Common use of Venue; Service of Process; Certain Waivers Clause in Contracts

Venue; Service of Process; Certain Waivers. The Company and Purchaser: 9.7.1. irrevocably submit to the exclusive jurisdiction of any New York state court or federal court sitting in New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or the subject matter hereof or thereof; 9.7.2. waive to the extent not prohibited by applicable law that cannot be waived, and agree not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are not subject personally to the jurisdiction of such court, that their property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreement, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent to service of process in any such proceeding in any manner at the time permitted under the applicable laws of the State of New York and agree that service of process by registered or certified mail, return receipt requested, at the address specified in or pursuant to Section 9.3 is reasonably calculated to give actual notice; and 9.7.4. waive to the extent not prohibited by applicable law that cannot be waived any right to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company Each of the Seller and Purchaserthe Buyers: 9.7.1. (a) irrevocably submit submits to the exclusive nonexclusive jurisdiction of any New York the state court or federal court sitting in New York, New York, courts of The Commonwealth of Massachusetts and any court having to the nonexclusive jurisdiction over appeals of matters heard in such courts, the United States District Court for the District of Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or the subject matter hereof or thereofhereof; 9.7.2. waive (b) waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreement, or the subject matter hereof or thereof, may not be enforced in or by such court;; and 9.7.3. consent (c) consents to service of process in any such proceeding in any manner at the time permitted under the applicable laws by Chapter 223A of the State General Laws of New York The Commonwealth of Massachusetts and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 7.3 is reasonably calculated to give actual notice; and 9.7.4. waive to the extent not prohibited by applicable law that cannot be waived any right to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company Each of the Borrower, the other Obligors, the Agent and Purchaserthe Lenders: 9.7.1. irrevocably submit (a) Irrevocably submits to the exclusive nonexclusive jurisdiction of any New York the state court or federal court sitting in New York, New York, courts of The Commonwealth of Massachusetts and any court having to the nonexclusive jurisdiction over appeals of matters heard in such courts, the United States District Court for the District of Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof; 9.7.2. waive (b) Waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent (c) Consents to service of process in any such proceeding in any manner at the time permitted under the applicable laws by Chapter 223A of the State General Laws of New York The Commonwealth of Massachusetts and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 13 is reasonably calculated to give actual notice; and 9.7.4. waive (d) Waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company Each of the Restricted Companies, the other Obligors, the Agents and Purchaserthe Lenders: 9.7.1. irrevocably submit (a) Irrevocably submits to the exclusive nonexclusive jurisdiction of any the state courts of the State of New York state court or federal court sitting in and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof; 9.7.2. waive (b) Waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent to (c) Agrees that service of process in any such action or proceeding in any manner at the time permitted under the applicable laws of the State of New York and agree that service of process may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), return receipt requestedpostage prepaid, to such Restricted Company at the its address specified referred to in or pursuant to Section 9.3 is reasonably calculated to give actual notice15; and 9.7.4. waive (d) Waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Each of the Company and Purchaserthe Subscribers: 9.7.1. (a) irrevocably submit submits to the exclusive nonexclusive jurisdiction of any New York the state court or courts of The Commonwealth of Massachusetts and to the nonexclusive jurisdiction of the federal court courts of the United States of America sitting in New York, New York, and any court having jurisdiction over appeals The Commonwealth of matters heard in such courts, Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement Agreement, the Securities or the subject matter hereof or thereof;, 9.7.2. waive (b) waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreement, the Securities or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent (c) consents to service of process in any such proceeding in any manner at the time permitted under by the applicable laws of the State The Commonwealth of New York Massachusetts and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 8.1 is reasonably calculated to give actual notice; and 9.7.4. waive (d) waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company and each Purchaser: 9.7.1. irrevocably submit to the exclusive jurisdiction of any New York state court or federal court sitting in New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or the subject matter hereof or thereof; 9.7.2. waive to the extent not prohibited by applicable law that cannot be waived, and agree not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are not subject personally to the jurisdiction of such court, that their property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreement, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent to service of process in any such proceeding in any manner at the time permitted under the applicable laws of the State of New York and agree that service of process by registered or certified mail, return receipt requested, at the address specified in or pursuant to Section 9.3 is reasonably calculated to give actual notice; and 9.7.4. waive to the extent not prohibited by applicable law that cannot be waived any right to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company and Purchaser: 9.7.110.7.1. irrevocably submit to the exclusive jurisdiction of any New York state court or federal court sitting in New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or the subject matter hereof or thereof; 9.7.210.7.2. waive to the extent not prohibited by applicable law that cannot be waived, and agree not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are not subject personally to the jurisdiction of such court, that their property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreement, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.310.7.3. consent to service of process in any such proceeding in any manner at the time permitted under the applicable laws of the State of New York and agree that service of process by registered or certified mail, return receipt requested, at the address specified in or pursuant to Section 9.3 is reasonably calculated to give actual notice; and 9.7.410.7.4. waive to the extent not prohibited by applicable law that cannot be waived any right to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company and PurchaserPrincipal Companies by their execution hereof: 9.7.1. irrevocably (a) Irrevocably submit to the exclusive nonexclusive jurisdiction of any New York the state court or federal court sitting in New York, New York, courts of The Commonwealth of Massachusetts and any court having to the nonexclusive jurisdiction over appeals of matters heard in such courts, the United States District Court for the District of Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof;; and 9.7.2. waive (b) Waive to the extent not prohibited by applicable law that cannot be waivedlaw, and agree not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court;. 9.7.3. (c) The Principal Companies hereby consent to service of process in any such proceeding in any manner at the time permitted under the applicable laws by Chapter 223A of the State General Laws of New York The Commonwealth of Massachusetts and agree agrees that service of process by registered or certified mail, return receipt requested, at the address specified in or pursuant to Section 9.3 13 is reasonably calculated to give actual notice; and. 9.7.4. waive (d) Waive to the extent not prohibited by applicable law that cannot be waived any right any of them may have to claim or recover in any such proceeding any special, special exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company and Purchaser: 9.7.1. irrevocably submit to the exclusive jurisdiction of any New York state court or federal court sitting in New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or the subject matter hereof or thereof; 9.7.2. waive to the extent not prohibited by applicable law that cannot be waived, and agree not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are not subject personally to the jurisdiction of such court, that their property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreement, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent to service of process in any such proceeding in any manner at the time permitted under the applicable laws of the State of New York and agree that **** Certain confidential information has been omitted and filed separately with the SEC. Confidential treatment has been requested with respect to the omitted portions. service of process by registered or certified mail, return receipt requested, at the address specified in or pursuant to Section 9.3 is reasonably calculated to give actual notice; and 9.7.4. waive to the extent not prohibited by applicable law that cannot be waived any right to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company and PurchaserInvestor: 9.7.110.7.1. irrevocably submit to the exclusive jurisdiction of any New York state court or federal court sitting in New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement any Document or the subject matter hereof or thereof; 9.7.210.7.2. waive waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreementany Document, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.310.7.3. consent consents to service of process in any such proceeding in any manner at the time permitted under the applicable laws of the State of New York and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 10.3 is reasonably calculated to give actual notice; and 9.7.410.7.4. waive waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company Each of the Company, the other Obligors, the Agent and Purchaserthe Lenders: 9.7.1. irrevocably submit (a) Irrevocably submits to the exclusive nonexclusive jurisdiction of any the state courts of the State of New York state court or federal court sitting in and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof; 9.7.2. waive (b) Waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent (c) Consents to service of process in any such proceeding in any manner at the time permitted under by the applicable laws of the State of New York and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 14 is reasonably calculated to give actual notice; and 9.7.4. waive (d) Waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Each of the Company and Purchaser:the other Obligors 9.7.1. (a) irrevocably submit submits to the exclusive nonexclusive jurisdiction of any the state courts of the State of New York state court or federal court sitting in and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof; 9.7.2. waive (b) waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent (c) each of the Company and the other Obligors consents to service of process in any such proceeding in any manner at the time permitted under the by applicable laws of the State of New York State law and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 16 is reasonably calculated to give actual notice; and 9.7.4. waive (d) Waives to the extent not prohibited by applicable law that cannot be waived any right if may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company Each of the Company, the Lenders and Purchaserthe Agent: 9.7.1. (a) irrevocably submit submits to the exclusive nonexclusive jurisdiction of any New York the state court or federal court sitting in New York, New York, courts of The Commonwealth of Massachusetts and any court having to the nonexclusive jurisdiction over appeals of matters heard in such courts, the United States District Court for the District of Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof; 9.7.2. waive (b) waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent (c) consents to service of process in any such proceeding in any manner at the time permitted under the applicable laws by Chapter 223A of the State General Laws of New York The Commonwealth of Massachusetts and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 13 is reasonably calculated to give actual notice; and 9.7.4. waive (d) waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company Each Guarantor and Purchasereach Secured Party: 9.7.1. 2.5.1 irrevocably submit submits to the exclusive jurisdiction of any New York state court or federal court sitting in New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or the subject matter hereof or thereofhereof; 9.7.2. waive 2.5.2 waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this Agreement, Agreement or the subject matter hereof or thereofhereof, may not be enforced in or by such court; 9.7.3. consent 2.5.3 consents to service of process in any such proceeding in any manner at the time permitted under the applicable laws of the State of New York and agree agrees that service of process by registered or certified mail, return receipt requested, at the its address specified in or pursuant to Section 9.3 of the Revenue Sharing and Securities Purchase Agreement is reasonably calculated to give actual notice; and 9.7.4. waive 2.5.4 waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Each of the Company and Purchaser:the other Obligors 9.7.1. (a) irrevocably submit submits to the exclusive nonexclusive jurisdiction of any the state courts of the State of New York state court or federal court sitting in and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York, New York, and any court having jurisdiction over appeals of matters heard in such courts, York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof; 9.7.2. waive (b) waives to the extent not prohibited by applicable law that cannot be waived, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; 9.7.3. consent (c) each of the Company and the other Obligors consents to service of process in any such proceeding in any manner at the time permitted under the by applicable laws of the State of New York State law and agree agrees that service of process by registered or certified mail, return Table of Contents receipt requested, at the its address specified in or pursuant to Section 9.3 16 is reasonably calculated to give actual notice; and 9.7.4. waive (d) Waives to the extent not prohibited by applicable law that cannot be waived any right if may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process; Certain Waivers. The Company and PurchaserBorrower by its execution hereof: 9.7.1. irrevocably submit (a) Irrevocably submits to the exclusive nonexclusive jurisdiction of any New York the state court or federal court sitting in New York, New York, courts of The Commonwealth of Massachusetts and any court having to the nonexclusive jurisdiction over appeals of matters heard in such courts, the United States District Court for the District of Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Credit Document or the subject matter hereof or thereof;; and 9.7.2. waive (b) Waives to the extent not prohibited by applicable law that cannot be waivedlaw, and agree agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that they are it is not subject personally to the jurisdiction of such court, that their its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of such proceeding is improper, or that this AgreementAgreement or any other Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court;. 9.7.3. consent (c) Consents to service of process in any such proceeding in any manner at the time permitted under the applicable laws by Chapter 223A of the State General Laws of New York The Commonwealth of Massachusetts and agree agrees that service of process by registered or certified mail, return receipt requested, at the address specified in or pursuant to Section 9.3 13 is reasonably calculated to give actual notice; and. 9.7.4. waive (d) Waives to the extent not prohibited by applicable law that cannot be waived any right it may have to claim or recover in any such proceeding any special, special exemplary, punitive or consequential damages.