Common use of Jurisdiction; Forum Clause in Contracts

Jurisdiction; Forum. Each Party (a) irrevocably and unconditionally submits to the personal jurisdiction of the Court of Chancery of the State of Delaware (and in the absence of jurisdiction in the Court of Chancery of the State of Delaware, each Party hereto irrevocably and unconditionally submits to the personal jurisdiction of any federal court or other state court located in the State of Delaware) (the “Chosen Courts”), (b) agrees that it shall not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such Chosen Court, (c) agrees that any Actions arising in connection with or relating to this Agreement or the Transactions shall be brought, tried and determined only in the Chosen Courts, (d) waives any claim of improper venue or any claim that the Chosen Courts are an inconvenient forum and (e) agrees that it shall not bring any Action relating to this Agreement or the Transactions in any court other than the Chosen Courts. Each of the Parties hereby irrevocably and unconditionally waives, and agrees not to assert, by way of motion or as a defense, counterclaim or otherwise, in any action or proceeding arising out of or relating to this Agreement or the Transactions: (i) any claim that such Party is not personally subject to the jurisdiction of the Chosen Courts as described herein for any reason; (ii) that it or its property is exempt or immune from jurisdiction of any such Chosen Court or from any legal process commenced in such courts (whether through service of process, attachment prior to judgment, attachment in aid of execution of judgment, execution of judgment or otherwise); and (iii) that (A) the Action in any such court is brought in an inconvenient forum, (B) the venue of such Action is improper or (C) this Agreement, or the subject matter hereof, may not be enforced in or by such Chosen Courts.

Jurisdiction; Forum. Each Party party (ai) irrevocably and unconditionally submits to the personal jurisdiction of the Court courts of Chancery of Amsterdam, the State of Delaware (Netherlands and in the absence of jurisdiction in the Court of Chancery of the State of Delaware, each Party hereto irrevocably and unconditionally submits to the personal jurisdiction of any federal appellate court or other state court located in the State of Delaware) therefrom (the “Dutch Chosen Courts”), (bii) agrees that it shall will not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such Dutch Chosen Court, (ciii) agrees that any Actions arising in connection with or relating to this Agreement or the Transactions transactions contemplated by this Agreement shall be brought, tried and determined only in the Dutch Chosen Courts, (div) waives any claim of improper venue or any claim that the Dutch Chosen Courts are an inconvenient forum and (ev) agrees that it shall will not bring any Action relating to this Agreement or the Transactions transactions contemplated by this Agreement in any court other than the Dutch Chosen Courts. Each of the Parties hereby irrevocably and unconditionally waives, and agrees not to assert, by way of motion or as a defense, counterclaim or otherwise, in any action or proceeding arising out of or relating to this Agreement or the Transactionstransactions contemplated by this Agreement: (iA) any claim that such Party party is not personally subject to the jurisdiction of the Dutch Chosen Courts as described herein for any reason; (iiB) that it or its property is exempt or immune from jurisdiction of any such Dutch Chosen Court or from any legal process commenced in such courts (whether through service of process, attachment prior to judgment, attachment in aid of execution of judgment, execution of judgment or otherwise); and (iiiC) that (A1) the Action in any such court is brought in an inconvenient forum, (B2) the venue of such Action is improper or (C3) this Agreement, or the subject matter hereof, may not be enforced in or by such Dutch Chosen Courts.

Jurisdiction; Forum. Each Party party (ai) irrevocably and unconditionally submits to the personal jurisdiction of the Court of Chancery of the State of Delaware (and in the absence of jurisdiction in the Court of Chancery of the State of Delaware, each Party hereto irrevocably and unconditionally submits to the personal jurisdiction of any federal court or other state court located in the State of Delaware) (the “Chosen Courts”), (bii) agrees that it shall will not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such Chosen Court, (ciii) agrees that any Actions arising in connection with or relating to this Agreement or the Transactions transactions contemplated by this Agreement or by the Purchase Agreement shall be brought, tried and determined only in the Chosen Courts, (div) waives any claim of improper venue or any claim that the Chosen Courts are an inconvenient forum and (ev) agrees that it shall will not bring any Action relating to this Agreement or the Transactions transactions contemplated by this Agreement or by the Purchase Agreement in any court other than the Chosen Courts. Each of the Parties hereby irrevocably and unconditionally waives, and agrees not to assert, by way of motion or as a defense, counterclaim or otherwise, in any action or proceeding arising out of or relating to this Agreement or the Transactionstransactions contemplated by this Agreement or by the Purchase Agreement: (iA) any claim that such Party party is not personally subject to the jurisdiction of the Chosen Courts as described herein for any reason; (iiB) that it or its property is exempt or immune from jurisdiction of any such Chosen Court or from any legal process commenced in such courts (whether through service of process, attachment prior to judgment, attachment in aid of execution of judgment, execution of judgment or otherwise); and (iiiC) that (A1) the Action in any such court is brought in an inconvenient forum, (B2) the venue of such Action is improper or (C3) this Agreement, or the subject matter hereof, may not be enforced in or by such Chosen Courts.

Jurisdiction; Forum. Each Party (a) hereby irrevocably and unconditionally submits submits, for itself and its property, to the personal exclusive jurisdiction of the Chancery Court of Chancery of the State of Delaware (and in the absence of jurisdiction in the Court of Chancery of or, where such court does not have jurisdiction, any state or federal court within the State of Delaware, each Party hereto irrevocably and unconditionally submits to the personal jurisdiction of any federal court or other state court located in the State of Delaware) Delaware (the “Chosen Courts”), (b) agrees that it shall not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such Chosen Court, (c) agrees that any Actions arising in connection with out of or relating to this Agreement or the Transactions transactions contemplated by this Agreement shall be brought, tried and determined only in the Chosen Courts, (d) waives any claim of improper venue or any claim that the Chosen Courts are an inconvenient forum and (e) agrees that it shall not bring any Action relating to this Agreement or the Transactions transactions contemplated by this Agreement in any court other than the Chosen Courts. Each of the Parties hereby irrevocably and unconditionally waives, and agrees not to assert, by way of motion or as a defense, counterclaim or otherwise, in any action or proceeding arising out of or relating to this Agreement or the Transactions: (i) any claim that such Party is not personally subject to the jurisdiction of the Chosen Courts as described herein for any reason; (ii) that it or its property is exempt or immune from jurisdiction of any such Chosen Court or from any legal process commenced in such courts (whether through service of process, attachment prior to judgment, attachment in aid of execution of judgment, execution of judgment or otherwise); and (iii) that (A) the Action in any such court is brought in an inconvenient forum, (B) the venue of such Action is improper or (C) transactions contemplated by this Agreement, any objection to venue laid therein, any objection on the grounds of forum non conveniens, or any objection based on or on account of its place of incorporation or domicile, which it may now or hereafter have to the subject matter hereof, may not be enforced in or by such Chosen Courtsbringing of any such.