Common use of Specific Enforcement, Consent to Jurisdiction Clause in Contracts

Specific Enforcement, Consent to Jurisdiction. The Company and Subscriber acknowledge and agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent or cure breaches of the provisions of this Agreement and to enforce specifically the terms and provisions hereof, this being in addition to any other remedy to which any of them may be entitled by law or equity. The parties hereby irrevocably and unconditionally (i) submit to the jurisdiction of the state courts of New York and the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement, (ii) agree not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in state courts of New York or the United States District Court for the Southern District of New York, and (iii) waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, 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 the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this Agreement or the subject matter hereof may not be enforced in or by such court.

Specific Enforcement, Consent to Jurisdiction. The Company Company, the Sponsor and Subscriber acknowledge and agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent or cure breaches of the provisions of this Agreement and to enforce specifically the terms and provisions hereof, this being in addition to any other remedy to which any of them may be entitled by law or equity. The parties hereby irrevocably and unconditionally (i) submit to the jurisdiction of the state courts of New York and the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement, (ii) agree not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in state courts of New York or the United States District Court for the Southern District of New York, and (iii) waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, 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 the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this Agreement or the subject matter hereof may not be enforced in or by such court.

Specific Enforcement, Consent to Jurisdiction. The Company Company, Sponsor and Subscriber acknowledge and agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent or cure breaches of the provisions of this Agreement and to enforce specifically the terms and provisions hereof, this being in addition to any other remedy to which any of them may be entitled by law or equity. The parties hereby irrevocably and unconditionally (i) submit to the jurisdiction of the state courts of New York and the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement, (ii) agree not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in state courts of New York or the United States District Court for the Southern District of New York, and (iii) waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, 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 the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this Agreement or the subject matter hereof may not be enforced in or by such court.

Specific Enforcement, Consent to Jurisdiction. The Company and Subscriber the Purchaser acknowledge and agree that irreparable damage would occur in the event that any of the provisions of this Agreement or the Certificate of Designation were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent or cure breaches of the provisions of this Agreement and to enforce specifically the terms and provisions hereofhereof or thereof, this being in addition to any other remedy to which any of them may be entitled by law or equity. The parties hereby irrevocably Each of the Company and unconditionally the Purchaser (i) submit hereby irrevocably submits to the jurisdiction of the state courts of New York and the United States District Court sitting in Delaware and the courts of the State of Delaware located in Kent County for the Southern District of New York for the purpose purposes of any suit, action or other proceeding arising out of or based upon relating to this Agreement, Agreement or the transactions contemplated hereby or thereby and (ii) agree hereby waives, and agrees not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in state courts of New York or the United States District Court for the Southern District of New York, and (iii) waive, and agree not to assert, by way of motion, as a defense, or otherwise, assert in any such suit, action or proceeding, any claim that it is not personally subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or executionsuch court, that the suit, action or proceeding is brought in an inconvenient forum, forum or that the venue of the suit, action or proceeding is improper improper. Each of the Company and the Purchaser consents to process being served in any such suit, action or that proceeding by mailing a copy thereof to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing in this Section 8.2 shall affect or the subject matter hereof may not be enforced limit any right to serve process in or any other manner permitted by such courtlaw.

Specific Enforcement, Consent to Jurisdiction. The Company and Subscriber the Purchasers acknowledge and agree that irreparable damage would occur in the event that any of the provisions of this Agreement or the other Transaction Documents were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent or cure breaches of the provisions of this Agreement and the Transaction Documents and to enforce specifically the terms and provisions hereofhereof or thereof, this being in addition to any other remedy to which any of them may be entitled by law or equity. The parties hereby irrevocably Each of the Company and unconditionally the Purchasers (i) submit hereby irrevocably submits to the jurisdiction of the state courts of New York and the United States District Court for sitting in the Southern District of New York and the courts of the State of New York located in New York county for the purpose purposes of any suit, action or other proceeding arising out of or based upon relating to this Agreement, Agreement or any of the other Transaction Documents or the transactions contemplated hereby or thereby and (ii) agree hereby waives, and agrees not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in state courts of New York or the United States District Court for the Southern District of New York, and (iii) waive, and agree not to assert, by way of motion, as a defense, or otherwise, assert in any such suit, action or proceeding, any claim that it is not personally subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or executionsuch court, that the suit, action or proceeding is brought in an inconvenient forum, forum or that the venue of the suit, action or proceeding is improper improper. Each of the Company and the Purchasers consents to process being served in any such suit, action or that proceeding by mailing a copy thereof to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing in this Section 7.2 shall affect or the subject matter hereof may not be enforced limit any right to serve process in or any other manner permitted by such courtlaw.

Specific Enforcement, Consent to Jurisdiction. The Company Founders and Subscriber Investor acknowledge and agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent or cure breaches of the provisions of this Agreement and to enforce specifically the terms and provisions hereof, this being in addition to any other remedy to which any of them may be entitled by law or equity. The parties hereby irrevocably and unconditionally (i) submit to the jurisdiction of the state courts of New York and the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement, (ii) agree not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in state courts of New York or the United States District Court for the Southern District of New York, and (iii) waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, 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 the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this Agreement or the subject matter hereof may not be enforced in or by such court.

Specific Enforcement, Consent to Jurisdiction. The Company and Subscriber acknowledge and parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that that, prior to the termination of this Agreement pursuant to Article VII, the parties hereto shall be entitled to seek an injunction or injunctions to prevent or cure breaches of the provisions of this Agreement and to enforce specifically the terms and provisions hereofof this Agreement in any federal court located in the State of Delaware or in the Delaware Court of Chancery, this being in addition to any other remedy to which any of them may be they are entitled by at law or in equity. The In addition, each of the parties hereto (a) hereby irrevocably and unconditionally (i) submit submits itself to the personal jurisdiction of any federal court located in the state courts State of New York and the United States District Court for the Southern District of New York for the purpose Delaware or of any suit, action or other proceeding arising state court located in the State of Delaware in the event any dispute arises out of this Agreement or based upon the transactions contemplated by this Agreement, (iib) agree agrees that it shall not attempt to commence any suit, action deny or defeat such personal jurisdiction by motion or other proceeding arising out of or based upon request for leave from any such court and (c) agrees that it shall not bring any action relating to this Agreement except Table of Contents or the transactions contemplated by this Agreement in state courts any court other than a federal court located in the State of New York Delaware or the Delaware Court of Chancery. NV and PLC shall at all times maintain an agent for service of process and any other documents in proceedings in the United States District Court or any other proceedings in connection with this Agreement. The agent for service for NV and PLC shall be Parent (or such other person as notified in writing to the Company) and any claim form, judgment or other notice of legal process shall be sufficiently served on NV or PLC if delivered to such agent at its address for the Southern District of New York, and (iii) waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, 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 the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this Agreement or the subject matter hereof may not be enforced in or by such courttime being.