Common use of Dispute Resolution; Consent to Jurisdiction Clause in Contracts

Dispute Resolution; Consent to Jurisdiction. All disputes between or among any Persons arising out of or in any way connected with the Plan, this Agreement or the Option shall be solely and finally settled by the Committee, acting in good faith, the determination of which shall be final. Any matters not covered by the preceding sentence shall be solely and finally settled in accordance with the Plan, and the Participant and the Company consent to the personal jurisdiction of the United States federal and state courts sitting in Wilmington, Delaware, as the exclusive jurisdiction with respect to matters arising out of or related to the enforcement of the Committee’s determinations and resolution of matters, if any, related to the Plan or this Agreement not required to be resolved by the Committee. Each such Person hereby irrevocably consents to the service of process of any of the aforementioned courts in any such suit, action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to the last known address of such Person, such service to become effective ten (10) days after such mailing. Notwithstanding the foregoing, any resolution of any disputes under the Restrictive Covenant Agreement set forth in Exhibit A shall be resolved as set forth in, and adjudicated pursuant to jurisdiction and venue as specified in, the Restrictive Covenant Agreement in Exhibit A.

Dispute Resolution; Consent to Jurisdiction. All disputes between or among any Persons arising out of or in any way connected with the Plan, this Agreement or the Option RSUs shall be solely and finally settled by the Committee, acting in good faith, the determination of which shall be finalfinal (to the maximum extent permitted by applicable law). Any matters not covered by the preceding sentence shall be solely and finally settled in accordance with the Plan, and the Participant and the Company consent to the personal jurisdiction of the United States federal and state courts sitting in Wilmington, Delaware, as the exclusive jurisdiction with respect to matters arising out of or related to the enforcement of the Committee’s determinations and resolution of matters, if any, related to the Plan or this Agreement not required to be resolved by the Committee. Each such Person hereby irrevocably consents to the service of process of any of the aforementioned courts in any such suit, action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to the last known address of such Person, such service to become effective ten (10) 10 days after such mailing. Notwithstanding For the foregoing, any resolution avoidance of any disputes under the Restrictive Covenant Agreement set forth in Exhibit A shall be resolved as set forth in, and adjudicated pursuant to jurisdiction and venue as specified indoubt, the Restrictive Covenant Company and the Participant acknowledge and agree that any arbitration agreement entered into, whether before or after the Date of Grant, between Participant and the Company or any subsidiary of the Company shall not apply to any dispute arising under or in connection with the Plan, this Agreement in Exhibit A.or the RSUs.

Dispute Resolution; Consent to Jurisdiction. All disputes between or among any Persons arising out of or in any way connected with the Plan, this Agreement or the Option RSUs shall be solely and finally settled by the Committee, acting in good faith, the determination of which shall be final. Any matters not covered by the preceding sentence shall be solely and finally settled in accordance with the Plan, and the Participant and the Company consent to the personal jurisdiction of the United States federal and state courts sitting in Wilmington, Delaware, as the exclusive jurisdiction with respect to matters arising out of or related to the enforcement of the Committee’s determinations and resolution of matters, if any, related to the Plan or this Agreement not required to be resolved by the Committee. Each such Person hereby irrevocably consents to the service of process of any of the aforementioned courts in any such suit, action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to the last known address of such Person, such service to become effective ten (10) days after such mailing. Notwithstanding the foregoing, any resolution of any disputes under the Restrictive Covenant Agreement set forth in Exhibit A shall be resolved as set forth in, and adjudicated pursuant to jurisdiction and venue as specified in, the Restrictive Covenant Agreement in Exhibit A.