Common use of Jurisdiction; Venue; Waiver of Jury Trial Clause in Contracts

Jurisdiction; Venue; Waiver of Jury Trial. Any controversy or claim, action, suit or proceeding arising out of or relating to this Agreement or the Notes shall be brought in a State court in Cxxx County, Illinois or, if it has or can acquire jurisdiction, any Federal court located in such State and County, and EACH OF THE PARTIES HERETO, AFTER CONSULTING WITH OR HAVING HAD THE OPPORTUNITY TO CONSULT WITH COUNSEL, HEREBY KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY SUBMITS TO THE EXCLUSIVE PERSONAL JURISDICTION OF SUCH COURTS AND WAIVES TRIAL BY JURY, IN EACH CASE IN CONNECTION WITH ANY CONTROVERSY, CLAIM, ACTION, SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS NOTE. Each of the parties hereto hereby irrevocably and unconditionally waives any objection to the laying of venue of any controversy, claim, action, suit or proceeding arising out of or relating to the Agreement, the Notes, or the transactions contemplated hereby or thereby, in the courts of the State of Illinois or the United States of America, in each case located in Cxxx County, and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such matter brought in any such court has been brought in an inconvenient forum. Each party hereby irrevocably waives personal service of process and consents to process being served in any such controversy, claim, suit, action or proceeding by mailing a copy thereof to such party at the address for such notices to it under this Note and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law.

Jurisdiction; Venue; Waiver of Jury Trial. Any controversy or claim, action, suit or proceeding arising out of or relating to this Agreement or the Notes Note shall be brought in a State court in Cxxx County, Illinois or, if it has or can acquire jurisdiction, any Federal court located in such State and County, and EACH OF THE PARTIES HERETO, AFTER CONSULTING WITH OR HAVING HAD THE OPPORTUNITY TO CONSULT WITH COUNSEL, HEREBY KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY SUBMITS TO THE EXCLUSIVE PERSONAL JURISDICTION OF SUCH COURTS AND WAIVES TRIAL BY JURY, IN EACH CASE IN CONNECTION WITH ANY CONTROVERSY, CLAIM, ACTION, SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS NOTE. Each of the parties hereto hereby irrevocably and unconditionally waives any objection to the laying of venue of any controversy, claim, action, suit or proceeding arising out of or relating to the Agreement, the Notesthis Note, or the transactions contemplated hereby or therebyhereby, in the courts of the State of Illinois or the United States of America, in each case located in Cxxx County, and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such matter brought in any such court has been brought in an inconvenient forum. Each party hereby irrevocably waives personal service of process and consents to process being served in any such controversy, claim, suit, action or proceeding by mailing a copy thereof to such party at the address for such notices to it under this Note and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law.

Jurisdiction; Venue; Waiver of Jury Trial. Any controversy or claim, action, suit or proceeding arising out of or relating to this Agreement or the Notes shall be brought in a State court in Cxxx Santa Xxxxx County, Illinois California or, if it has or can acquire jurisdiction, any Federal court located in such State and County, and EACH OF THE PARTIES HERETO, AFTER CONSULTING WITH OR HAVING HAD THE OPPORTUNITY TO CONSULT WITH COUNSEL, HEREBY KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY SUBMITS TO THE EXCLUSIVE PERSONAL JURISDICTION OF SUCH COURTS AND WAIVES TRIAL BY JURY (AND AGREES NOT TO REQUEST TRIAL BY JURY), IN EACH CASE IN CONNECTION WITH ANY CONTROVERSY, CLAIM, ACTION, SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS NOTEAGREEMENT. Each of the parties hereto hereby irrevocably and unconditionally waives any objection to the laying of venue of any controversy, claim, action, suit or proceeding arising out of or relating to the this Agreement, the Notes, or the transactions contemplated hereby or therebyhereby, in the courts of the State of Illinois California or the United States of America, in each case located in Cxxx Santa Xxxxx County, and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such matter brought in any such court has been brought in an inconvenient forum. Each party hereby irrevocably waives personal service of process and consents to process being served in any such controversy, claim, suit, action or proceeding by mailing a copy thereof to such party at the address for such notices to it under this Note Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law. [Signature Page Follows] The parties have executed this Investors’ Rights Agreement as of the date first written above. COMPANY: HORIZON PHARMA, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Address: 0000 Xxxxxx Xxxx., Xxxxx 000 Xxxxxxxxxx, XX 00000 SIGNATURE PAGE TO INVESTORS’ RIGHTS AGREEMENT OF HORIZON PHARMA, INC. The parties have executed this Investors’ Rights Agreement as of the date first written above. INVESTORS: ESSEX WOODLANDS HEALTH VENTURES FUND VII, LP By: Essex Woodlands Health Ventures VII, LP. Its: General Partner By: Essex Woodlands Health Ventures VII, L.L.C. Its: General Partner By: /s/ Xxxx Xxxxxxx Xxxx Xxxxxxx, Managing Director Notice to: 000 Xxxxxx Xx., 3rd Floor Palo Alto, CA 94301 Attn: Xxxx Xxxxxxx, PhD Fax: (000) 000-0000 And a copy to: K&L Gates LLP 00 X. Xxxxxxx St., Suite 100 Chicago, Illinois 60602 Attn: Xxxxx X. Xxxxxx, Esq. Fax: (000) 000-0000 SIGNATURE PAGE TO INVESTORS’ RIGHTS AGREEMENT OF HORIZON PHARMA, INC. The parties have executed this Investors’ Rights Agreement as of the date first written above. INVESTORS: SCALE VENTURE PARTNERS II, LP By: Scale Venture Management II, LLC Its: General Partner /s/ Xxx Xxxx Xxx Xxxx Managing Director SIGNATURE PAGE TO INVESTORS’ RIGHTS AGREEMENT OF HORIZON PHARMA, INC. The parties have executed this Investors’ Rights Agreement as of the date first written above. INVESTORS: XXXXXX HILL VENTURES, A CALIFORNIA LIMITED PARTNERSHIP By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Managing Director of the General Partner XXXXXXX X. XXXX AND XXXXXXXXX X. XXXX AS TRUSTEES OF XXXXXXX X. AND XXXXXXXXX X. XXXX TRUST AGREEMENT DATED 10/31/00 By: /s/ Xxxxxxx X. Xxxx Xxxxxxx X. Xxxx, Trustee SIGNATURE PAGE TO INVESTORS’ RIGHTS AGREEMENT OF HORIZON PHARMA, INC. The parties have executed this Investors’ Rights Agreement as of the date first written above. INVESTORS: