Consent to Jurisdiction; Waiver of Jury Trial; Specific Performance. (a) In any action or proceeding between any of the parties arising out of or relating to this Agreement or any of the transactions contemplated by this Agreement, each of the parties: (a) irrevocably and unconditionally consents and submits to the exclusive jurisdiction and venue of the Chancery Court of the State of Delaware and the United States District Court for the District of Delaware, and (b) agrees that all claims in respect of such action or proceeding may be heard and determined exclusively in such courts. For purposes of implementing the foregoing, the Stockholder, Parent and Merger Sub does hereby appoint CT Corporation as agent to service of process in the State of Delaware in connection with this Agreement.
Appears in 17 contracts
Samples: Document Stockholder Agreement (Manufacturers Services LTD), Stockholder Agreement (Celestica Inc), Stockholder Agreement (Celestica Inc)
Consent to Jurisdiction; Waiver of Jury Trial; Specific Performance. (a) In any action or proceeding between any of the parties arising out of or relating to this Agreement or any of the transactions contemplated by this Agreement, each of the parties: (a) irrevocably and unconditionally consents and submits to the exclusive jurisdiction and venue of the Chancery Court of the State of Delaware and the United States District Court for the District of Delaware, and (b) agrees that all claims in respect of such action or proceeding may be heard and determined exclusively in such courts. For purposes of implementing the foregoing, each of the Stockholder, Parent the Buyer and Merger the Transitory Sub does hereby appoint CT Corporation Corporation, as agent to service of process in the State of Delaware in connection with this Agreement.
Appears in 5 contracts
Samples: Voting and Stockholder Option Agreement (Danaher Corp /De/), Voting and Stockholder Option Agreement (Visual Networks Inc), Voting and Stockholder Option Agreement (Danaher Corp /De/)
Consent to Jurisdiction; Waiver of Jury Trial; Specific Performance. (a) In any action or proceeding between any of the parties arising out of or relating to this Agreement or any of the transactions contemplated by this Agreement, each of the parties: (a) irrevocably and unconditionally consents and submits to the exclusive jurisdiction and venue of the Chancery Court of the State of Delaware and the United States District Court for the District of Delaware, and (b) agrees that all claims in respect of such action or proceeding may be heard and determined exclusively in such courts. For purposes of implementing the foregoing, the Stockholder, Parent and Merger Sub does hereby appoint CT Ct Corporation as agent to service of process in the State of Delaware in connection with this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Manufacturers Services LTD), Document Stockholder Agreement (Manufacturers Services LTD), Document Stockholder Agreement (Manufacturers Services LTD)