to xxx bring any action or proceeding against the Borrower or its property in any the courts of other jurisdictionjurisdictions.