Jurisdiction; Immunities. Borrower and each Guarantor hereby irrevocably submit to the jurisdiction of any New York State or United States Federal court sitting in New York City over any action or proceeding arising out of or relating to this Agreement, the Notes, the Letters of Credit, or any other Loan Document, and Borrower and each Guarantor hereby irrevocably agree that all claims in respect of such action or proceeding may be heard and determined in such New York State or Federal court. Borrower and each Guarantor irrevocably consent to the service of any and all process in any such action or proceeding by the mailing of copies of such process to Borrower and each Guarantor at their respective addresses specified in Section 14.05 hereof. Borrower and each Guarantor agree that a final non-appealable judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Borrower and each Guarantor further waive any objection to venue in such State and any objection to an action or proceeding in such State on the basis of forum non conveniens. Borrower and each Guarantor agree that any action or proceeding brought against the Agent or any Bank shall be brought only in New York State or United States Federal Court sitting in New York County. Nothing in this Section 14.07 hereof shall affect the right of the Agent or any Bank to serve legal process in any other manner permitted by law or affect the right of the Agent or any Bank to bring any action or proceeding against any of Borrower or any Guarantor or their property in the courts of any other jurisdictions. To the extent that Borrower or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether from service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, Borrower and each Guarantor hereby irrevocably waive such immunity in respect of its obligations under this Agreement, the Notes, and any other Revolving Credit Loan Document.
Jurisdiction; Immunities. {a) EACH OF THE JLM DOMESTIC ENTITIES AND MACDONALD HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY MASSACHUSETTS STATE OR UNITED STATES FEDERAL COURT SITTING IN SUFFOLK COUNTY OVER ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT. THE NOTES. THE LETTERS OF CREDIT OR THE OTHER FACILITY DOCUMENTS AND EACH OF THE JLM DOMESTIC ENTITIES AND MACDONALD HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH MASSACHUSETTS STATE OR FEDERAL COURT. EACH OF THE JLM DOMESTIC ENTITIES AND MACDONALD IRREVOCABLY consents TO THE SERVICE OF ANY AND ALL PROCESS IN ANY SUCH ACTION OR PROCEEDING BY THE MAILING OF COPIES OF SUCH PROCESS TO SUCH JLM DOMESTIC ENTITY OR MACDONALD AT ITS ADDRESS SPECIFIED IN SECTION 12.06. EACH OF THE JLM DOMESTIC ENTITIES AND MACDONALD AGREES THAT A FINAL JUDGMENT IN ANY SUCH ACTION OR PROCEEDING SHALL BE CONCLUSIVE AND MAY Be ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW. EACH OF THE JLM DOMESTIC ENTITIES AND MACDONALD FURTHER WAIVES ANY OBJECTION TO VENUE IN SUCH STATE AND ANY OBJECTION TO AN ACTION OR PROCEEDING IN SUCH STATE ON THE BASIS OF FORUM NON COVENIENS. EACH OF THE JLM DOMESTIC ENTITIES AND MACDONALD FURTHER AGREES THAT ANY ACTION OR PROCEEDING BROUGHT AGAINST THE BANK SHALL BE BROUGHT ONLY IN MASSACHUSETTS STATE OR UNITED STATES FEDERAL COURT SITTING IN SUFFOLK COUNTY. EACH OF THE JLM DOMESTIC ENTITIES AND MACDONALD WAIVES ANY RIGHT IT MAY HAVE TO JURY TRIAL.
Jurisdiction; Immunities. (a) EACH OF THE BORROWER AND THE LENDER HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY NEW YORK STATE OR UNITED STATES FEDERAL COURT SITTING IN NEW YORK COUNTY OVER ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE NOTE OR ANY OTHER FACILITY DOCUMENT, AND EACH OF THE BORROWER AND THE LENDER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH NEW YORK STATE OR FEDERAL COURT. EACH OF THE BORROWER AND THE LENDER IRREVOCABLY CONSENTS TO THE SERVICE OF ANY AND ALL PROCESS IN ANY SUCH ACTION OR PROCEEDING BY THE MAILING OF COPIES OF SUCH PROCESS TO SUCH PERSON IN THE MANNER PROVIDED IN SECTION 12.06 FOR THE GIVING OF NOTICES. EACH OF THE BORROWER AND THE LENDER AGREES THAT A FINAL JUDGMENT IN ANY SUCH ACTION OR PROCEEDING SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW. EACH OF THE BORROWER AND THE LENDER FURTHER WAIVES ANY OBJECTION TO VENUE IN SUCH STATE AND ANY OBJECTION TO AN ACTION OR PROCEEDING IN SUCH STATE ON THE BASIS OF FORUM NON CONVENIENS. BORROWER FURTHER AGREES THAT ANY ACTION OR PROCEEDING BROUGHT AGAINST THE LENDER SHALL BE BROUGHT ONLY IN A NEW YORK STATE OR UNITED STATES FEDERAL COURT SITTING IN NEW YORK COUNTY.
Jurisdiction; Immunities. 50 Section 12.09 Table of Contents; Headings ........................ 51 Section 12.10 Severability ....................................... 51 Section 12.11 Counterparts ....................................... 51 Section 12.12 Integration ........................................ 51 Section 12.13
Jurisdiction; Immunities. (a) Borrowers hereby irrevocably submits to the jurisdiction of any New York State or United States Federal court sitting in Suffolk or Nassau County over any action or proceeding arising out of or relating to this Agreement or the Note, and Borrower hereby irrevocably agrees that all claims in respect of such action or proceeding may be heard and determined in such New York State or Federal court. To the extent permitted by applicable law, Borrower irrevocably consents to the service of any and all process in any such action or proceeding by the mailing (by certified or registered mail) of copies of such process to it. Borrower agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. To the extent permitted by applicable law, Borrower further waives any objection to venue in such State or Federal Court and any objection to an action or proceeding in such State or Federal Court on the basis of forum non conveniens. Borrower further agrees that any action or proceeding brought against the Bank shall be brought only in New York State or United States Federal court sitting in Suffolk or Nassau County.
Jurisdiction; Immunities. (a) The Borrower hereby irrevocably submits to the jurisdiction of any Connecticut State or United States Federal court sitting in Connecticut over any action or proceeding arising out of or relating to this Agreement, the Note or the Security Agreement, and the Borrower hereby irrevocably agrees that all claims in respect of such action or proceeding may be heard and determined in such Connecticut State or Federal court. The Borrower irrevocably consents to the service of any and all process in any such action or proceeding by the mailing of copies of such process to the Borrower at its address specified in Section 9.6. The Borrower agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. The Borrower further waives any objection to venue in such State and any objection to an action or proceeding in such State on the basis of forum non conveniens. The Borrower further agrees that any action or proceeding brought against the Bank shall be brought only in Connecticut State or United States Federal courts sitting in Connecticut.
Jurisdiction; Immunities. 54 Section 12.09. Counterparts...............................................54 Section 12.10. Exhibits and Schedules.....................................54 Section 12.11. Table of Contents; Headings................................55 Section 12.12. Severability...............................................55 Section 12.13. Integration................................................55 Section 12.14. Renewal of 364 Day Facilities..............................55 Section 12.15. Consents and Terminations..................................56 Section 12.16. Confidentiality............................................56 Section 12.17. Agreement in Writing.......................................56 Section 12.18. Jury Trial Waiver..........................................57 REVOLVING CREDIT AGREEMENT dated as of November 1, 1996 among HARVEST STATES COOPERATIVES, as Borrower BANQUE NATIONALE DE PARIS BOATMEN'S NATIONAL BANK CAISSE NATIONALE DE CREDIT AGRICOLE COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. "RABOBANK NEDERLAND", NEW YORK BRANCH DG BANK DEUTSCHE GENOSSENSCHAFTSBANK FIRST BANK NATIONAL ASSOCIATION XXXXXX TRUST AND SAVINGS BANK NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION as Banks and ST. XXXX BANK FOR COOPERATIVES, as Syndication Agent and Bank CoBANK, ACB, as Syndication Agent, Administrative Agent, Bid Agent and Bank REVOLVING CREDIT AGREEMENT dated as of November 1, 1996 among HARVEST STATES COOPERATIVES a Minnesota cooperative corporation ("Borrower"), CoBANK, ACB ("CoBank"), ST. XXXX BANK FOR COOPERATIVES ("St. Xxxx Bank"), BANQUE NATIONALE DE PARIS, BOATMEN'S NATIONAL BANK, CAISSE NATIONALE DE CREDIT AGRICOLE, COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. "RABOBANK NEDERLAND", NEW YORK BRANCH, DG BANK DEUTSCHE GENOSSENSCHAFTSBANK, FIRST BANK NATIONAL ASSOCIATION, XXXXXX TRUST AND SAVINGS BANK, NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, and each other lender which may hereafter execute and deliver an Assignment and Assumption Agreement pursuant to Section 12.04 of this Agreement (each a "Bank" and collectively, the "Banks"), CoBank, as administrative agent for the Banks (in such capacity, together with its successors in such capacity, "Administrative Agent"), CoBank, as syndication agent for the Banks (in such capacity, together with its successors in such capacity, "Syndication Agent"), St. Xxxx Bank, as syndication agent for the Banks (in such capacity, together with its successors in such capacity, "Syndication Agent"), and CoBank,...
Jurisdiction; Immunities. Each Credit Party hereby irrevocably submits to the jurisdiction of any New York State or United States Federal court sitting in New York City over any action or proceeding, arising out of or relating to this Agreement, the Notes, the Letters of Credit, or any other Loan Document, and each Credit Party hereby irrevocably agrees that all claims in respect of such action or proceeding may be heard and determined in such New York State or Federal court. Each Credit Party irrevocably consents to the service of any and all process in any such action or proceeding by the mailing of copies of such process to each Credit Party at their respective addresses specified in Section 14.05. Each Credit Party agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Law. Each Credit Party further waives any objection to venue in such State and any objection to an action or proceeding in such State on the basis of inconvenient forum. Each Credit Party agrees that any action or proceeding brought against either Administrative Agent or any Bank shall be brought only in New York State or United States Federal court sitting in New York County. Nothing in this Section 14.08 shall affect the right of either Administrative Agent or any Bank to serve legal process in any other manner permitted by Law or affect the right of either Administrative Agent or any Bank to bring any action or proceeding against any Credit Party or its property in the courts of any other jurisdictions. To the extent that any Credit Party has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether from service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each Credit Party hereby irrevocably waives such immunity in respect of its obligations under this Agreement, the Notes, the Letters of Credit, and any other Loan Document.
Jurisdiction; Immunities. Section 14.08.
Jurisdiction; Immunities. 48 EXHIBIT A - Authorization Letter EXHIBIT B - Solvency Certificate EXHIBIT C - Note EXHIBIT D - List of Affiliates EXHIBIT E - Assignment and Assumption Agreement LOAN AGREEMENT ("this Agreement") dated as of November 25, 1997 among THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIP, a limited partnership organized and existing under the laws of the State of Delaware ("Borrower"), FLEET NATIONAL BANK ("Fleet"), PNC BANK, NATIONAL ASSOCIATION (in its individual capacity and not as Administrative Agent, "PNC") and the lenders signatory hereto (Fleet, PNC, said other lenders signatory hereto, and the lenders who from time to time become Banks pursuant to Section 3.07 or 12.05, each a "Bank" and collectively, the "Banks") and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for the Banks (in such capacity, together with its successors in such capacity, "Administrative Agent"). Borrower has requested that the Banks extend credit as provided herein, and the Banks are prepared to extend such credit.
