This excerpt taken from the ORCL 8-K filed Feb 9, 2006.
et seq.) under the Securities Act.
6.15 Regulation FD shall mean Regulation FD promulgated by the SEC.
6.16 Qualified Institutional Buyer shall have the meaning assigned to that term in Rule 144A.
6.17 Rule 144A shall mean Rule 144A under the Securities Act. 6.18 SEC shall mean the U.S. Securities and Exchange Commission. 6.19 Securities Act shall mean the U.S. Securities Act of 1933, as amended.
Section 7. General
7.1 Unless otherwise expressly provided herein, all notices under this Agreement to parties hereto shall be in writing and shall be effective when received at the address of the respective party set forth in the Addendum to this Agreement.
7.2 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 provisions.
7.3 The Issuer agrees that any suit, action or proceeding brought by the Issuer against the Dealer in connection with or arising out of this Agreement or the Notes or the offer and sale of the Notes shall be brought solely in the United States federal courts located in the borough of Manhattan or the courts of the State of New York located in the Borough of Manhattan. EACH OF THE DEALER AND THE ISSUER WAIVES ITS RIGHT TO TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING WITH RESPECT TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
7.4 This Agreement may be terminated, at any time, by the Issuer, upon one business days prior notice to such effect to the Dealer, or by the Dealer upon one business days prior notice to such effect to the Issuer. Any such termination, however, shall not affect the obligations of the Issuer under Sections 3.7, 5 and 7.3 hereof or the obligations of the Dealer under Section 7.3 hereof or the respective representations, warranties, agreements, covenants, rights or responsibilities of the parties made or arising prior to the termination of this Agreement. The Original Agreement is hereby terminated and, except as set forth in Section 7.4 thereof, Oracle Systems Corporation is hereby released from all obligations thereunder.
7.5 This Agreement is not assignable by either party hereto without the written consent of the other party;