Governing Law Contract Clauses (30,438)

Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.

Governing Law. This Award Agreement and all rights arising hereunder shall be governed by, and construed and interpreted in accordance with, the laws of the State of Colorado.

Governing Law. This Agreement is being delivered and is intended to be performed in the State of Nevada and shall be construed and enforced in accordance with the laws of such State without regard to conflicts of laws thereof.

Governing Law. This Agreement shall be construed, interpreted and enforced as a sealed instrument under and in accordance with the laws of the Commonwealth of Virginia, without reference to the conflicts 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 Commonwealth of Virginia (or, if appropriate, a federal court located within Virginia), and the ...Company and Executive each consents to the jurisdiction of such a court. View More

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 Delaware, without giving effect to its conflicts of law principles that would require the application of the law of any other jurisdiction. Any action or proceeding arising out of or in connection with the LLC Agreement or this Agreement shall be brought only in the courts in the State of Delaware, including the Federal Courts located therein, sh...ould Federal jurisdiction requirements exist, and the Participant shall consent to submit to the exclusive jurisdiction of the such court for purposes of any action or proceeding arising out of or in connection with the LLC Agreement or this Agreement and hereby waives any right to a jury trial with respect to such action or proceeding. Page 7 19. LLC Agreement Controls. The rights granted under this Agreement are in all respects subject to the provisions set forth in the LLC Agreement to the same extent and with the same effect as if set forth fully in this Agreement. If the terms of this Agreement conflict with the terms of the LLC Agreement document, the LLC Agreement document will control. View More

Governing Law. The interpretation, performance, and enforcement of this Agreement will be governed by the laws of the State of Ohio, without giving effect to the principles of conflict of laws thereof. THE KROGER CO. By "participant" ATTACHMENT A TO PERFORMANCE UNIT AWARD Performance Metric Shares Earned as a Percent of the Number of Shares Covered by the Award Customer 1st 2% per each point improvement over the performance period, provided that no decrease occurs in any of the four key areas. Associate Survey... 4% per each point improvement Total Operating Costs 0.50% per each basis point reduction Return on Invested Capital 1% per each basis point improvement EX-10.1 2 a14-19140_1ex10d1.htm EX-10.1 EXHIBIT 10.1 This document constitutes part of a prospectus covering securities that have been registered under the Securities Act of 1933. The date of this document is PERFORMANCE UNIT AWARD UNDER THE PROVISIONS OF ONE OF THE KROGER CO. LONG-TERM INCENTIVE PLANS Pursuant to the provisions of a Long-Term Incentive Plan (the "Plan") of The Kroger Co., the Compensation Committee (the "Committee") of the Board of Directors has granted to you, on , , a performance unit award, on and subject to the terms of the Plan and your agreement to the following terms, conditions and restrictions. View More

Governing Law. This Performance Share Award Agreement shall be governed by and construed and enforced and executed in accordance with the laws of the State of Delaware without regard to conflict of law principles thereunder. 6 16. Effect of this Agreement. Subject to the Corporation's right to terminate the Award pursuant to Section 7.2 of the Plan, this Performance Share Award Agreement shall be assumed by, be binding upon and inure to the benefit of any successor or successors to the Corporation.

Governing Law. This Note shall be governed by and construed in accordance with the laws of the State of New York. Borrower agrees that any action or proceeding against it to enforce the Note may be commenced in state or federal court in New York County in the State of New York, and Borrower waives personal service of process and agrees that a summons and complaint commencing an action or proceeding in any such court shall be properly served and shall confer personal jurisdiction if served by registered or cert...ified mail in accordance with the notice provisions set forth herein. View More

Governing Law. This Agreement has been executed and delivered in the State of Georgia, and its validity, interpretation, performance, and enforcement shall be governed by the laws of the State of Georgia.

Governing Law. This Agreement shall be governed by, and construed and interpreted in accordance with, the internal laws of the State of Delaware without giving effect to any choice of conflict law provision or rule (whether of the State of Delaware or any other jurisdiction). THE WAIVER APPLIES TO ANY ACTION OR LEGAL PROCEEDING, WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE. THE PARTIES ACKNOWLEDGE THIS WAIVER OF TRIAL BY JURY BY PLACING THEIR INITIALS HERE: WAH DNR 1347 Advisors PIH 8. Notices. All notices ...and other communications provided for in this Agreement shall be given in writing, addressed to the recipient Party as follows (or at such other address that shall be specified in a notice given in accordance with this Section 8): If to 1347 Advisors: 1347 Advisors LLC 150 Pierce Road, 6th Floor Itasca, IL 60143 Fax No. : 847-952-7079 Attention: President If to PIH: 1347 Property Insurance Holdings, Inc. 1511 N. Westshore Blvd., Suite 870 Tampa, FL 33607 Fax No. : 813-579-6237 Attention: President All notices and other communications shall be effective (i) if delivered by hand, including any overnight courier service, upon personal delivery, (ii) if delivered by mail, five days after being deposited in the mail (by registered or certified mail, postage prepaid), and (iii) if delivered by facsimile, when received. -5 - 9. Successors and Assigns. This Agreement and the rights and obligations hereunder may not be assigned or delegated by a Party, in whole or part, whether voluntarily, by operation of law, change of control or otherwise, without the prior written consent of the other Party. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. View More