Governing Law Contract Clauses (30,438)

Governing Law. To the extent not preempted by federal law, this Agreement will be construed and enforced in accordance with, and governed by, the laws of the State of New York, without giving effect to its conflicts of law principles that would require the application of the law of any other jurisdiction.

Governing Law. This LOI shall be construed in all respects under and be subject to the laws of the state of Nevada and the laws of United States of America applicable therein which are applicable to agreements entered into and performed within the state of Nevada or other mutually agreed upon state in the United States as per the definitive agreement.

Governing Law. This Note shall be governed by and construed in accordance with the laws of the State of Virginia without regard to its conflicts-of-law principles.

Governing Law. This Agreement shall be interpreted, construed and enforced in accordance with the laws of the State of Texas, without giving effect to any conflicts of laws principles that would require the application of the laws of any other jurisdiction.

Governing Law. This Note shall be governed by, and construed and enforced in accordance with, the laws of the State of New York, excluding conflict of laws principles that would cause the application of laws of any other jurisdiction.

Governing Law. All questions arising with respect to the provisions of this Agreement shall be determined by application of the laws of Delaware, without giving any effect to any conflict of law provisions thereof, except to the extent Delaware state law is preempted by federal law. The obligation of the Company to sell and deliver Stock hereunder is subject to applicable laws and to the approval of any governmental authority required in connection with the authorization, issuance, sale, or delivery of such St...ock. 5 31. Consent to Texas Jurisdiction and Venue. You hereby consent and agree that state courts located in Dallas County, Texas and the United States District Court for the Northern District of Texas each shall have personal jurisdiction and proper venue with respect to any dispute between you and the Company arising in connection with the Restricted Shares or this Agreement. In any dispute with the Company, you will not raise, and you hereby expressly waive, any objection or defense to such jurisdiction as an inconvenient forum. View More

Governing Law. This grant shall be governed by, and construed in accordance with, the laws of the State of Texas, without regard to conflicts of laws principles thereof. Legacy Reserves LP Grantee By: Legacy Reserves GP, LLC, its General Partner By: By: Name: Name: Title: Title: APPENDIX A AMENDED AND RESTATED LEGACY RESERVES LP LONG-TERM INCENTIVE PLAN EX-10.2 3 a16-13549_1ex10d2.htm EX-10.2 Exhibit 10.2 Legacy Reserves LP Long-Term Incentive Plan Grant of Phantom Units (Cash) Under Subjective Component of Lo...ng-Term Equity Incentive Compensation Grantee: Grant Date: 1. Grant of Phantom Units. Legacy Reserves LP (the "Partnership") hereby grants to you Phantom Units under the Amended and Restated Legacy Reserves LP Long-Term Incentive Plan (the "Plan") on the terms and conditions set forth under this Grant of Phantom Units (Cash) Under Subjective Component of Long-Term Equity Incentive Compensation Agreement (this "Agreement") and in the Plan, which is attached hereto as Appendix A and is incorporated herein by reference as a part of this Agreement. A Phantom Unit is a notional Unit of the Partnership that is subject to the forfeiture and non-transferability provisions set forth below in this Agreement. Each Phantom Unit granted to you also includes a tandem Distribution Equivalent Right ("DER"), which provides that when the Partnership makes a cash distribution with respect to a Unit, an amount of cash with respect to each of your Phantom Units equal to the amount of the quarterly distribution paid on such Unit will be accrued and on the vesting date, such accrued amounts will be payable to you with respect to the number of your Phantom Units actually vested. No accrued distribution amounts will be payable with respect to unvested or forfeited Phantom Units. The terms of this Agreement are set forth below. In the event of any conflict between the terms of this Agreement and the Plan, the Plan shall control. Capitalized terms used in this Agreement but not defined herein shall have the meanings ascribed to such terms in the Plan, unless the context requires otherwise. This Agreement and the settlement of vested Phantom Units, if any, shall be subject to the terms of that certain retention bonus agreement between you and Legacy Reserves Services, Inc., dated [DATE], as the same may be amended from time to time (the "Retention Agreement"). Any reduction in the cash amount payable to you required by the Retention Agreement shall, to the extent necessary, be made first by reducing the cash amount payable under this Agreement, and then by reducing the cash amount payable to you under the Grant of Phantom Units Under Objective Component of Long-Term Equity Incentive Compensation Agreement dated [DATE], as the same may be amended from time to time. View More

Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without giving effect to the choice of law provisions. This Agreement shall not be interpreted or construed with any presumption against the party causing this Note to be drafted.

Governing Law. THIS THIRD AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, INCLUDING BOTH MATTERS OF INTERNAL LAW AND CONFLICT OF LAWS.

Governing Law. This Agreement has been executed in the State of Illinois, and Waggoner and the Company agree that this Agreement shall be interpreted in accordance with and governed by the laws of the State of Illinois, without regard to its conflicts of laws principles. 7 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns, provided that successor or assignee is the successor to substantially all of the assets of the Company, ...or a majority of its then outstanding Shares, and that such successor or assignee assumes the liabilities, obligations and duties of the Company under this Agreement, either contractually or as a matter of law. In view of the personal nature of the services to be performed under this Agreement by Waggoner, he shall not have the right to assign or transfer any of his rights, obligations or benefits under this Agreement, except as otherwise noted herein. View More