Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delaware.
Appears in 9 contracts
Samples: Voting and Support Agreement (Corner Growth Acquisition Corp.), Company Support Agreement (Software Acquisition Group Inc. III), Support Agreement (dMY Technology Group, Inc. IV)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to conflicts of laws principles or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws Law of another any jurisdiction other than the State of Delaware.
Appears in 8 contracts
Samples: Support Agreement (CBRE Acquisition Holdings, Inc.), Support Agreement (Greenidge Generation Holdings Inc.), Sponsor Agreement (Falcon Capital Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the internal Laws of the State of Delaware, including its statute of limitations, without giving effect to principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws or statute of limitations of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 8 contracts
Samples: Lock Up Agreement (Thunder Bridge Capital Partners IV, Inc.), Company Support Agreement (Thunder Bridge Capital Partners IV, Inc.), Company Support Agreement (Quantum FinTech Acquisition Corp)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and that would require or permit result in the application of the Laws of another jurisdiction any other than the State of Delawarejurisdiction’s Laws.
Appears in 6 contracts
Samples: Stockholder Support Agreement (Insight Acquisition Corp. /DE), Stockholder Support Agreement (Insight Acquisition Corp. /DE), Stockholder Support Agreement (Blackstone Products, Inc.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (North Mountain Merger Corp.), Support Agreement (Graf Acquisition Corp. IV), Subscription Agreement (LGL Systems Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated herebyAgreement, shall be governed by, by and construed in accordance with, with the Laws of the State of Delaware, without giving effect to principles any choice of law or rules conflict of conflicts law provision or rule (whether of laws to the extent such principles State of Delaware or rules are not mandatorily applicable and any other jurisdiction) that would require or permit cause the application of the Laws Law of another any jurisdiction other than the State of Delaware.
Appears in 5 contracts
Samples: Support Agreement (Mount Rainier Acquisition Corp.), Support Agreement (Otonomo Technologies Ltd.), Form of Support Agreement (Software Acquisition Group Inc. II)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, Agreement and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, any disputes relating hereto shall be governed by, and construed in accordance with, the Laws laws of the State of Delaware, Delaware (without giving effect to choice of law or conflict of law principles thereof or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and any other jurisdiction that would require or permit cause the application of the Laws any laws of another any jurisdiction other than the State of Delaware).
Appears in 5 contracts
Samples: Support Agreement (Sunrun Inc.), Support Agreement (Vivint Solar, Inc.), Support Agreement (Sunrun Inc.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, of or related to this Agreement or the transactions contemplated hereby, hereby shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Big Cypress Acquisition Corp.), Agreement and Plan of Merger (Osprey Technology Acquisition Corp.), Form of Support Agreement (Big Cypress Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, the rights and all claims duties of the parties hereto, and any disputes (whether in contract, tort or causes of action based upon, statute) arising out of, under or related to in connection with this Agreement or the transactions contemplated hereby, shall will be governed by, by and construed and enforced in accordance with, with the Laws of the State of Delaware, without giving effect to any principles or rules of conflicts conflict of laws Laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 4 contracts
Samples: Lockup Agreement (Experience Investment Corp.), Lockup Agreement (Experience Investment Corp.), Lockup Agreement (Experience Investment Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement and any action, suit, dispute, controversy or claim arising out of this Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated herebyvalidity, interpretation, breach or termination of this Agreement, shall be governed by, by and construed in accordance with, with the Laws internal law of the State of Delaware, without giving effect to Delaware regardless of the law that might otherwise govern under applicable principles or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarelaw thereof.
Appears in 3 contracts
Samples: Company Shareholder Support Agreement (Endurance Acquisition Corp.), Company Shareholder Support Agreement (Valens Semiconductor Ltd.), Company Shareholder Support Agreement (PTK Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This a)This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles any choice or rules conflict of conflicts of laws to the extent such principles law provision or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarerule.
Appears in 2 contracts
Samples: Voting and Support Agreement (Khan Nazar M.), Voting and Support Agreement (Stammtisch Investments LLC)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) a. This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to conflicts of laws principles or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws Law of another any jurisdiction other than the State of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Greenidge Generation Holdings Inc.), Agreement and Plan of Merger (Support.com, Inc.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (BRAC Lending Group LLC), Agreement and Plan of Merger (Big Rock Partners Sponsor, LLC)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, of or related to any representation or warranty made in or in connection with this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 2 contracts
Samples: Company Members Support Agreement (FAST Acquisition Corp. II), Company Members Support Agreement (FAST Acquisition Corp. II)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles any choice or rules conflict of conflicts of laws to the extent such principles law provision or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarerule.
Appears in 2 contracts
Samples: Voting and Support Agreement (Pascual Bryan J.), Voting and Support Agreement (Altimar Acquisition Corp. II)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delaware.jurisdiction..
Appears in 1 contract
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated herebyhereby (whether based on contract, tort, equity or otherwise), shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws (whether of the State of Delaware or of any other jurisdiction) to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 1 contract
Samples: Company Stockholder Support Agreement (AMCI Acquisition Corp. II)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws laws of the State of Delaware, without giving effect to principles or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws laws of another jurisdiction other than the State of Delaware.
Appears in 1 contract
Samples: Stockholder Support Agreement (CM Life Sciences II Inc.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts of laws Laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delaware.
Appears in 1 contract
Samples: Sponsor Support Agreement (Corner Growth Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated herebyMerger, shall be governed by, by and construed in accordance with, with the Laws laws of the State of Delaware, without giving effect to principles any choice of law or rules conflict of conflicts law provision or rule (whether of laws to the extent such principles State of Delaware or rules are not mandatorily applicable and any other jurisdiction) that would require or permit cause the application of the Laws law of another any jurisdiction other than the State of Delaware.
Appears in 1 contract
Samples: Transaction Support Agreement (Omnichannel Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to conflicts of laws principles or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 1 contract
Samples: Business Combination Agreement (NORTHERN REVIVAL ACQUISITION Corp)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This AgreementAgreement and any disputes relating hereto (in law, and all claims contract, tort or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, otherwise) shall be governed by, and construed in accordance with, the Laws laws of the State of Delaware, Delaware (without giving effect to choice of law or conflict of law principles thereof or rules of conflicts of laws to the extent such principles or rules are not mandatorily applicable and any other jurisdiction that would require or permit cause the application of the Laws any laws of another any jurisdiction other than the State of Delaware).
Appears in 1 contract
Samples: Voting and Support Agreement (Fortress Investment Group LLC)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, the rights and all claims duties of the parties hereto, and any disputes (whether in contract, tort or causes of action based upon, statute) arising out of, under or related to in connection with this Agreement or the transactions contemplated hereby, shall will be governed by, by and construed and enforced in accordance with, with the Laws laws of the State of Delaware, without giving effect to any principles or rules of conflicts conflict of laws to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws laws of another jurisdiction other than the State of Delawarejurisdiction.
Appears in 1 contract
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) a. This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated herebyAgreement, shall be governed by, by and construed in accordance with, with the Laws of the State of Delaware, without giving effect to principles any choice of law or rules conflict of conflicts law provision or rule (whether of laws to the extent such principles State of Delaware or rules are not mandatorily applicable and any other jurisdiction) that would require or permit cause the application of the Laws Law of another any jurisdiction other than the State of Delaware.
Appears in 1 contract
Samples: Sponsor Support Agreement (Mount Rainier Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated herebyhereby (whether based on contract, tort, equity or otherwise), shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without giving effect to principles or rules of conflicts conflict of laws Laws (whether of the State of Delaware or of any other jurisdiction) to the extent such principles or rules are not mandatorily applicable and would require or permit the application of the Laws of another a jurisdiction other than the State of Delaware.
Appears in 1 contract
Samples: Company Stockholder Support Agreement (Soaring Eagle Acquisition Corp.)
Governing Law and Venue; Service of Process; Waiver of Jury Trial. (a) This Agreement, and all claims or causes of action based upon, arising out of, or related to this Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, except that the matters contained in Article II of the Merger Agreement with regards to the effects of the First Merger shall be governed by the MBCA, without giving effect to principles any choice or rules conflict of conflicts of laws to the extent such principles law provision or rules are not mandatorily applicable and would require or permit the application of the Laws of another jurisdiction other than the State of Delawarerule.
Appears in 1 contract
