Common use of Submission to Jurisdiction; Appointment of Agent for Service Clause in Contracts

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or Statement, the ADS Registration Statement, the offering of the SharesAmerican Depositary Shares or any transactions contemplated hereby. The Each of the Company and the Company’s Subsidiaries and Affiliated Entity irrevocably waives, to the fullest extent permitted by law, and unconditionally waives any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement, the ADS Registration Statement, the offering of the American Depositary Shares or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx Law Debenture Corporate Services Inc. as its respective authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees agree that service of process in any manner permitted by applicable law upon such suitagent shall be deemed in every respect effective service of process in any manner permitted by applicable law upon the Company, action as the case may be, in any such suit or proceeding may be made upon it at the office of such agentproceeding. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. (a) The Company Bank irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York over any suit, action or proceeding arising out of or relating to this Agreement or any applicable Terms Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Statement, or the offering of the Sharestransactions contemplated hereby or thereby. The Company Bank irrevocably waives, to the fullest extent permitted by law, any objection which they it may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. To the extent that the Bank has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, the Bank irrevocably waives, to the fullest extent permitted by law, such immunity in respect of any such suit, action or proceeding. (b) The Company Bank hereby irrevocably appoints Vice President, US Operations of The Bank of Nova Scotia, with offices at 000 Xxxxx X. XxxxxXxxxxx, 0000 XxXxx XxxxxNew York, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx NY 00000 as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company Bank waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company Bank represents and warrants that such agent has agreed to act as its the Bank’s agent for service of process, and the Company Bank agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.

Submission to Jurisdiction; Appointment of Agent for Service. The Company Each of the parties hereto irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting in the borough of Manhattan, The City of New York (each a “New York Court”) over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale ProspectusIndenture, the ProspectusSecurities, the Registration Statement Rights Agreement or the offering of the SharesSecurities. The Company irrevocably waives, to the fullest extent permitted by law, any objection which they it may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. To the extent that the Company has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, the Company irrevocably waives, to the fullest extent permitted by law, such immunity in respect of any such suit, action or proceeding. The Company hereby irrevocably appoints Xxxxx X. XxxxxCT Corporation, 0000 XxXxx Xxxxxwith offices at 000 Xxxxxx Xxx., M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx Xxx Xxxx 00000 as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its the Company’s agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Time of Sale ProspectusDisclosure Package, the Prospectus, the Registration Statement or the offering of the SharesSecurities or any transactions contemplated hereby. The Each of the Company and each of its subsidiaries and consolidated variable interest entities irrevocably waives, to the fullest extent permitted by law, and unconditionally waives any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement, the Disclosure Package, the Prospectus, or the offering of the Securities or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company unconditionally waives, to the fullest extent permitted by applicable law, any other requirements and all right to trial by jury in any legal proceeding arising out of or objections relating to personal jurisdiction with respect theretothis Agreement or the transactions contemplated hereby. The Company represents irrevocably appoints Cogency Global Inc. as its respective authorized agent (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any such suit or proceeding, and warrants agree that service of process in any manner permitted by applicable law upon such agent has agreed to act as its agent for shall be deemed in every respect effective service of process, and process in any manner permitted by applicable law upon the Company in any such suit or proceeding. The Company further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive jurisdiction of agrees that any New York State or United States Federal court sitting in The City of New York over any legal suit, action or proceeding brought by any Underwriter or by any person who controls any Underwriter arising out of or relating to this AgreementAgreement or the transactions contemplated hereby may be instituted in any federal or state court in the Borough of Manhattan, The City of New York, the Time State of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company New York and irrevocably waives, to the fullest extent permitted by law, any objection which they it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in such a court and any claim that of inconvenient forum, and irrevocably submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding brought in such a court has been brought in an inconvenient forumproceeding. The Company hereby (i) irrevocably designates and appoints its principal executive offices at 00 Xxxx Xxxxxx, Xxxxx X. XxxxxXxxxxx, 0000 XxXxx XxxxxXxx Xxxx 00000 (together with any successor, M/S 54SJ Xxx Xxxxthe "AUTHORIZED AGENT"), XX 00000-0000, Xxxxxx Xxxxxx as its authorized agent for service of upon which process may be served in any suit, action or proceeding described in the preceding paragraph first sentence of this Section 10 and represents and warrants that the Authorized Agent has accepted such designation and (ii) agrees that service of process upon the Authorized Agent and written notice of said service to the Company mailed or delivered to its Chief Financial Officer at its registered office at 0 Xxxxxx Xxxxxx, Xxxxxxxx, Bermuda, shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding may be made upon it at the office of such agentproceeding. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, that as may be necessary to continue such designation and appointment of the Authorized Agent in full force and effect. Notwithstanding effect so long as any of the foregoing, any action based on this Agreement may Shares shall be instituted by the Underwriters in any competent court in The Netherlandsoutstanding.

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive jurisdiction of agrees that any New York State or United States Federal court sitting in The City of New York over any legal suit, action or proceeding brought by any Placement Agent or by any person who controls any Placement Agent arising out of or relating to this AgreementAgreement and the transactions contemplated hereby may be instituted in any federal or state court in the Borough of Manhattan, The City of New York, the Time State of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company New York and irrevocably waives, to the fullest extent permitted by law, any objection which they it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in such a court and any claim that of inconvenient forum, and irrevocably submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding brought in such a court has been brought in an inconvenient forumproceeding. The Company hereby (i) irrevocably designates and appoints Xxxxx X. XxxxxCT Corporation System, 0000 XxXxx XxxxxXxxxxxxx, M/S 54SJ Xxx Xxxx, XX 00000-000000000 (together with any successor, Xxxxxx Xxxxxx the "Authorized Agent") as its authorized agent for service of upon which process may be served in any suit, action or proceeding described in Section 11 of the preceding paragraph Placement Agreement and represents and warrants that the Authorized Agent has accepted such designation and (ii) agrees that service of process upon the Authorized Agent and written notice of said service to the Company (mailed or delivered to Carrier1 International S.A. c/o Carrier1 International GmbH, Xxxxxxxxxxxxxx 00, XX-0000 Xxxxxx, Xxxxxxxxxxx, Attention: General Counsel), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding may be made upon it at the office of such agentproceeding. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, that as may be necessary to continue such designation and appointment of the Authorized Agent in full force and effect. Notwithstanding effect so long as any of the foregoingUnits, any action based on this Agreement may Notes or Warrants shall be instituted by the Underwriters in any competent court in The Netherlandsoutstanding.

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive nonexclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York York, Borough of Manhattan, over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale ProspectusRegistration Statement, the Prospectus, Sale Preliminary Prospectus and the Registration Statement Prospectus or the offering of the SharesSecurities. The Company irrevocably waives, to the fullest extent permitted by law, any objection which that they may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. Any such process or summons to be served upon the Company may be served by transmitting a copy thereof by registered or certified mail, return receipt requested, postage prepaid, addressed to it at the address set forth in Section 10.1 hereof. Such mailing shall be deemed personal service and shall be legal and binding upon the Company in any action, proceeding or claim. The Company hereby irrevocably appoints Xxxxx X. XxxxxXxxxxxxx Xxxxxx, 0000 XxXxx XxxxxThe Chrysler Building, M/S 54SJ 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters Underwriter in any competent court in the British Virgin Islands. The NetherlandsCompany agrees that the prevailing party(ies) in any such action shall be entitled to recover from the other party(ies) all of its reasonable attorneys’ fees and expenses relating to such action or proceeding and/or incurred in connection with the preparation therefor.

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive nonexclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York York, Borough of Manhattan, over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale ProspectusRegistration Statement, the Prospectus, Sale Preliminary Prospectus and the Registration Statement Prospectus or the offering of the SharesSecurities. The Company irrevocably waives, to the fullest extent permitted by law, any objection which that they may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. Any such process or summons to be served upon the Company may be served by transmitting a copy thereof by registered or certified mail, return receipt requested, postage prepaid, addressed to it at the address set forth in Section 10.1 hereof. Such mailing shall be deemed personal service and shall be legal and binding upon the Company in any action, proceeding or claim. The Company hereby irrevocably appoints Xxxxx X. XxxxxXxxxxxxx Xxxxxx, 0000 XxXxx XxxxxThe Chrysler Building, M/S 54SJ 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in the British Virgin Islands. The NetherlandsCompany agrees that the prevailing party(ies) in any such action shall be entitled to recover from the other party(ies) all of its reasonable attorneys’ fees and expenses relating to such action or proceeding and/or incurred in connection with the preparation therefor.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any the New York State or United States Federal court sitting Courts in The City of New York over any suit, action suit or proceeding arising out of or relating to this Agreement or any transactions contemplated hereby. The Company and each of the Company’s Subsidiaries and Consolidated Affiliated Entities irrevocably and unconditionally waive any objection to the laying of venue of any suit or proceeding arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or Statement, the ADS Registration Statement, the offering of the SharesOffered Securities, or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit or proceeding in any such court has been brought in an inconvenient forum. The Company irrevocably appoints [C T Corporation System] as its authorized agent in the Borough of Manhattan in The City of New York upon which process may be served in any such suit or proceeding, and agree that service of process in any manner permitted by applicable law upon such agent shall be deemed in every respect effective service of process in any manner permitted by applicable law upon the Company, as the case may be, in any such suit or proceeding. The Company further agrees to take any and all action as may be necessary to maintain such designation and appointment of such agent in full force and effect for a period of seven years from the date of this Agreement. To the extent that the Company has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, the Company irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue such immunity in respect of any such suitsuits, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlandsproceeding.

Submission to Jurisdiction; Appointment of Agent for Service. The Each of the Company and each Selling Shareholder irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Each of the Company and each Selling Shareholder irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Each of the Company and each Selling Shareholder hereby irrevocably appoints Xxxxx X. XxxxxCT Corporation System, 0000 XxXxx Xxxxxwith offices at 100 Xxxxxx Xxxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000Xxx Xxxx, Xxxxxx Xxxxxx 00000 as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees agree that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Each of the Company and each Selling Shareholder waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Each of the Company and each Selling Shareholder represents and warrants that such agent has agreed to act as its agent for service of process, and each of the Company and each Selling Shareholder agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.

Submission to Jurisdiction; Appointment of Agent for Service. The Company Each of the parties hereto irrevocably submits to the non-exclusive jurisdiction of (i) agrees that any New York State or United States Federal court sitting in The City of New York over any legal suit, action or proceeding against the Company brought by any Initial Purchaser or by any person who controls such Initial Purchaser arising out of or relating to based upon this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Agreement or the offering of the Shares. The Company irrevocably transactions contemplated hereby may be instituted in any New York Court, (ii) waives, to the fullest extent permitted by lawit may effectively do so, any objection which they it may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in and (iii) submits to the non-exclusive jurisdiction of such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process courts in any such suit, action or proceeding may be made upon it at the office of such agentproceeding. The Company waiveshas appointed Law Debenture Corporate Services Inc., 000 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent (the “Authorized Agent”) upon whom process may be served in any such action arising out of or based on this Agreement or the transactions contemplated hereby which may be instituted in any New York Court by the Initial Purchaser or by any person who controls any of the Initial Purchaser, expressly consents to the fullest extent permitted by lawjurisdiction of any such court in respect of any such action, and waives any other requirements of or objections to personal jurisdiction with respect thereto. Such appointment shall be irrevocable. The Company represents and warrants that such agent the Authorized Agent has agreed to act as its such agent for service of process, process and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effecteffect as aforesaid. Notwithstanding Service of process upon the foregoingAuthorized Agent and written notice of such service to the Company shall be deemed, any action based on this Agreement may be instituted by in every respect, effective service of process upon the Underwriters in any competent court in The NetherlandsCompany.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this AgreementAgreement or any transactions contemplated hereby. The Company irrevocably and unconditionally waives any objection to the laying of venue of any suit or proceeding arising out of or relating to this Agreement or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such suit or proceeding in any such court has been brought in an inconvenient forum. To the extent that the Company has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue such immunity in respect of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forumproceeding. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx Cogency Global Inc. as its authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees that service of process in any manner permitted by applicable law upon such suitagent shall be deemed in every respect effective service of process in any manner permitted by applicable law upon the Company, action as the case may be, in any such suit or proceeding may be made upon it at the office of such agentproceeding. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. The Company Each Seller hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or Statement, the ADS Registration Statement, the offering of the SharesADSs or any transactions contemplated hereby. The Company Each Seller irrevocably waives, to the fullest extent permitted by law, and unconditionally waives any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement, the ADS Registration Statement, the offering of the ADSs or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Company hereby Each Seller irrevocably appoints Xxxxx X. XxxxxCT Corporation System, 0000 XxXxx Xxxxx000 Xxxxxx Xxxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx the United States of America, as its authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent manner permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that applicable law upon such agent has agreed to act as its agent for shall be deemed in every respect effective service of process, process in any manner permitted by applicable law upon the Company and the Company Selling Shareholders in any such suit or proceeding. Each Seller further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. The Company Each of the Sellers irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company Sellers irrevocably waiveswaive, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company Each of the Sellers hereby irrevocably appoints Xxxxx X. XxxxxCT Corporation System, 0000 XxXxx Xxxxxwith offices at 000 Xxxxxx Xxxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000Xxx Xxxx, Xxxxxx Xxxxxx 00000 as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company Each of the Sellers waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company Each of the Sellers represents and warrants that such agent has agreed to act as its agent for service of process, and each of the Company Sellers agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States the U.S. Federal court sitting and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or Statement, the offering of the SharesShares or any transactions contemplated hereby. The Company irrevocably waives, to the fullest extent permitted by law, and unconditionally waives any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement, the offering of the Shares or any transactions contemplated hereby in a New York Court, and irrevocably and unconditionally waives and agrees not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx[·], 0000 XxXxx Xxxxxlocated at [·], M/S 54SJ Xxx XxxxAttention: [·], XX 00000-0000, Xxxxxx Xxxxxx as its authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees agree that service of process in any manner permitted by applicable law upon such suit, action agent shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding may be made upon it at the office of such agentproceeding. The Company waivesfurther agrees to take any and all action as may be necessary to maintain such designation and appointment of such agent in full force and effect for a period of ten years from the date of this Agreement. Each of the Company and the Underwriters irrevocably waive, to the fullest extent permitted by law, any other requirements and all rights to trial by jury in any legal proceeding arising out of or objections relating to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by or the Underwriters in any competent court in The Netherlandstransactions contemplated hereby.

Submission to Jurisdiction; Appointment of Agent for Service. The Company Each of the Sellers hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Agreement or the offering any transactions contemplated hereby. Each of the SharesSellers irrevocably and unconditionally waives any objection to the laying of venue of any suit or proceeding arising out of or relating to this Agreement or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such suit or proceeding in any such court has been brought in an inconvenient forum. The Company To the extent that any of the Sellers has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, each Seller irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue such immunity in respect of any such suit, action or proceeding brought proceeding. Each of the Sellers irrevocably appoints [Law Debenture Corporate Services Inc.] as its authorized agent (the “Authorized Agent”) in such a court and any claim that the Borough of Manhattan in The City of New York upon which process may be served in any such suitsuit or proceeding, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent manner permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that applicable law upon such agent has agreed to act as its agent for shall be deemed in every respect effective service of processprocess in any manner permitted by applicable law upon such Sellers, and as the Company case may be, in any such suit or proceeding. Each of the Sellers further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.Agreement

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive jurisdiction of agrees that any New York State or United States Federal court sitting in The City of New York over any legal suit, action or proceeding brought by any Placement Agent or by any person who controls any Placement Agent arising out of or relating to this AgreementAgreement and the transactions contemplated thereby may be instituted in any federal or state court in the Borough of Manhattan, The City of New York, the Time State of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company New York and irrevocably waives, to the fullest extent permitted by law, any objection which they it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in such a court and any claim that of inconvenient forum, and irrevocably submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding brought in such a court has been brought in an inconvenient forumproceeding. The Company hereby (i) irrevocably designates and appoints Xxxxx X. XxxxxCT Corporation System, 0000 XxXxx XxxxxXxxxxxxx, M/S 54SJ Xxx Xxxx, XX 00000-000000000 (together with any successor, Xxxxxx Xxxxxx the "AUTHORIZED AGENT"), as its authorized agent for service of upon which process may be served in any suit, action or proceeding described in Section 11 of the preceding paragraph Placement Agreement and represents and warrants that the Authorized Agent has accepted such designation and (ii) agrees that service of process upon the Authorized Agent and written notice of said service to the Company (mailed or delivered to Carrier1 International S.A., c/o Carrier1 International GmbH, at Xxxxxxxxxxxxxx 00, XX-0000 Xxxxxx, Xxxxxxxxxxx, Attention: General Counsel), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding may be made upon it at the office of such agentproceeding. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, that as may be necessary to continue such designation and appointment of the Authorized Agent in full force and effect. Notwithstanding effect so long as any of the foregoingUnits, any action based on this Agreement may Notes or Warrants shall be instituted by the Underwriters in any competent court in The Netherlandsoutstanding.

Submission to Jurisdiction; Appointment of Agent for Service. OF PROCESS; JURY TRIAL WAIVER. The Company irrevocably submits to has (i) appointed Cogency Global Inc., located on the non-exclusive jurisdiction date of the Deposit Agreement at 100 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 as the Company's authorized agent upon which process may be served in any New York State or United States Federal court sitting in The City of New York over any suit, action suit or proceeding (including any arbitration proceeding) arising out of or relating to the Shares or Deposited Securities, the American Depositary Shares, the Receipts or this Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company irrevocably waives, (ii) consents and submits to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue jurisdiction of any state or federal court in the State of New York in which any such suit, action suit or proceeding brought in such a court may be instituted, and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and (iii) agrees that service of process upon said authorized agent shall be deemed in every respect effective service of process upon the Company in any such suitsuit or proceeding. The Company agrees to deliver, action or proceeding may be made upon it at the office execution and delivery of this Deposit Agreement, a written acceptance by such agent of its appointment as such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the filing of any and all such documents and instruments, that as may be necessary to continue such designation and appointment in full force and effect for so long as any American Depositary Shares or Receipts remain outstanding or this Deposit Agreement remains in force. In the event the Company fails to continue such designation and appointment in full force and effect. Notwithstanding , the foregoing, Company hereby waives personal service of process upon it and consents that any action based on this Agreement such service of process may be instituted made by certified or registered mail, return receipt requested, directed to the Underwriters in any competent court in The NetherlandsCompany at its address last specified for notices hereunder, and service so made shall be deemed completed five days after the same shall have been so mailed.

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably Each party hereto submits to the non-exclusive jurisdiction of any the competent courts of the State of New York State or and the courts of the United States Federal court sitting of America, in each case located in The City of New York, New York over any suit, action or proceeding arising out of under or relating to in connection with this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Agreement or the offering of the Sharestransactions contemplated hereby. The Company irrevocably waives, to the fullest extent permitted by law, Each party hereto waives any objection which they that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising under or in connection with this Agreement or the transactions contemplated hereby in the courts of the State of New York or the courts of the United States of America, in each case located in The City of New York, New York, or that such suit, action or proceeding brought in such a the courts of the State of New York or the courts of the United States of America, in each case located in The City of New York, New York, was brought in an inconvenient court and any agrees not to plead or claim that the same. In furtherance of the foregoing, the Company hereby irrevocably designates and appoints CT Corporation, 111 Eighth Avenue, New York, New York 10011, as the agent of the Compxxx xx xxxxxxx xxxxxxx xx xxx xxxxxxx xxxxxht against the Company with respect to any such suit, action or proceeding brought in any such a court has been brought in an inconvenient forumThe City of New York, New York, such service being hereby acknowledged by the Company to be effective and binding service in every respect. The Copies of any such process so served shall also be given to the Company in accordance with Section 13 hereof, but the failure of the Company to receive such copies shall not affect in any way the service of such process as aforesaid. If for any reason CT Corporation shall resign or otherwise cease to act as such agent, the Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any promptly designate and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlandsappoint a new agent.

Submission to Jurisdiction; Appointment of Agent for Service. The Company Each of the parties hereto irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting in the borough of Manhattan, The City of New York (each a "NEW YORK COURT") over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale ProspectusIndenture, the ProspectusSecurities, the Deposit Agreement, the Registration Statement Rights Agreement or the offering of the SharesSecurities. The Company irrevocably waives, to the fullest extent permitted by law, any objection which they it may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. To the extent that the Company has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, the Company irrevocably waives, to the fullest extent permitted by law, such immunity in respect of any such suit, action or proceeding. The Company hereby irrevocably appoints Xxxxx X. XxxxxCT Corporation, 0000 XxXxx Xxxxxwith offices at 000 Xxxxxx Xxx., M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx Xxx Xxxx 00000 as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its the Company's agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits submit to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or Statement, the ADS Registration Statement, the offering of the SharesAmerican Depositary Shares or any transactions contemplated hereby. The Company and each of the Subsidiaries and Affiliated Entities irrevocably waives, to the fullest extent permitted by law, and unconditionally waive any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement, the ADS Registration Statement, the offering of the American Depositary Shares or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waive and agree not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx Law Debenture Corporate Services Inc. as its their respective authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees agree that service of process in any manner permitted by applicable law upon such suitagent shall be deemed in every respect effective service of process in any manner permitted by applicable law upon the Company, action in any such suit or proceeding may be made upon it at the office of such agentproceeding. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. The Each of the Company and the Selling Shareholders hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this AgreementAgreement or any transactions contemplated hereby. Each of the Company, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering Selling Shareholders and each of the Shares. The Company Company’s Subsidiaries and Affiliated Entities irrevocably waives, to the fullest extent permitted by law, and unconditionally waives any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Each of the Company hereby and the Selling Shareholders irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx Cogency Global Inc. as its their respective authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent manner permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that applicable law upon such agent has agreed to act as its agent for shall be deemed in every respect effective service of processprocess in any manner permitted by applicable law upon the Company and each such Selling Shareholder, as the case may be, in any such suit or proceeding. Each of the Company and the Company Selling Shareholders further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive nonexclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the SharesPurchase Option. The Company irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. Any such process or summons to be served upon the Company may be served by transmitting a copy thereof by registered or certified mail, return receipt requested, postage prepaid, addressed to it at the address set forth in Section 8 hereof. Such mailing shall be deemed personal service and shall be legal and binding upon the Company in any action, proceeding or claim. The Company hereby irrevocably appoints Xxxxx X. XxxxxXxxxxxxx Xxxxxx, 0000 XxXxx XxxxxThe Chrysler Building, M/S 54SJ 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters Holder in any competent court in the British Virgin Islands. The NetherlandsCompany agrees that the prevailing party(ies) in any such action shall be entitled to recover from the other party(ies) all of its reasonable attorneys’ fees and expenses relating to such action or proceeding and/or incurred in connection with the preparation therefore.

Submission to Jurisdiction; Appointment of Agent for Service. of Process. The Company hereby (i) irrevocably submits to designates and appoints CT ---------- Corporation System, in the non-exclusive jurisdiction of any New York State or United States Federal court sitting of America, as the Company's authorized agent upon which process may be served in The City of New York over any suit, action suit or proceeding (including, but not limited to, any arbitral proceeding as contemplated by Section 7.06 of this Deposit Agreement) arising out of or relating to the Shares or Deposited Securities, the American Depositary Shares, the Receipts or this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company irrevocably waives, (ii) consents and submits to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue jurisdiction of any court in which any such suit, action suit or proceeding brought in such a court may be instituted, and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and (iii) agrees that service of process upon said authorized agent shall be deemed in every respect effective service of process upon the Company in any such suitsuit or proceeding. The Company agrees to deliver, action or proceeding may be made upon it at the office execution and delivery of this Deposit Agreement, a written acceptance by such agent of its appointment as such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the filing of any and all such documents and instruments, that as may be necessary to continue such designation and appointment in full force and effect for so long as any American Depositary Shares or Receipts remain outstanding or this Agreement remains in force. In the event the Company fails to continue such designation and appointment in full force and effect. Notwithstanding , the foregoing, Company hereby waives personal service of process upon it and consents that any action based on this Agreement such service of process may be instituted made by certified or registered mail, return receipt requested, directed to the Underwriters in any competent court in The NetherlandsCompany at its address last specified for notices hereunder, and service so made shall be deemed completed five (5) days after the same shall have been so mailed.

Submission to Jurisdiction; Appointment of Agent for Service. The Company and each of the Selling Shareholders hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or Statement, the ADS Registration Statement, the offering of the SharesAmerican Depositary Shares or any transactions contemplated hereby. The Company Each of the Company, the Selling Shareholders and each of the Company’s Subsidiaries and Affiliated Entity irrevocably waives, to the fullest extent permitted by law, and unconditionally waives any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement, the Deposit Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement, the ADS Registration Statement, the offering of the American Depositary Shares or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Each of the Company hereby and the Selling Shareholders irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx [●] as its respective authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees agree that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent manner permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that applicable law upon such agent has agreed to act as its agent for shall be deemed in every respect effective service of processprocess in any manner permitted by applicable law upon the Company and such Selling Shareholder, as the case may be, in any such suit or proceeding. Each of the Company and the Company Selling Shareholders further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this AgreementAgreement or any transactions contemplated hereby. The Company irrevocably and unconditionally waives any objection to the laying of venue of any suit or proceeding arising out of or relating to this Agreement or any transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such suit or proceeding in any such court has been brought in an inconvenient forum. To the extent that the Company has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue such immunity in respect of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forumproceeding. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx Law Debenture Corporate Services Inc. as its authorized agent for service (the “Authorized Agent”) in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees that service of process in any manner permitted by applicable law upon such suit, action agent shall be deemed in every respect effective service of process in any manner permitted by applicable law upon the Company in any such suit or proceeding may be made upon it at the office of such agentproceeding. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.Agreement

Submission to Jurisdiction; Appointment of Agent for Service. of Process. The Company hereby (i) irrevocably submits to designates and appoints CT ---------- Corporation System, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, in the non-exclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York over York, as the Company's authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Deposited Securities, the American Depositary Shares, the Receipts or this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement or the offering of the Shares. The Company irrevocably waives, (ii) consents and submits to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue jurisdiction of any state or federal court in the State of New York in which any such suit, action suit or proceeding brought in such a court may be instituted, and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and (iii) agrees that service of process upon said authorized agent shall be deemed in every respect effective service of process upon the Company in any such suitsuit or proceeding. The Company agrees to deliver, action or proceeding may be made upon it at the office execution and delivery of this Deposit Agreement, a written acceptance by such agent of its appointment as such agent. The Company waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company further agrees to take any and all action, including the filing of any and all such documents and instruments, that as may be necessary to continue such designation and appointment in full force and effect for so long as any American Depositary Shares or Receipts remain outstanding or this Agreement remains in force. In the event the Company fails to continue such designation and appointment in full force and effect. Notwithstanding , the foregoing, Company hereby waives personal service of process upon it and consents that any action based on this Agreement such service of process may be instituted made by certified or registered mail, return receipt requested, directed to the Underwriters in any competent court in The NetherlandsCompany at its address last specified for notices hereunder, and service so made shall be deemed completed five (5) days after the same shall have been so mailed.

Submission to Jurisdiction; Appointment of Agent for Service. The Each of the Company irrevocably and the Selling Shareholders hereby submits to the non-exclusive jurisdiction of any New York State or United States the Federal court sitting and state courts in the Borough of Manhattan in The City of New York over in any suit, action suit or proceeding arising out of or relating to this Agreement, the Time of Sale ProspectusDeposit Agreement, the General Disclosure Package, the Final Prospectus, the Registration Statement or Statement, the ADS Registration Statement, the offering of the SharesAmerican Depositary Shares or the transactions contemplated hereby. The Each of the Company and the Selling Shareholders irrevocably waives, to the fullest extent permitted by law, and unconditionally waives any objection which they may now or hereafter have to the laying of venue of any such suit, action suit or proceeding brought arising out of or relating to this Agreement, the Deposit Agreement, the General Disclosure Package, the Final Prospectus, the Registration Statement, the ADS Registration Statement, the offering of the American Depositary Shares or the transactions contemplated hereby in Federal and state courts in the Borough of Manhattan in the City of New York and irrevocably and unconditionally waives and agrees not to plead or claim in any such a court and any claim that any such suit, action suit or proceeding brought in any such a court has been brought in an inconvenient forum. The Company hereby and the Selling Shareholders irrevocably appoints Xxxxx X. Xxxxxappoint Law Debenture Corporate Services Inc., 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its their respective authorized agent for service in the Borough of Manhattan in The City of New York upon which process may be served in any suitsuch suit or proceeding, action or proceeding described in the preceding paragraph and agrees agree that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent manner permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that applicable law upon such agent has agreed to act as its agent for shall be deemed in every respect effective service of process, process in any manner permitted by applicable law upon the Company and each such Selling Shareholder in any such suit or proceeding. Each of the Company and the Company Selling Shareholders further agrees to take any and all action, including the filing of any and all documents and instruments, that action as may be necessary to continue maintain such designation and appointment of such agent in full force and effect. Notwithstanding effect for a period of seven years from the foregoing, any action based on date of this Agreement may be instituted by the Underwriters in any competent court in The NetherlandsAgreement.

Submission to Jurisdiction; Appointment of Agent for Service. The Company irrevocably submits to the non-exclusive jurisdiction of any the competent courts of the State of New York State or and the courts of the United States Federal court sitting of America, in each case located in The City of New York, New York over any suit, action or proceeding arising out of under or relating to in connection with this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Agreement or the offering of transactions contemplated hereby or the SharesSecurities. The Company irrevocably waives, to the fullest extent permitted by law, waives any objection which they that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising under or in connection with this Agreement or the transactions contemplated hereby or the Securities in the courts of the State of New York or the courts of the United States of America, in each case located in The City of New York, New York, or that such suit, action or proceeding brought in such a the courts of the State of New York or the courts of the United States of America, in each case located in The City of New York, New York, was brought in an inconvenient court and any agrees not to plead or claim that the same. In furtherance of the foregoing, the Company hereby irrevocably designates and appoints CT Corporation, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as the agent of the Company to receive service of all process brought against the Company with respect to any such suit, action or proceeding brought in any such court in The City of New York, New York, such service being hereby acknowledged by the Company to be effective and binding service in every respect. Copies of any such process so served shall also be given to the Company in accordance with Section 10 hereof, but the failure of the Company to receive such copies shall not affect in any way the service of such process as aforesaid. On the Issue Date, the Company shall furnish to Bear, Xxxxxxx & Co. Inc. a court has been brought in an inconvenient forumconsent of CT Corporation agreeing to act hereunder. The If for any reason CT Corporation shall resign or otherwise cease to act as such agent, the Company hereby irrevocably appoints Xxxxx X. Xxxxxagrees to (i) promptly designate and appoint a new agent reasonably acceptable to Bear, 0000 XxXxx XxxxxXxxxxxx & Co. Inc. to serve in such capacity and, M/S 54SJ Xxx Xxxxin such event, XX 00000-0000such new agent shall be deemed to be substituted for CT Corporation for all purposes hereof and (ii) promptly deliver to Bear, Xxxxxx Xxxxxx as its agent for service of process Xxxxxxx & Co. Inc. the written consent (in any suitform and substance reasonably satisfactory to Bear, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office Xxxxxxx & Co. Inc.) of such agentnew agent agreeing to serve in such capacity. The Company waives, to Please confirm that the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and foregoing correctly sets forth the agreement among the Company agrees to take any and all actionyou. Very truly yours, including Willbros Group, Inc. By: /s/ Xxxxxx X. Xxxxxxxx --------------------------------- Name: Xxxxxx X. Xxxxxxxx Title: Senior Vice President,Chief Financial Officer and Treasurer Accepted as of the filing of any and all documents and instrumentsdate hereof: BEAR, that may be necessary to continue such appointment in full force and effectXXXXXXX & CO. Notwithstanding the foregoingINC. CIBC WORLD MARKETS CORP. CREDIT LYONNAIS SECURITIES (USA) INC. BY: Bear, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.Xxxxxxx & Co. Inc. By: /s/ Xxxxxxx Parish --------------------------- Name: Xxxxxxx Parish Title: Senior Managing Director

Submission to Jurisdiction; Appointment of Agent for Service. The Company CBM Holdings, an Ontario limited partnership and a Selling Stockholder, irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting in The City of New York over any suit, action or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Statement, or the offering of the Sharestransactions contemplated hereby or thereby. The Company CBM Holdings irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company To the extent that CBM Holdings has or hereafter may acquire any immunity (on the grounds of sovereignty or otherwise) from the jurisdiction of any court or from any legal process with respect to itself or its property, CBM Holdings irrevocably waives, to the fullest extent permitted by law, such immunity in respect of any such suit, action or proceeding. CBM Holdings hereby irrevocably appoints Xxxxx X. National Corporate Research, Ltd., with offices at 00 Xxxx 00xx Xxxxxx, 00xx Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX Xxx Xxxx 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company CBM Holdings waives, to the fullest extent permitted by law, any other requirements of or objections to personal jurisdiction with respect thereto. The Company CBM Holdings represents and warrants that such agent has agreed to act as its CBM Holdings’ agent for service of process, and the Company CBM Holdings agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by the Underwriters in any competent court in The Netherlands.

Submission to Jurisdiction; Appointment of Agent for Service. The Company hereby irrevocably submits to the non-exclusive jurisdiction of any New York State or United States Federal court sitting the U.S. federal and state courts in the Borough of Manhattan in The City of New York over (each, a “New York Court”) in any suit, action suit or proceeding arising out of or relating to this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Agreement or the offering of the Sharestransactions contemplated hereby. The Company and each of the Company’s Subsidiaries and Affiliated Entities irrevocably and unconditionally waives any objection to the laying of venue of any suit or proceeding arising out of or relating to this Agreement or the transactions contemplated hereby in the New York Courts, and irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such suit or proceeding in any such court has been brought in an inconvenient forum. The Company irrevocably appoints [•] as its respective authorized agent (the “Authorized Agent”) in [New York] upon which process may be served in any such suit or proceeding, and agree that service of process in any manner permitted by applicable law upon such agent shall be deemed in every respect effective service of process in any manner permitted by applicable law upon the Company, as the case may be, in any such suit or proceeding. The Company further agrees to take any and all action as may be necessary to maintain such designation and appointment of such agent in full force and effect for a period of seven years from the date of this Agreement. Each of the parties hereto irrevocably waives, to the fullest extent permitted by law, any objection which they may now or hereafter have and all rights to the laying of venue of any such suit, action or proceeding brought in such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process trial by jury in any suit, action or legal proceeding described in the preceding paragraph and agrees that service of process in any such suit, action or proceeding may be made upon it at the office of such agent. The Company waives, to the fullest extent permitted by law, any other requirements arising out of or objections relating to personal jurisdiction with respect thereto. The Company represents and warrants that such agent has agreed to act as its agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect. Notwithstanding the foregoing, any action based on this Agreement may be instituted by or the Underwriters in any competent court in The Netherlandstransactions contemplated hereby.

Submission to Jurisdiction; Appointment of Agent for Service. The Company Each of the parties hereto irrevocably submits to the non-exclusive jurisdiction of (i) agrees that any New York State or United States Federal court sitting in The City of New York over any legal suit, action or proceeding against the Company brought by any Initial Purchaser or by any person who controls such Initial Purchaser arising out of or relating to based upon this Agreement, the Time of Sale Prospectus, the Prospectus, the Registration Statement Agreement or the offering of the Shares. The Company irrevocably transactions contemplated hereby may be instituted in any New York Court, (ii) waives, to the fullest extent permitted by lawit may effectively do so, any objection which they it may now or hereafter have to the laying of venue of any such suit, action or proceeding brought in and (iii) submits to the non-exclusive jurisdiction of such a court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. The Company hereby irrevocably appoints Xxxxx X. Xxxxx, 0000 XxXxx Xxxxx, M/S 54SJ Xxx Xxxx, XX 00000-0000, Xxxxxx Xxxxxx as its agent for service of process in any suit, action or proceeding described in the preceding paragraph and agrees that service of process courts in any such suit, action or proceeding may be made upon it at the office of such agentproceeding. The Company waiveshas appointed Law Debenture Corporate Services Inc., 000 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, as its authorized agent (the “Authorized Agent”) upon whom process may be served in any such action arising out of or based on this Agreement or the transactions contemplated hereby which may be instituted in any New York Court by the Initial Purchasers or by any person who controls any of the Initial Purchasers, expressly consents to the fullest extent permitted by lawjurisdiction of any such court in respect of any such action, and waives any other requirements of or objections to personal jurisdiction with respect thereto. Such appointment shall be irrevocable. The Company represents and warrants that such agent the Authorized Agent has agreed to act as its such agent for service of process, process and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effecteffect as aforesaid. Notwithstanding Service of process upon the foregoingAuthorized Agent and written notice of such service to the Company shall be deemed, any action based on this Agreement may be instituted by in every respect, effective service of process upon the Underwriters in any competent court in The NetherlandsCompany.