Common use of Jurisdiction; Venue; Services of Process Clause in Contracts

Jurisdiction; Venue; Services of Process. Each party to this Agreement, by its execution hereof, (a) hereby irrevocably submits to the exclusive jurisdiction and venue of the Court of Chancery of the State of Delaware (unless the Court of Chancery of the State of Delaware declines to accept jurisdiction over a particular matter, in which case, in any state courts of the State of Delaware or the United States District Court located in the State of Delaware) for the purpose of any dispute between any of the parties hereto arising in whole or in part under or in connection with this Agreement, (b) hereby waives to the extent not prohibited by applicable legal requirements, and agrees not to assert, by way of motion, as a defense or otherwise, in any such action, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that any such action brought in one of the above-named courts should be dismissed on grounds of forum non conveniens, should be transferred or removed to any court other than one of the above-named courts, should be stayed by reason of the pendency of some other proceeding in any other court other than one of the above-named courts, or that this agreement or the subject matter hereof may not be enforced in or by such court and (c) hereby agrees not to commence any such action other than before one of the above-named courts. Notwithstanding the previous sentence, a party hereto may commence any action in a court other than those described in this Section 7.9 above for the purpose of enforcing an order or judgment issued by one of the above-named courts. Each party hereto hereby (a) consents to service of process in any action between the parties arising in whole or in part under or in connection with this Agreement in any manner permitted by Delaware law, (b) agrees that service of process made in accordance with clause (a) will constitute good and valid service of process in any such action and (c) waives and agrees not to assert (by way of motion, as a defense, or otherwise) in any such action any claim that service of process made in accordance with clause (a) or (b) does not constitute good and valid service of process.

Jurisdiction; Venue; Services of Process. Each party to this Agreement, by its execution hereof, (a) of the parties hereto hereby irrevocably submits and unconditionally consents to submit to the exclusive jurisdiction and venue of the Delaware Court of Chancery of in and for New Castle County, or in the State of Delaware event (unless but only in the Court of Chancery of the State of Delaware declines to accept event) that such court does not have subject matter jurisdiction over a particular mattersuch action or Proceeding, in which case, in any state courts of the State of Delaware or the United States District Court located in for the State District of Delaware) , for any Proceeding arising out of or relating to this Agreement and the purpose of any dispute between any of the parties hereto arising in whole or in part under or in connection with this Agreement, transactions contemplated hereby (b) hereby waives to the extent not prohibited by applicable legal requirements, and agrees not to assert, by way of motion, as a defense or otherwise, in any such action, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that any such action brought in one of the above-named courts should be dismissed on grounds of forum non conveniens, should be transferred or removed to any court other than one of the above-named courts, should be stayed by reason of the pendency of some other proceeding in any other court other than one of the above-named courts, or that this agreement or the subject matter hereof may not be enforced in or by such court and (c) hereby agrees not to commence any Proceeding relating thereto except in such action other than before one of the above-named courts. Notwithstanding the previous sentence), a party hereto may commence any action in a court other than those described in this Section 7.9 above for the purpose of enforcing an order or judgment issued by one of the above-named courts. Each party hereto hereby (a) consents to service of process in any action between the parties arising in whole or in part under or in connection with this Agreement in any manner permitted by Delaware law, (b) and further agrees that service of process made any process, summons, notice or document by U.S. registered mail to its respective address set forth in accordance with clause (a) will constitute good and valid this Agreement shall be effective service of process for any Proceeding brought against it in any such court. Each of the parties hereto hereby irrevocably and unconditionally waives any objection to the laying of venue of any Proceeding arising out of this Agreement or the transactions contemplated hereby in the Delaware Court of Chancery in and for New Castle County, or in the event (but only in the event) that such court does not have subject matter jurisdiction over such action or Proceeding, the United States District Court for the District of Delaware, and (c) hereby further irrevocably and unconditionally waives and agrees not to assert (by way plead or claim in any such court that any such Proceeding brought in any such court has been brought in an inconvenient forum. Each of motion, as the parties hereto agrees that a defense, or otherwise) final judgment in any such action or Proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any claim that service of process made in accordance with clause (a) or (b) does not constitute good and valid service of processother manner provided by Law.