CONSENT TO JURISDICTION AND SERVICE OF PROCESS; WAIVER OF JURY TRIAL. (a) All Actions arising out of or relating to this Agreement shall be heard and determined exclusively in any state or federal court located in the State of New York (or in any appellate court thereof) (the “Specified Courts”). Each party hereto hereby (a) submits to the exclusive jurisdiction of any Specified Court for the purpose of any Action arising out of or relating to this Agreement brought by any party hereto and (b) irrevocably waives, and agrees not to assert by way of motion, defense or otherwise, in any such Action, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the Action is brought in an inconvenient forum, that the venue of the Action is improper, or that this Agreement or the transactions contemplated hereby may not be enforced in or by any Specified Court. Each party agrees that a final judgment in any Action shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Lxx. Each party irrevocably consents to the service of the summons and complaint and any other process in any other Action relating to the transactions contemplated by this Agreement, on behalf of itself, or its property, by personal delivery of copies of such process to such party at the applicable address set forth in Section 3.8. Nothing in this Section 3.3 shall affect the right of any party to serve legal process in any other manner permitted by Lxx.
Appears in 4 contracts
Samples: Company Shareholder Support Agreement (TETE Technologies Inc), Company Shareholder Support Agreement (TETE Technologies Inc), Company Shareholder Support Agreement (TETE Technologies Inc)
CONSENT TO JURISDICTION AND SERVICE OF PROCESS; WAIVER OF JURY TRIAL. Any claim, action, suit, assessment, arbitration or proceeding (acollectively, an “Action”) All Actions based upon, arising out of or relating related to this Agreement Agreement, or the transactions contemplated hereby (whether in contract, tort or otherwise), shall be heard and determined exclusively brought in the Court of Chancery of the State of Delaware or, if such court declines to exercise jurisdiction, any federal or state or federal court located in the State of New York (or in any appellate court thereof) (Delaware, and each of the “Specified Courts”). Each party hereto hereby (a) parties irrevocably submits to the exclusive jurisdiction of each such court in any Specified Court for such Action, waives any objection it may now or hereafter have to personal jurisdiction, venue or to convenience of forum, agrees that all claims in respect of the purpose of Action shall be heard and determined only in any such court, and agrees not to bring any Action arising out of or relating to this Agreement brought by any party hereto and (b) irrevocably waives, and agrees not to assert by way of motion, defense or otherwise, in any such Action, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the Action is brought in an inconvenient forum, that the venue of the Action is improper, or that this Agreement or the transactions contemplated hereby may not be enforced in or by any Specified Court. Each party agrees that a final judgment in any Action shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Lxx. Each party irrevocably consents to the service of the summons and complaint and any other process in any other Action relating to the transactions contemplated by this Agreement, on behalf of itself, or its property, by personal delivery of copies of such process to such party at the applicable address set forth in Section 3.8court. Nothing in this Section 3.3 herein contained shall be deemed to affect the right of any party to serve legal process in any other manner permitted by Lxxlaw, or to commence legal proceedings or otherwise proceed against any other party in any other jurisdiction, in each case, to enforce judgments obtained in any Action brought pursuant to this Section 5(b). EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY ACTION BASED UPON, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
Appears in 2 contracts
Samples: Stockholder’s Agreement (FAST Sponsor II LLC), Stockholder’s Agreement (Falcon's Beyond Global, Inc.)
CONSENT TO JURISDICTION AND SERVICE OF PROCESS; WAIVER OF JURY TRIAL. (a) All Actions Any Action based upon, arising out of or relating related to this Agreement Sponsor Agreement, or the transactions contemplated hereby (whether in contract, tort or otherwise), shall be heard and determined exclusively brought in the Court of Chancery of the State of Delaware or, if such court declines to exercise jurisdiction, any federal or state or federal court located in the State of New York (or in any appellate court thereof) (Delaware, and each of the “Specified Courts”). Each party hereto hereby (a) parties irrevocably submits to the exclusive jurisdiction of each such court in any Specified Court for such Action, waives any objection it may now or hereafter have to personal jurisdiction, venue or to convenience of forum, agrees that all claims in respect of the purpose of Action shall be heard and determined only in any such court, and agrees not to bring any Action arising out of or relating to this Agreement brought by any party hereto and (b) irrevocably waives, and agrees not to assert by way of motion, defense or otherwise, in any such Action, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the Action is brought in an inconvenient forum, that the venue of the Action is improper, or that this Sponsor Agreement or the transactions contemplated hereby may not be enforced in or by any Specified Court. Each party agrees that a final judgment in any Action shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Lxx. Each party irrevocably consents to the service of the summons and complaint and any other process in any other Action relating to the transactions contemplated by this Agreement, on behalf of itself, or its property, by personal delivery of copies of such process to such party at the applicable address set forth in Section 3.8court. Nothing in this Section 3.3 herein contained shall be deemed to affect the right of any party to serve legal process in any other manner permitted by LxxLaw, or to commence legal proceedings or otherwise proceed against any other party in any other jurisdiction, in each case, to enforce judgments obtained in any Action brought pursuant to this Section 3.3. EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY ACTION BASED UPON, ARISING OUT OF OR RELATED TO THIS SPONSOR AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
Appears in 2 contracts
Samples: Sponsor Support Agreement (FAST Acquisition Corp. II), Sponsor Support Agreement (FAST Acquisition Corp. II)
CONSENT TO JURISDICTION AND SERVICE OF PROCESS; WAIVER OF JURY TRIAL. (a) All Actions To the fullest extent permitted by applicable Law, any proceeding or Action based upon, arising out of or relating related to this Sponsor Agreement shall or the transactions contemplated hereby must be heard and determined exclusively brought in any state or federal court located in the Court of Chancery of the State of New York Delaware (or, to the extent such court does not have subject matter jurisdiction, the Superior Court of the State of Delaware), or, if it has or can acquire jurisdiction, in any appellate court thereof) the United States District Court for the District of Delaware, and each of the parties hereto irrevocably (the “Specified Courts”). Each party hereto hereby (ai) submits to the exclusive jurisdiction of each such court in any Specified Court for the purpose such proceeding or Action, (ii) waives any objection it may now or hereafter have to personal jurisdiction, venue or convenience of forum, (iii) agrees that all claims in respect of such proceeding or Action shall be heard and determined only in any such court and (iv) agrees not to bring any proceeding or Action arising out of or relating to this Agreement brought by any party hereto and (b) irrevocably waives, and agrees not to assert by way of motion, defense or otherwise, in any such Action, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the Action is brought in an inconvenient forum, that the venue of the Action is improper, or that this Sponsor Agreement or the transactions contemplated hereby may not be enforced in or by any Specified Court. Each party agrees that a final judgment in any Action shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Lxx. Each party irrevocably consents to the service of the summons and complaint and any other process in any other Action relating to the transactions contemplated by this Agreement, on behalf of itself, or its property, by personal delivery of copies of such process to such party at the applicable address set forth in Section 3.8court. Nothing in this Section 3.3 herein contained shall be deemed to affect the right of any party hereto to serve legal process in any other manner permitted by Lxx.Law or to commence Actions or otherwise proceed against any other party hereto in any other jurisdiction, in each case, to enforce judgments obtained in any Action, suit or proceeding brought pursuant to this Section 3.4.
Appears in 1 contract
Samples: Sponsor Support Agreement (Everest Consolidator Acquisition Corp)