Common use of APPLICABLE LAW AND CONSENT TO JURISDICTION Clause in Contracts

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation and Indemnitee hereby irrevocably and unconditionally (a) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of Chancery, and not in any other state or federal court in the United States of America or any court in any other country, (b) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (c) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery and (d) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee Director hereby irrevocably and unconditionally (ai) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Chancery Court of Chancerythe State of Delaware (the "Delaware Court"), and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Court, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be are governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding Proceeding arising out of or in connection with this Agreement shall may be brought only in the Delaware Court of Chancery, Chancery and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding Proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding Proceeding in the Delaware Court of Chancery Court, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding Proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (a) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of Chancery, and not in any other state or federal court in the United States of America or any court in any other country, (b) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (c) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery and (d) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee Director hereby irrevocably and unconditionally (ai) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Chancery Court of Chancerythe State of Delaware (the “Delaware Court”), and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Court, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be are governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding Proceeding arising out of or in connection with this Agreement shall may be brought only in the Delaware Court of Chancery, Chancery and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding Proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding Proceeding in the Delaware Court of Chancery and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding Proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Chancery Court of Chancerythe State of Delaware (the “Delaware Court”), and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be are governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action action, claim, or proceeding between the parties arising out of or in connection with this Agreement shall may be brought only in the Delaware Court of Chancery, and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action action, claim, or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action action, claim, or proceeding in the Delaware Court of Chancery Court, and (div) waive, and agree not to plead or to make, any claim that any such action action, claim, or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among rights and obligations of the parties hereunder shall be governed by, and construed and enforced in accordance with, with and governed by the laws of the State of Delaware, without regard giving effect to its the conflict of laws ruleslaw principles thereof. The Corporation Except with respect to any arbitration commenced by Indemnitee pursuant to Section 14.1 of this Agreement, the Company and Indemnitee hereby irrevocably and unconditionally unconditionally: (a) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of Chancery, and not in any other state or federal court in the United States of America or any court in any other country, Court; (b) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, ; (c) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Court; and (d) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum, or is subject (in whole or in part) to a jury trial.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of ChanceryChancery Court, and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Chancery Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Court, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Chancery Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (a) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of Chancery, and not in any other state or federal court in the United States of America or any court in any other country, (b) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (c) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Chancery, and (d) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Each of the General Partner, the Partnership and Indemnitee hereby irrevocably and unconditionally (ai) agree agrees that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of ChanceryCourt, and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent consents to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive waives any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Court, and (div) waivewaives, and agree agrees not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of Chancery, Chancery of the State of Delaware and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery such courts for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery any such court, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery any such court has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of ChanceryChancery of the State of Delaware (the “Delaware Court”), and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Court, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among between the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of Chancery, and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action or proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court of Chancery Chancery, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally (ai) agree that any action or proceeding Proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court of ChanceryChancery Court, and not in any other state or federal court in the United States of America or any court in any other country, (bii) consent to submit to the exclusive jurisdiction of the Delaware Chancery Court of Chancery for purposes of any action or proceeding Proceeding arising out of or in connection with this Agreement, (ciii) waive any objection to the laying of venue of any such action or proceeding Proceeding in the Delaware Court of Chancery Court, and (div) waive, and agree not to plead or to make, any claim that any such action or proceeding Proceeding brought in the Delaware Chancery Court of Chancery has been brought in an improper or inconvenient forum.

APPLICABLE LAW AND CONSENT TO JURISDICTION. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. The Corporation Company and Indemnitee hereby irrevocably and unconditionally unconditionally: (a) agree that any action action, claim or proceeding between the parties arising out of or in connection with this Agreement shall be brought only in the Delaware Court of Chancery, and not in any other state or federal court in the United States of America or any court in any other country, ; (b) consent to submit to the exclusive jurisdiction of the Delaware Court of Chancery for purposes of any action action, claim or proceeding arising out of or in connection with this Agreement, ; (c) waive any objection to the laying of venue of any such action action, claim or proceeding in the Delaware Court of Chancery Court; and (d) waive, and agree not to plead or to make, any claim that any such action action, claim or proceeding brought in the Delaware Court of Chancery has been brought in an improper or inconvenient forum.