Governing Law; Exclusive Jurisdiction; Jury Trial. The provisions of this Agreement shall be construed and interpreted in accordance with the laws of the State of New York. The parties hereby irrevocably submit to the exclusive jurisdiction of the courts of the State of New York and the Federal courts of the United States of America located in Borough of Manhattan, New York for purposes of any suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense in any action, suit or proceeding for the interpretation or enforcement hereof or thereof, that it is not subject thereto or that such action, suit or proceeding may not be brought or is not maintainable in such courts or that the venue thereof may not be appropriate or that this Agreement or any such document may not be enforced in or by such courts. Each of the parties hereby consent to and grant any such court jurisdiction over the person of such parties and over the subject matter of any such dispute. EACH OF THE PARTIES TO THIS AGREEMENT HEREBY IRREVOCABLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.
Governing Law; Exclusive Jurisdiction; Waiver of Jury Trial. The provisions of thisThis Agreement shall be governed by and construed and interpreted in accordance withunder the laws of the State of New York. The partiesYork without regard to the choice of law principles thereof. Each party hereby irrevocably submitsubmits to the exclusive jurisdiction of the state and federal courts ofsitting in the State of New York and the Federal courts of the United States of America located in The City of New York, Borough of Manhattan, New YorkManhattan for purposesthe adjudication of any dispute hereunder or in connection herewith or therewith or with any transaction contemplated hereby or thereby, and hereby irrevocably waives any objection that such suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defenseis brought in any action, suit or proceeding for the interpretation or enforcement hereof or thereof, that it is not subject thereto or that such action, suit or proceeding may not be brought or is not maintainable in such courtsan inconvenient forum or that the venue thereof may not be appropriate or that this Agreement or any such document may not be enforced in or by such courts. Each of the parties hereby consent to and grant any such court jurisdiction over the person of such parties and over the subject matter ofsuit, action or proceeding is improper. Nothing contained herein shall be deemed to limit in any such dispute.way any right to serve process in any manner permitted by law. EACH OF THE PARTIES TO THIS AGREEMENTPARTY HEREBY IRREVOCABLY WAIVES ALLANY RIGHT IT MAY HAVE, AND AGREES NOT TO REQUEST, A JURY TRIAL BY JURYFOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR IN ANY ACTION, PROCEEDINGCONNECTION WITH OR COUNTERCLAIM ARISING OUT OF THIS AGREEMENT OR RELATING TO THIS AGREEMENT.ANY TRANSACTION CONTEMPLATED HEREBY.
Governing Law; Exclusive Jurisdiction; Waiver of Jury Trial. The provisions of thisThis Agreement shall be governedby and construed and interpreted in accordance withunder the laws of the State of New York. The partiesYork, without regard to the choice of law principlesthereof. Each party hereby irrevocably submitsubmits to the exclusive jurisdiction of the state and federal courts ofsitting in the State of New York and the Federal courtsYork, City of the United States of America located in Borough of Manhattan, New York for purposesthe adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby, and hereby irrevocably waives any objection that such suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defenseis brought in any action, suit or proceeding for the interpretation or enforcement hereof or thereof, that it is not subject thereto or that such action, suit or proceeding may not be brought or is not maintainable in such courtsan inconvenient forum or that the venue thereof may not be appropriate or that this Agreement or any such document may not be enforced in or by such courts. Each of the parties hereby consent to and grant any such court jurisdiction over the person of such parties and over the subject matter ofsuit, action or proceeding is improper. Nothing contained herein shall be deemed to limit in any such dispute.way any right to serve process in any manner permitted by law. EACH OF THE PARTIES TO THIS AGREEMENTPARTY HEREBY IRREVOCABLY WAIVES ALLANY RIGHT IT MAY HAVE, AND AGREES NOT TO REQUEST, A JURY TRIAL BY JURYFOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR IN ANY ACTION, PROCEEDINGCONNECTION WITH OR COUNTERCLAIM ARISING OUT OF THIS AGREEMENT OR RELATING TO THIS AGREEMENT.ANY TRANSACTION CONTEMPLATED HEREBY.
Governing Law; Exclusive Jurisdiction; Jury Trial. The provisionsAll questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be construed and interpreted in accordance withgoverned by the internal laws of the State of New York, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of New York or any other jurisdictions) that would cause the application of the laws of any jurisdictions other than the State of New York. The partiesEach party hereby irrevocably submitsubmits to the exclusive jurisdiction of the state and federal courts ofsitting in the StateCounty of New YorkYork, New York, for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein, and the Federal courts of the United States of America locatedhereby irrevocably waives, and agrees not to assert in Borough of Manhattan, New York for purposes of any suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense inproceeding, any action, suit or proceeding for the interpretation or enforcement hereof or thereof,claim that it is not personally subject thereto orto the jurisdiction of any such court, that such action, suitsuit, action or proceeding may not beis brought or is not maintainable in such courtsan inconvenient forum or that the venue of such suit, action or proceeding is improper. Each party hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by mailing a copy thereof may not be appropriate or thatto such party at the address for such notices to it under this Agreement orand agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any such document may not be enforcedway any right to serve process in orany manner permitted by such courts. Each of the parties hereby consent to and grant any such court jurisdiction over the person of such parties and over the subject matter of any such dispute.law. EACH OF THE PARTIES TO THIS AGREEMENTPARTY HEREBY IRREVOCABLY WAIVES ALLANY RIGHT IT MAY HAVE, AND AGREES NOT TO REQUEST, A JURY TRIAL BY JURYFOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR IN ANY ACTION, PROCEEDINGCONNECTION WITH OR COUNTERCLAIM ARISING OUT OF THIS AGREEMENT OR RELATING TO THIS AGREEMENT.ANY TRANSACTION CONTEMPLATED HEREBY.
Governing Law; Exclusive Jurisdiction; Jury Trial. The provisionsAll questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be construed and interpreted in accordance withgoverned by the internal laws of the State of New York, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of New York or any other jurisdictions) that would cause the application of the laws of any jurisdictions other than the State of New York. The partiesCompany hereby irrevocably submitsubmits to the exclusive jurisdiction of the state and federal courts of the Statesitting in The City of New York and the Federal courts of the United States of America located inYork, Borough of Manhattan, New York for purposesthe adjudication of any dispute hereunder or in connection herewith or under any of the other Transaction Documents or with any transaction contemplated hereby or thereby, and hereby irrevocably waives, and agrees not to assert in any suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense inproceeding, any action, suit or proceeding for the interpretation or enforcement hereof or thereof,claim that it is not personally subject thereto orto the jurisdiction of any such court, that such action, suitsuit, action or proceeding may not beis brought or is not maintainable in such courtsan inconvenient forum or that the venue of such suit, action or proceeding is improper. Each party hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by mailing a copy thereof may not be appropriate or thatto such party at the address for such notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law. Nothing contained herein shall be deemed or operate to preclude any Buyer from bringing suit or taking other legal action against the Company in any other jurisdiction to collect on the Companys obligations to such document may not be enforcedBuyer or to enforce a judgment or other court ruling in or by such courts. Each of the parties hereby consent to and grant any such court jurisdiction over the personfavor of such parties and over the subject matter of any such dispute.Buyer. EACH OF THE PARTIES TO THIS AGREEMENTPARTY HEREBY IRREVOCABLY WAIVES ALLANY RIGHT IT MAY HAVE TO, AND AGREES NOT TO REQUEST, A JURY TRIAL BY JURYFOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR UNDER ANY OTHER TRANSACTION DOCUMENT OR IN ANY ACTION, PROCEEDINGCONNECTION WITH OR COUNTERCLAIM ARISING OUT OF THIS AGREEMENT, ANY OTHER TRANSACTION DOCUMENT OR RELATING TO THIS AGREEMENT.ANY TRANSACTION CONTEMPLATED HEREBY OR THEREBY.
Governing Law; Exclusive Jurisdiction; Jury Trial. The provisionsAll questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be construed and interpreted in accordance withgoverned by the internal laws of the State of New York, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of New York or any other jurisdictions) that would cause the application of the laws of any jurisdictions other than the State of New York. The partiesCompany hereby irrevocably submitsubmits to the exclusive jurisdiction of the state and federal courts of the Statesitting in The City of New York and the Federal courts of the United States of America located inYork, Borough of Manhattan, New York for purposesthe adjudication of any dispute hereunder or in connection herewith or under any of the other Transaction Documents or with any transaction contemplated hereby or thereby, and hereby irrevocably waives, and agrees not to assert in any suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense inproceeding, any action, suit or proceeding for the interpretation or enforcement hereof or thereof,claim that it is not personally subject thereto orto the jurisdiction of any such court, that such action, suitsuit, action or proceeding may not beis brought or is not maintainable in such courtsan inconvenient forum or that the venue of such suit, action or proceeding is improper. Each party hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by mailing a copy thereof may not be appropriate or thatto such party at the address for such notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law. Nothing contained herein shall be deemed or operate to preclude any Buyer from bringing suit or taking other legal action against the Company in any other jurisdiction to collect on the Company’s obligations to such document may not be enforcedBuyer or to enforce a judgment or other court ruling in or by such courts. Each of the parties hereby consent to and grant any such court jurisdiction over the personfavor of such parties and over the subject matter of any such dispute.Buyer. EACH OF THE PARTIES TO THIS AGREEMENTPARTY HEREBY IRREVOCABLY WAIVES ALLANY RIGHT IT MAY HAVE TO, AND AGREES NOT TO REQUEST, A JURY TRIAL BY JURYFOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR UNDER ANY OTHER TRANSACTION DOCUMENT OR IN ANY ACTION, PROCEEDINGCONNECTION WITH OR COUNTERCLAIM ARISING OUT OF THIS AGREEMENT, ANY OTHER TRANSACTION DOCUMENT OR RELATING TO THIS AGREEMENT.ANY TRANSACTION CONTEMPLATED HEREBY OR THEREBY.
Governing Law; Exclusive Jurisdiction;Law: Venue for Disputes; Waiver of Jury Trial. The provisions of thisThis Agreement shall be construedgoverned by, and interpretedconstrued in accordance withwith, the laws of the state of New York, without giving effect to any choice of law or conflict of law rules or provisions (whether of the state of New York or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the state of New York. Each of the parties hereto consents to the exclusive jurisdiction and venue of any state or federal court located in New York in which appeal from the New York Court of Appeals may validly be taken under the laws of the State of New York. The partiesYork and hereby irrevocably submitwaives, to the exclusive jurisdiction ofmaximum extent permitted by law, any objection, including any objection based on forum non conveniens, to the courts of the State of New York and the Federal courts of the United States of America located in Borough of Manhattan, New York for purposesbringing of any suit, action or othersuch proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense in any action, suit or proceeding for the interpretation or enforcement hereof or thereof, that it is not subject thereto or that such action, suit or proceeding may not be brought or is not maintainable in such courts or that the venue thereof may not be appropriate or that this Agreement or any such document may not be enforced in or by such courts.jurisdictions. Each of the parties hereby consenthereto irrevocably waives the right to and grant any such court jurisdiction over the person of such parties and over the subject matter of any such dispute. EACH OF THE PARTIES TO THIS AGREEMENT HEREBY IRREVOCABLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.trial by jury.
Governing Law; Exclusive Jurisdiction; Jury Trial. The provisions of thisLaw. This Agreement shallwill be construedgoverned by, and interpretedconstrued in accordance withwith, the internal laws of the State of New York. The parties hereby irrevocably submitYork, without giving effect to the exclusive jurisdictionprinciples of conflicts of law that would require the application of the laws of any other jurisdiction. Except as set forth below, no proceeding may be commenced, prosecuted or continued in any court other than the courts of the State of New York located in the City and the Federal courtsCounty of New York or the United States of America located in Borough of Manhattan, New York for purposes of any suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense in any action, suit or proceedingDistrict Court for the interpretation or enforcement hereof or thereof, that it is not subject thereto or thatSouthern District of New York, which courts shall have jurisdiction over the adjudication of such action, suit or proceeding may not be brought or is not maintainable in such courts or that the venue thereof may not be appropriate or that this Agreement or any such document may not be enforced in or by such courts. Each ofmatters, and the parties hereby consent to the jurisdiction of such courts and grantpersonal service with respect thereto. All parties hereby waive all right to trial by jury in any proceeding (whether based upon contract, tort or otherwise) in any way arising out of or relating to this Agreement. All parties agree that a final judgment in any such proceeding brought in any such court shall be conclusive and binding upon each party and may be enforced in any other courts in the jurisdiction over the person of which a party is or may be subject, by suit upon such parties and over the subject matter of any such dispute. EACH OF THE PARTIES TO THIS AGREEMENT HEREBY IRREVOCABLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.judgment.
Governing Law; Exclusive Jurisdiction; Jury Trial. The provisions of thisLaw and Jurisdiction. This Agreement shall be construedgoverned by and interpretedconstrued in accordance with the laws of New York (without reference to the Stateconflicts of laws provisions thereof). Any action, suit, or other legal proceeding which is commenced to resolve any matter arising under or relating to any provision of this Agreement shall be commenced only in a court of the state of New York.York (or, if appropriate, a federal court located within New York) and the Company and you each consent to the jurisdiction of such a court. The parties hereby irrevocably submitwaive any objection they may now or hereafter have to the exclusive jurisdictionlaying of the courts of the State of New York and the Federal courts of the United States of America located in Borough of Manhattan, New York for purposes of any suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense in any action, suit or proceeding for the interpretation or enforcement hereof or thereof, that it is not subject thereto or that such action, suit or proceeding may not be brought or is not maintainable in such courts or that the venue thereof may not be appropriate or that this Agreement or any such document may not be enforced in or by such courts. Each of the parties hereby consent to and grant any such court jurisdiction over the person of such parties and over the subject matter of any such dispute. EACH OF THE PARTIES TO THIS AGREEMENT HEREBY IRREVOCABLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.action in the said court(s), and further irrevocably waive any claim they may now or hereafter have that any such action brought in said court(s) has been brought in an inconvenient forum.
Governing Law; Exclusive Jurisdiction; Jury Trial. The provisionsJurisdiction and Venue. This Agreement shall be governed by the laws of New York, without regard to conflict of law principles. Any action or proceeding by either of the Parties to enforce this Agreement shall be construed and interpretedbrought only in accordance with the laws ofa state or federal court located in the State of New York, County of New York. The partiesParties hereby irrevocably submit to the exclusive jurisdiction of the courts of the State of New York and the Federal courts of the United States of America located in Borough of Manhattan, New York for purposes of any suit, action or other proceeding arising from this Agreement, and hereby waive, and agree not to assert, as a defense in any action, suit or proceeding for the interpretation or enforcement hereof or thereof, that it is not subject thereto or that such action, suit or proceeding may not be brought or is not maintainable in such courts or thatand waive the venue thereof may not be appropriate or that this Agreement or any such document may not be enforced in or by such courts. Eachdefense of inconvenient forum with respect to the parties hereby consent to and grant any such court jurisdiction over the person of such parties and over the subject mattermaintenance of any such dispute. EACH OF THE PARTIES TO THIS AGREEMENT HEREBY IRREVOCABLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.action or proceeding in such venue.
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