Common use of Governing Law and Forum Selection Clause in Contracts

Governing Law and Forum Selection. This Agreement shall be deemed to have been made and entered into in the State of Delaware and shall be construed and enforced in accordance with the laws of the State of Delaware, without regard to the conflicts of laws provisions therein. Employee acknowledges that this Agreement is governed by 6 DE Code § 2708 and it shall conclusively be presumed to be a significant, material and reasonable relationship with this State of Delaware and it shall be enforced whether or not there are other relationships with this State of Delaware. To the extent that any dispute, controversy, or claim under this Agreement arises that is not subject to Arbitration pursuant to Section 23 of this Agreement (“Claim”) or a party breaches Section 23 of this Agreement, the parties agree that the exclusive venue and jurisdiction with respect to any such Claim or dispute shall be in either the Superior Court of Delaware or the federal courts for the District of Delaware. Employee indicates that he has in fact been represented by counsel of his choice and received advice from such counsel in entering this Agreement, including this Section 16. EACH OF THE PARTIES IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY OBJECTION TO THE LAYING OF VENUE OF ANY ACTION, SUIT OR PROCEEDING UNDER SECTION 16 AND ARBITRATION IN DELAWARE AND HEREBY AND THEREBY FURTHER IRREVOCABLY AND UNCONDITIONALLY WAIVES AND AGREES NOT TO PLEAD OR CLAIM IN ANY SUCH COURT THAT ANY SUCH ACTION, SUIT OR PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. THE PARTIES ACKNOWLEDGE THAT DELAWARE HAS PERSONAL JURISDICTION OVER THEM AND THAT THEY SHALL NOT CHALLENGE PERSONAL JURISDICTION IN ANY ACTION OR ARBITRATION BROUGHT IN THOSE FORUMS AS APPLICABLE PURSUANT TO THIS AGREEMENT.

Governing Law and Forum Selection. This Agreement shall be deemed to have been made and entered into in the State of Delaware Florida and shall be construed and enforced in accordance with the laws of the State of DelawareFlorida, without regard to the conflicts of laws provisions therein. Employee acknowledges that this Agreement is governed by 6 DE Code § 2708 and it shall conclusively be presumed to be a significant, material and reasonable relationship with this the State of Delaware Florida and it shall be enforced whether or not there are other relationships with this the State of DelawareFlorida. To the extent that any dispute, controversy, or claim under this Agreement arises that is not subject to Arbitration pursuant to Section 23 of this Agreement (“Claim”) or a party breaches Section 23 of this Agreement, the parties agree that the exclusive venue and jurisdiction with respect to any such Claim or dispute shall be in either the Superior Court Sixth Judicial Circuit for the State of Delaware Florida, located in Pinellas County, Florida, or the federal courts for of the Middle District of DelawareFlorida, Tampa Division. Employee indicates that he has in fact been represented by counsel of his choice and received advice from such counsel in entering this Agreement, including this Section 16. EACH OF THE PARTIES IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY OBJECTION TO THE LAYING OF VENUE OF ANY ACTION, SUIT OR PROCEEDING UNDER SECTION 16 AND ARBITRATION IN DELAWARE FLORIDA AND HEREBY AND THEREBY FURTHER IRREVOCABLY AND UNCONDITIONALLY WAIVES AND AGREES NOT TO PLEAD OR CLAIM IN ANY SUCH COURT THAT ANY SUCH ACTION, SUIT OR PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. THE PARTIES ACKNOWLEDGE THAT DELAWARE FLORIDA HAS PERSONAL JURISDICTION OVER THEM AND THAT THEY SHALL NOT CHALLENGE PERSONAL JURISDICTION IN ANY ACTION OR ARBITRATION BROUGHT IN THOSE FORUMS AS APPLICABLE PURSUANT TO THIS AGREEMENT.

Governing Law and Forum Selection. This Agreement It is the intent of the parties hereto that all questions with respect to the construction of this letter agreement and the rights and liabilities of the parties hereunder shall be deemed to have been made and entered into in the State of Delaware and shall be construed and enforced determined in accordance with the laws of the State of Delaware, without regard to the principles of conflicts of laws provisions therein. Employee acknowledges thereof that this Agreement is governed by 6 DE Code § 2708 and it shall conclusively be presumed to be a significant, material and reasonable relationship with this State would call for the application of Delaware and it shall be enforced whether or not there are the substantive law of any jurisdiction other relationships with this than the State of Delaware. To . (i) Subject to Paragraph 11(a)(ii) below, each party agrees for the extent that exclusive benefit of the other than any disputeand all suits, controversy, actions or claim under this Agreement arises that is not subject proceedings arising out of or relating to Arbitration pursuant to Section 23 of this Agreement (collectively “ClaimProceedings” and individually, a “Proceeding”) or a party breaches Section 23 of this Agreement, the parties agree that the exclusive venue and jurisdiction with respect to any such Claim or dispute shall be maintained in either the Superior Court courts of the State of Delaware or the federal district courts for sitting in Wilmington, Delaware (collectively, the District “Chosen Courts”) and that the Chosen Courts shall have exclusive jurisdiction to hear and determine or settle any such proceeding and that any such Proceedings shall only be brought in the Chosen Courts. Each party irrevocably waives any objection that it may have now or hereafter to the laying of the venue of any Proceedings in the Chosen Courts and any claim that any Proceedings have been brought in an inconvenient forum and further irrevocably agrees that a judgment in any Proceeding brought in the Chosen Courts shall be conclusive and binding upon it and may be enforced in the courts of any other jurisdiction. (ii) Each of the parties hereto agrees that this Agreement involves rights with values of at least $100,000 and that this Agreement has been entered into in express reliance on Section 2708 of Title 6 of the Delaware Code. Each of the parties hereto irrevocably and unconditionally agrees (i) that, to the extent such party is not otherwise subject to service of process in the State of Delaware. Employee indicates , it will appoint (and maintain an agreement with respect to) an agent in the State of Delaware as such party’s agent for acceptance of legal process and notify the other parties hereto of the name and address of said agent, (ii) that he has service of process may also be made on such party by pre-paid certified mail with a validated proof of mailing receipt constituting evidence of valid service sent to such party at the address set forth in fact been represented by counsel of his choice and received advice from such counsel in entering this Agreement, including this Section 16. EACH OF THE PARTIES IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY OBJECTION TO THE LAYING OF VENUE OF ANY ACTIONas such address may be changed from time to time pursuant hereto, SUIT OR PROCEEDING UNDER SECTION 16 AND ARBITRATION IN DELAWARE AND HEREBY AND THEREBY FURTHER IRREVOCABLY AND UNCONDITIONALLY WAIVES AND AGREES NOT TO PLEAD OR CLAIM IN ANY SUCH COURT THAT ANY SUCH ACTIONand (iii) that service made pursuant to clause (i) or (ii) above shall, SUIT OR PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. THE PARTIES ACKNOWLEDGE THAT DELAWARE HAS PERSONAL JURISDICTION OVER THEM AND THAT THEY SHALL NOT CHALLENGE PERSONAL JURISDICTION IN ANY ACTION OR ARBITRATION BROUGHT IN THOSE FORUMS AS APPLICABLE PURSUANT TO THIS AGREEMENTto the fullest extent permitted by applicable law, have the same force and effect as if served upon such party personally within the State of Delaware.

Governing Law and Forum Selection. This Agreement shall be deemed to have been made and entered into in the State of Delaware Florida and shall be construed and enforced in accordance with the laws of the State of DelawareFlorida, without regard to the conflicts of laws provisions therein. Employee acknowledges that this Agreement is governed by 6 DE Code § 2708 and it shall conclusively be presumed to be a significant, material and reasonable relationship with this the State of Delaware Florida and it shall be enforced whether or not there are other relationships with this the State of DelawareFlorida. To the extent that any dispute, controversy, or claim under this Agreement arises that is not subject to Arbitration pursuant to Section 23 25 of this Agreement (“Claim”) or a party breaches Section 23 25 of this Agreement, the parties agree that the exclusive venue and jurisdiction with respect to any such Claim or dispute shall be in either the Superior Court Sixth Judicial Circuit for the State of Delaware Florida, located in Pinellas County, Florida, or the federal courts for of the Middle District of DelawareFlorida, Tampa Division. Employee indicates that he Employee has in fact been represented by counsel of his Employee’s choice and received advice from such counsel in entering this Agreement, including this Section 1618. EACH OF THE PARTIES IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY OBJECTION TO THE LAYING OF VENUE OF ANY ACTION, SUIT OR PROCEEDING UNDER SECTION 16 AND ARBITRATION IN DELAWARE FLORIDA AND HEREBY AND THEREBY FURTHER IRREVOCABLY AND UNCONDITIONALLY WAIVES AND AGREES NOT TO PLEAD OR CLAIM IN ANY SUCH COURT THAT ANY SUCH ACTION, SUIT OR PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. THE PARTIES ACKNOWLEDGE THAT DELAWARE FLORIDA HAS PERSONAL JURISDICTION OVER THEM AND THAT THEY SHALL NOT CHALLENGE PERSONAL JURISDICTION IN ANY ACTION OR ARBITRATION BROUGHT IN THOSE FORUMS AS APPLICABLE PURSUANT TO THIS AGREEMENT.

Governing Law and Forum Selection. This Agreement (i) It is the intent of the parties hereto that all questions with respect to the construction of this letter agreement and the rights and liabilities of the parties hereunder shall be deemed to have been made and entered into in the State of Delaware and shall be construed and enforced determined in accordance with the laws of the State of Delaware, without regard to the principles of conflicts of laws provisions therein. Employee acknowledges thereof that this Agreement is governed by 6 DE Code § 2708 and it shall conclusively be presumed to be a significant, material and reasonable relationship with this State would call for the application of Delaware and it shall be enforced whether or not there are the substantive law of any jurisdiction other relationships with this than the State of Delaware. To the extent that any dispute, controversy, or claim under this Agreement arises that is not subject to Arbitration pursuant . (ii) Subject to Section 23 5.4(iii) below, each party agrees for the exclusive benefit of the other than any and all suits, actions or proceedings arising out of or relating to this Agreement (collectively “ClaimProceedings” and individually, a “Proceeding”) or a party breaches Section 23 of this Agreement, the parties agree that the exclusive venue and jurisdiction with respect to any such Claim or dispute shall be maintained in either the Superior Court courts of the State of Delaware or the federal district courts for sitting in Wilmington, Delaware (collectively, the District “Chosen Courts”) and that the Chosen Courts shall have exclusive jurisdiction to hear and determine or settle any such proceeding and that any such Proceedings shall only be brought in the Chosen Courts. Each party irrevocably waives any objection that it may have now or hereafter to the laying of the venue of any Proceedings in the Chosen Courts and any claim that any Proceedings have been brought in an inconvenient forum and further irrevocably agrees that a judgment in any Proceeding brought in the Chosen Courts shall be conclusive and binding upon it and may be enforced in the courts of any other jurisdiction. (iii) Each of the parties hereto agrees that this Agreement involves rights with values of at least $100,000 and that this Agreement has been entered into in express reliance on Section 2708 of Title 6 of the Delaware Code. Each of the parties hereto irrevocably and unconditionally agrees (i) that, to the extent such party is not otherwise subject to service of process in the State of Delaware. Employee indicates , it will appoint (and maintain an agreement with respect to) an agent in the State of Delaware as such party’s agent for acceptance of legal process and notify the other parties hereto of the name and address of said agent, (ii) that he has service of process may also be made on such party by pre-paid certified mail with a validated proof of mailing receipt constituting evidence of valid service sent to such party at the address set forth in fact been represented by counsel of his choice and received advice from such counsel in entering this Agreement, including this Section 16. EACH OF THE PARTIES IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY OBJECTION TO THE LAYING OF VENUE OF ANY ACTIONas such address may be changed from time to time pursuant hereto, SUIT OR PROCEEDING UNDER SECTION 16 AND ARBITRATION IN DELAWARE AND HEREBY AND THEREBY FURTHER IRREVOCABLY AND UNCONDITIONALLY WAIVES AND AGREES NOT TO PLEAD OR CLAIM IN ANY SUCH COURT THAT ANY SUCH ACTIONand (iii) that service made pursuant to clause (i) or (ii) above shall, SUIT OR PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. THE PARTIES ACKNOWLEDGE THAT DELAWARE HAS PERSONAL JURISDICTION OVER THEM AND THAT THEY SHALL NOT CHALLENGE PERSONAL JURISDICTION IN ANY ACTION OR ARBITRATION BROUGHT IN THOSE FORUMS AS APPLICABLE PURSUANT TO THIS AGREEMENTto the fullest extent permitted by applicable law, have the same force and effect as if served upon such party personally within the State of Delaware.