Common use of Submission to Jurisdiction; Venue Clause in Contracts

Submission to Jurisdiction; Venue. Any action or proceeding against any party hereto with respect to this Agreement shall be brought in the courts of the State of Delaware or of the United States located in the State of Delaware, and, by execution and delivery of this Agreement, each party hereto hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each party hereto irrevocably consents to the service of process at any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party at its address set forth in Section 14.2, such service to become effective 30 days after such mailing. Nothing herein shall affect the right of any party hereto to serve process on any other party hereto in any other manner permitted by law. Each party hereto irrevocably waives any objection which it may now have or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement brought in the courts referred to above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum.

Submission to Jurisdiction; Venue. Any action or proceeding against any party hereto with respect to this Agreement shall be brought in the courts of the State of Delaware New York or of the United States located in the State of DelawareNew York, and, by execution and delivery of this Agreement, each party hereto hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each party hereto irrevocably consents to the service of process at any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party at its address set forth in Section 14.214.3, such service to become effective 30 days after such mailing. Nothing herein shall affect the right of any party hereto to serve process on any other party hereto in any other manner permitted by law. Each party hereto irrevocably waives any objection which it may now have or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement brought in the courts referred to above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum.

Submission to Jurisdiction; Venue. Any action or proceeding against any party hereto with respect to this Agreement, except for (a) any action, proceeding or other dispute with respect to any calculations made under Section 3.5 (which shall be resolved in the manner set forth in Section 3.5(c)), and (b) any action, proceeding or dispute with respect to any adjustment to the Aggregate Merger Shares (which shall be resolved in accordance with Sections 3.3 and 9.3 of this Agreement and in accordance with Section 2.1 of the Holdback Escrow Agreement), shall be brought in the courts Court of Chancery of the State of Delaware or if (but only if) such court does not have subject matter jurisdiction over such action or proceedings, in the courts of the United States located in the State state of Delaware, Delaware and, by execution and delivery of this Agreement, each party hereto hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each party hereto irrevocably consents to the service of process at any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party at its address set forth in Section 14.212.2, such service to become effective 30 thirty days after such mailing. Nothing herein shall affect the right of any party hereto to serve process on any other party hereto in any other manner permitted by law. Each party hereto irrevocably waives any objection which it may now have or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement brought in the courts referred to above and hereby further irrevocably waives and agrees not to plead or claim in any such court that 66 any such action or proceeding brought in any such court has been brought in an inconvenient forum.

Submission to Jurisdiction; Venue. Any action or proceeding against any party Party hereto with respect to this Agreement shall be brought in the courts of the State of Delaware New Jersey or of the United States located in of America for the State District of DelawareNew Jersey, and, by execution and delivery of this Agreement, each party Party hereto hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each party Party hereto irrevocably consents to the service of process at any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party Party at its address set forth in Section 14.210.8, such service to become effective 30 days after such mailing. Nothing herein shall affect the right of any party Party hereto to serve process on any other party Party hereto in any other manner permitted by law. Each party Party hereto irrevocably waives any objection which it may now have or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement brought in the courts court referred to above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum.

Submission to Jurisdiction; Venue. (a) Any legal action or proceeding against any party hereto with respect to this Agreement shall Warrant may be brought in the courts of the State of Delaware or of the United States located in the State of Delaware, and, by execution and delivery of this AgreementWarrant, each party hereto hereby the Company irrevocably accepts for itself and in respect of its property, generally and unconditionally, the non-exclusive jurisdiction of the aforesaid courts. Each party hereto The Company further irrevocably consents to the service of process at out of any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party at its address set forth in Section 14.2, to[ ] such service to become effective 30 days after such mailing. Nothing herein shall affect the right of any party hereto the Holder to serve process on any other party hereto in any other manner permitted by law. Each party hereto law or to commence legal proceedings or otherwise proceed against the Company in any other jurisdiction. (b) The Company hereby irrevocably waives any objection which it may now have or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement Warrant brought in the courts referred to in clause (a) above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum.

Submission to Jurisdiction; Venue. Any action or proceeding against any party hereto with respect to this Agreement shall be brought in the courts of the State of Delaware or of the United States located in the State of Delaware, and, by execution and delivery of this Agreement, each party hereto hereby irrevocably accepts for himself, herself or itself and in respect of his, her or its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each party hereto irrevocably consents to the service of process at any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party at his, her or its address set forth in Section 14.2on the signature page, such service to become effective 30 days after such mailing. Nothing herein shall affect the right of any party hereto to serve process on any other party hereto in any other manner permitted by law. Each party hereto irrevocably waives any objection which it may now have or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement brought in the courts referred to above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum.

Submission to Jurisdiction; Venue. Any action or proceeding against any party Party hereto with respect to this Agreement shall be brought in the courts of the State of Delaware New Jersey or of the United States located in of America for the State District of DelawareNew Jersey, and, by execution and delivery of this Agreement, each party Party hereto hereby irrevocably accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. Each party Party hereto irrevocably consents to the service of process at any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party Party at its address set forth in Section 14.210.2, such service to become effective 30 days after such mailing. Nothing herein shall affect the right of any party Party hereto to serve process on any other party Party hereto in any other manner permitted by law. Each party Party hereto irrevocably waives any objection which it may now have or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement brought in the courts court referred to above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum.