A "Choice of Law and Venue" clause specifies which jurisdiction's laws will govern the interpretation and enforcement of a contract, and identifies the location where any legal disputes will be resolved. This clause is crucial for providing clarity and predictability in the event of a legal dispute, ensuring that both parties are aware of the applicable legal framework and where they must file any legal actions.
Choice of Law and Venue; Jury Trial Waiver. This Amendment shall be subject to the provisions regarding choice of law and venue, jury trial waiver, and judicial reference set forth in Article 13 of the Existing Loan Agreement, and such provisions are incorporated herein by this reference, mutatis mutandis.
Choice of law and venue; jury trial waiver. This agreement shall be subject to the provisions regarding choice of law and venue and jury trial waiver set forth in section 12 of the credit agreement, and such provisions are incorporated herein by this reference, *mutatis mutandis*.
Choice of Law and Venue. The provisions of the Choice of Law and Venue section of the Separation Agreement will apply to any dispute between Employee and the Company arising under or relating to this Supplemental Release.
Choice of law and venue
1. The Individual Grant Letters and these General Terms and Conditions are governed by Danish law.
2. Any dispute shall be finally and exclusively settled by the Danish courts.
Choice of Law and Venue. This Agreement shall be governed by and construed in accordance with applicable Texas law. Any legal proceeding to enforce or interpret the terms of this Agreement, if any, must be instituted and maintained exclusively in a court of appropriate subject matter jurisdiction in Houston, Harris County, Texas.
This Agreement was negotiated and entered into, at least in part, in the state of Texas and shall be construed under the laws of the state of Texas without regard to conflicts or choice of law and venue shall be brought exclusively in Tarrant County, Texas.
This Promissory Note has been negotiated and delivered to Lender and is payable in the State of California. For the avoidance of doubt, it is agreed that (i) this Promissory Note shall be governed by and construed and enforced in accordance with, the laws of the State of California, excluding any conflicts of law rules or principles that would cause the application of the laws of any other jurisdiction, and (ii) that the Choice of Law and Venue; Jury Trial Waiver provisions of Section 13 of the Loan Agreement are deemed to be incorporated herein, mutatis mutandis.
Choice of law and venue; jury trial waiver; judicial reference provision.
The validity of this agreement, the construction, interpretation, and enforcement hereof, the rights of the parties hereto with respect to all matters arising hereunder or related hereto, and any claims, controversies, or disputes arising hereunder or related hereto shall be determined under, governed by, and construed in accordance with the laws of the state of New York applicable to contracts made and to be performed in the state of New York.
Choice of law and venue, jury trial waiver, and judicial reference provision. This copyright security agreement shall be subject to the provisions regarding choice of law and venue, jury trial waiver, and judicial reference set forth in section 25 of the security agreement, and such provisions are incorporated herein by this reference, *mutatis mutandis*.
Choice of Law and Venue. All questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflict of laws thereof. Each Party agrees that all legal proceedings concerning this Agreement shall only be commenced in the state and federal courts sitting in New York County, New York (the “New York Courts”). Each Party hereto hereby irrevocably submits to the exclusive jurisdiction of the New York Courts for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein (including with respect to the enforcement of any of the Transaction Documents), and hereby irrevocably waives, and agrees not to assert in any suit, action or proceeding, any claim that it is not personally subject to the jurisdiction of such New York Courts, or such New York Courts are improper or inconvenient venue for such proceeding.
8. Miscellaneous. Sections 4.2 (Successors and Assigns; Beneficiaries), 4.3(b) (Waiver of Compliance), 4.4 (Notices), 4.7 (Severability), 4.8 (CHOICE OF LAW AND VENUE; WAIVER OF RIGHT TO JURY TRIAL) and 4.9 (Counterparts) of the Governance Agreement are incorporated herein by reference, mutatis mutandis. Upon the effectiveness of this Amendment, each reference in the Governance Agreement to “this Agreement,” “hereunder,” “herein,” “hereof” or words of like import referring to the Governance Agreement shall mean and refer to the Governance Agreement as amended by this Amendment.
Choice of law and venue; jury trial waiver; judicial reference provision.
(a) The validity of this agreement, the construction, interpretation, and enforcement hereof, the rights of the parties hereto with respect to all matters arising hereunder or related hereto, and any claims, controversies, or disputes arising hereunder or related hereto shall be determined under, governed by, and construed in accordance with the laws of the state of New York.
(b) The parties agree that all actions or proceedings arising in connection with this agreement shall be tried and litigated only in the state and, to the extent permitted by applicable law, federal courts located in the county of New York, state of New York; provided, that any suit seeking enforcement against any collateral or other property may be brought, at agent’s option, in the courts of any jurisdiction where agent elects to bring such action or where such collateral or other property may be found. Each grantor and agent waive, to the extent permitted under applicable law, any right each may have to assert the doctrine of forum non conveniens or to object to venue to the extent any proceeding is brought in accordance with this section 24(b).
Choice of Law and Venue. This letter agreement will be governed by and construed in accordance with the substantive laws of the State of Delaware without regard to conflict of laws and all disputes arising under or relating to this letter agreement shall be brought and resolved solely and exclusively in the State of Delaware.
Choice of law and venue; jury trial waiver. This amendment shall be governed, construed, and enforced in accordance with the laws of the state of New York, without giving effect to any conflict or choice of law provision that would result in the imposition of another jurisdiction’s law. The laws of the state of New York shall govern any dispute, controversy, remedy, or claim between the parties arising out of, relating to, or in any way connected with this amendment, including the existence, validity, performance, or breach thereof. With respect to any proceeding arising out of or relating to this amendment or the transactions contemplated hereby, but without prejudice to the terms of paragraph 8 below, each party hereby waives, to the fullest extent permitted by law, any right it may have to a trial by jury.
Choice of Law and Venue. The Parties agree that this Agreement, and any disputes arising out of it, shall be governed under the laws of the State of New York without regard to principles of conflicts of laws. Any action brought by either party against the other concerning this Agreement shall be brought only in the state courts located in New York, NY or in the federal courts located in New York, NY. The parties to this Agreement hereby irrevocably waive any objection to jurisdiction and venue of any action instituted hereunder and shall not assert any defense based on lack of jurisdiction or venue or based upon forum non conveniens.
Choice of Law and Venue. The provisions of this Agreement shall be governed by the laws of the State of Illinois. Any proceeding to enforce the terms of this Agreement shall be brought in a court of competent jurisdiction located in Cook County, Illinois.
CHOICE OF LAW AND VENUE; JURY TRIAL WAIVER; REFERENCE PROVISION. This Amendment constitutes a “Loan Document” as defined and set forth in the Loan and Security Agreement, and is subject to Section 11 of the Loan and Security Agreement, which is incorporated by reference herein.
Choice of Law and Venue; Jury Trial Waiver; Reference Provision. Without limiting the applicability of any other provision of the Credit Agreement or any other Loan Document, the terms and provisions set forth in Section 13 of the Credit Agreement are expressly incorporated herein by reference.
Choice of Law and Venue. This Amendment shall be governed by, and construed in accordance with, the laws of the State of Delaware, as such laws are applied to contracts entered into and performed in such State. For purposes of any action, lawsuit or other proceedings brought to enforce this Amendment, relating to it, or arising from it, the parties hereby submit to and consent to the sole and exclusive jurisdiction of the courts of San Mateo County, California, or the federal courts for the United States for the Northern District of California, and no other courts, where this grant is made and/or to be performed.
Choice of Law refers to the legal principles and laws that will govern a contract or legal dispute. It determines which jurisdiction’s laws will be applied in interpreting the terms of the contract. Venue, on the other hand, refers to the location or court where any legal disputes will be resolved. It identifies the geographical location where a lawsuit or legal proceeding may be conducted.
When should I use Choice of Law and Venue?
You should use a Choice of Law and Venue clause in any contract where parties are from different jurisdictions or where the parties want to establish certainty and predictability regarding which laws govern their agreement and where disputes will be resolved. These clauses are particularly crucial in:
Contracts involving parties from different states or countries.
Agreements involving complex transactions or large sums of money.
Situations where a party wants to avoid the local laws of another party’s jurisdiction.
Scenarios where enforcement of the contract in a particular jurisdiction is beneficial or preferable.
How do I write a Choice of Law and Venue clause?
To write an effective Choice of Law and Venue clause, you should:
Clearly specify the governing law: Identify the jurisdiction whose laws will govern the interpretation and enforcement of the contract.
Designate the proper venue: State the specific court or location where disputes will be litigated.
Be explicit and unambiguous: Ensure the language clearly reflects the intention of both parties to limit litigation to a specific law and venue.
Consider potential implications: Understand how the choice might impact enforceability, litigation costs, and strategic advantages.
Example clause:
“This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws principles. Any legal action or proceeding arising under this Agreement will be brought exclusively in the federal or state courts located in New York County, New York.”
Which contracts typically contain Choice of Law and Venue clauses?
Choice of Law and Venue clauses are commonly found in a wide variety of contracts, including:
Commercial agreements (e.g., sales contracts, partnership agreements, and service agreements).
International contracts (e.g., import/export contracts and cross-border joint ventures).
A Choice of Law clause specifies which jurisdiction's laws will govern the interpretation and enforcement of the contract. This clause provides clarity and predictability by pre-determining the legal framework that will apply in case of disputes.
The choice of venue clause specifies the predetermined location or jurisdiction where any legal proceedings related to the contract will be conducted. This ensures that any disputes arising from the contract are resolved in a designated court, providing clarity and convenience for the parties involved.
A class action waiver is a contract clause that prevents parties from joining together to file a lawsuit or arbitration as a group or class, requiring them to pursue individual claims instead. This clause is commonly found in consumer and employment agreements and is often used to limit legal exposure and streamline dispute resolution processes.
17 example clauses
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