Grouped Into 1,148 Collections of Similar Clauses From Business Contracts
This page contains Governing Law clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Governing Law. This Amendment shall in all respects be governed by, and construed in accordance with, the laws of the State of New York applicable to contracts executed and to be performed entirely within such State, and shall be further subject to the provisions of Sections 10.14 and 10.15 of the Credit Agreement.
Governing Law. This Amendment shall in all respects be governed by, and construed in accordance with, the laws of the State of New York applicable to contracts executed and to be performed entirely within such State, York, and shall be further subject to the provisions of Sections 10.14 and 10.15 of the Credit Agreement.
Governing Law. This Amendment shall be construed under and enforced in accordance with the laws of the State of New York without giving effect to any conflict of laws principles. Any legal action or proceeding brought with respect to any of the provisions of this Amendment shall be brought in the state or federal courts located in New York, New York. If the Executive prevails in any legal or arbitration proceeding commenced in connection with this Amendment, then the Company shall reimburse the Executive for r...easonable attorneys' fees and costs incurred in connection therewith.View More
Governing Law. This Amendment Agreement shall be governed by, and construed under and enforced in accordance with with, the substantive and procedural laws of the State state of New York without giving effect regard to rules governing conflicts of law. Subject to Section 12, any conflict of laws principles. Any legal action or proceeding brought with respect to any of the provisions of this Amendment Agreement shall be brought in the state or federal courts located in New York, New York. If the Executive preva...ils in any legal or arbitration proceeding commenced in connection with this Amendment, Agreement, then the Company shall reimburse the Executive for reasonable attorneys' fees and costs incurred in connection therewith. View More
Governing Law. The interpretation, performance and enforcement of this Grant Agreement shall be governed by the laws of the State of Delaware without regard to principles of conflicts of laws. 5 EX-10.5 6 d86848dex105.htm EX-10.5 EX-10.5 Exhibit 10.5 GRANT AGREEMENT FOR RESTRICTED STOCK UNITS UNDER THE MATTEL, INC. AMENDED AND RESTATED 2010 EQUITY AND LONG-TERM COMPENSATION PLAN This is a Grant Agreement (this "Grant Agreement") between Mattel, Inc. ("Mattel") and the individual (the "Holder") named in the Not...ice of Grant – Restricted Stock Units (the "Notice"). The Notice accompanying this Grant Agreement is deemed a part of this Grant Agreement. Recitals Mattel has adopted the Amended and Restated 2010 Equity and Long-Term Compensation Plan, as may be amended from time to time (the "Plan"), for the granting to selected employees of awards based upon shares of Common Stock of Mattel. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Plan. This Grant Agreement incorporates certain provisions required by the terms of the Mattel, Inc. Executive Severance Plan B, as may be amended from time to time (the "Severance Plan"). Restricted Stock Units 1. Grant. Effective as of the grant date specified in the Notice (the "Grant Date"), Mattel grants to the Holder the number of restricted stock units based on shares of Common Stock set forth in the Notice (the "Units"), subject to adjustment, forfeiture and the other terms and conditions set forth in the Notice and this Grant Agreement. Mattel and the Holder acknowledge that the Units (a) are being granted hereunder in exchange for the Holder's agreement to provide services to the Company after the Grant Date, for which the Holder will otherwise not be fully compensated, and which the Company deems to have a value at least equal to the aggregate par value of the shares, if any, that the Holder may become entitled to receive under this Grant Agreement; (b) will, except as provided in Section 3, be forfeited by the Holder if the Holder's Severance occurs before they vest; and (c) are subject to cancellation if the Holder engages in certain conduct detrimental to the Company, in each case as more fully set forth in this Grant Agreement and the Plan.View More
Governing Law. The interpretation, performance and enforcement of this Grant Agreement shall be governed by the laws of the State of Delaware without regard to principles of conflicts of laws. The Holder may only exercise his or her rights in respect of the Plan, the Grant Agreement and these Units to the extent that it would be lawful to do so, and Mattel would not, in connection with this Grant Agreement, be in breach of the laws of any jurisdiction to which the Holder may be subject. The Holder shall be sol...ely responsible to seek advice as to the laws of any jurisdiction to which he or she may be subject, and a participation by a Holder in the Plan shall be on the basis of a warranty by the Holder that the Holder may lawfully so participate without Mattel being in breach of the laws of any such jurisdiction. 5 EX-10.5 6 d86848dex105.htm EX-10.5 EX-10.5 EX-10.3 4 d86848dex103.htm EX-10.3 EX-10.3 Exhibit 10.5 10.3 GRANT AGREEMENT FOR RESTRICTED STOCK UNITS TO OUTSIDE DIRECTORS UNDER THE MATTEL, INC. AMENDED AND RESTATED 2010 EQUITY AND LONG-TERM COMPENSATION PLAN This is a Grant Agreement (this "Grant Agreement") between Mattel, Inc. ("Mattel") and the individual Outside Director of Mattel (the "Holder") named in the Notice of Grant – of Restricted Stock Units (the "Notice"). The "Notice"), which Notice accompanying this Grant Agreement is deemed a part of this Grant Agreement. Recitals Mattel has adopted the Amended and Restated 2010 Equity and Long-Term Compensation Plan, as may be amended from time to time Plan (the "Plan"), "Plan") for the granting to selected employees service providers of awards based upon shares of Common Stock of Mattel. This Grant Agreement is being executed pursuant to Section 14 of the Plan. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Plan. This Grant Agreement incorporates certain provisions required by the terms of the Mattel, Inc. Executive Severance Plan B, as may be amended from time to time (the "Severance Plan"). Restricted Stock Units 1. Grant. Effective as of the grant date specified in the Notice (the "Grant Date"), Mattel grants to the Holder the number of restricted stock units based on shares of Common Stock set forth in the Notice (the "Units"), subject to adjustment, forfeiture and the other terms and conditions set forth in the Notice and this Grant Agreement. Mattel and the Holder acknowledge that the Units (a) (i) are being granted hereunder in exchange for the Holder's agreement to provide services to the Company after the Grant Date, for which the Holder will otherwise not be fully compensated, and which the Company Mattel deems to have a value at least equal to the aggregate par value of the shares, if any, that the Holder may become entitled to receive under this Grant Agreement; (b) Agreement, and (ii) will, except as provided in Section 3, 3 hereof, be forfeited by the Holder if the Holder's Severance occurs before they vest; and (c) are subject to cancellation if the Holder engages in certain conduct detrimental to the Company, in each case vest, as more fully set forth in this Grant Agreement and the Plan. View More
Governing Law. The interpretation, performance and enforcement of this Grant Agreement shall be governed by the laws of the State of Delaware without regard to principles of conflicts of laws. The Holder may only exercise his or her rights in respect of the Plan, the Grant Agreement and these Units to the extent that it would be lawful to do so, and Mattel would not, in connection with this Grant Agreement, be in breach of the laws of any jurisdiction to which the Holder may be subject. The Holder shall be sol...ely responsible to seek advice as to the laws of any jurisdiction to which he or she may be subject, and a participation by a Holder in the Plan shall be on the basis of a warranty by the Holder that the Holder may lawfully so participate without Mattel being in breach of the laws of any such jurisdiction.View More
Governing Law. The interpretation, performance and enforcement of this Grant Agreement Option shall be governed by the laws of the State of Delaware without regard to principles of conflicts of laws. The Holder may only exercise his or her rights in respect of the Plan, the Grant Agreement and these Units this Option to the extent that it would be lawful to do so, and Mattel would not, in connection with this Grant Agreement, Option, be in breach of the laws of any jurisdiction to which the Holder may be subje...ct. The Holder shall be solely responsible to seek advice as to the laws of any jurisdiction to which he or she may be subject, and a participation by a Holder in the Plan shall be on the basis of a warranty by the Holder that the Holder may lawfully so participate without Mattel being in breach of the laws of any such jurisdiction. View More
Governing Law. This Agreement shall be governed, construed, interpreted and enforced in accordance with the substantive laws of the State of Tennessee, without reference to 11 the principles of conflicts of law of Tennessee or any other jurisdiction, and where applicable, the laws of the United States.
Governing Law. This Agreement shall be governed, construed, interpreted and enforced in accordance with the substantive laws of the State of Tennessee, without reference to 11 the principles of conflicts of law of Tennessee or any other jurisdiction, and where applicable, the laws of the United States.
Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada without regard to any conflict of law rule or principle that would give effect to the laws of another jurisdiction.
Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada Delaware, without regard to any conflict of law rule or principle that would give effect to the laws of another jurisdiction.
Governing Law. This Agreement shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of Florida, without giving effect to the conflicts-of-law provisions thereof, and the parties hereto agree to submit to the exclusive jurisdiction of the federal and state courts of the State of Florida located in Broward County; provided, however, the parties may bring an action in any appropriate jurisdiction as necessary to obtain injunctive or equitable relief hereunder.
Governing Law. This Agreement shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of Florida, without giving effect to the conflicts-of-law conflicts-of- law provisions thereof, and the parties hereto agree to submit to the exclusive jurisdiction of the federal and state courts of the State of Florida located in Broward County; provided, however, provided however the parties may bring an action in any appropriate jurisdiction as necessary to obtain injunctive o...r equitable relief hereunder. In the event of any dispute arising in connection with this Agreement, the prevailing party will be entitled, in addition to any other rights or remedies provided by Florida law, to recover such party's costs and expenses and reasonable attorney's fees. View More
Governing Law. This Amendment and Reaffirmation shall be governed in accordance with the terms and provisions of Section 20 of the Repurchase Agreement.
