upon such personal
delivery, (ii) if sent by certified or registered mail, on the fifth business
day after being deposited in the United States mail, (iii) if sent for next day
delivery by overnight delivery service, on the date of delivery as confirmed by
written confirmation of delivery, (iv) if sent by facsimile, upon the
transmitter's confirmation of receipt of such facsimile transmission, except
that if such confirmation is received after 5:00
17
p.m. (in the recipient's time zone) on a business day, or is received on a day
that is not a business day, then such notice, request or communication will not
be deemed effective or given until the next succeeding business day. Notices,
requests and other communications sent in any other manner, including by
electronic mail, will not be effective.
14.4
SPECIFIC PERFORMANCE; REMEDIES.
EACH PARTY ACKNOWLEDGES AND AGREES
THAT THE OTHER PARTY WOULD BE DAMAGED IRREPARABLY IF ANY PROVISION OF THIS
AGREEMENT WERE NOT PERFORMED IN ACCORDANCE WITH ITS SPECIFIC TERMS OR WERE
OTHERWISE BREACHED.
ACCORDINGLY, THE PARTIES WILL BE ENTITLED TO AN INJUNCTION
OR INJUNCTIONS TO PREVENT BREACHES OF THE PROVISIONS OF THIS AGREEMENT AND TO
ENFORCE SPECIFICALLY THIS AGREEMENT AND ITS PROVISIONS IN ANY ACTION OR
PROCEEDING INSTITUTED IN ANY STATE OR FEDERAL COURT SITTING IN BEXAR COUNTY,
TEXAS
HAVING JURISDICTION OVER THE PARTIES AND THE MATTER, IN ADDITION TO ANY
OTHER REMEDY TO WHICH THEY MAY BE ENTITLED, AT LAW OR IN EQUITY.
EXCEPT AS
EXPRESSLY PROVIDED HEREIN, THE RIGHTS, OBLIGATIONS AND REMEDIES CREATED BY THIS
AGREEMENT ARE CUMULATIVE AND IN ADDITION TO ANY OTHER RIGHTS, OBLIGATIONS OR
REMEDIES OTHERWISE AVAILABLE AT LAW OR IN EQUITY. EXCEPT AS EXPRESSLY PROVIDED
HEREIN, NOTHING HEREIN WILL BE CONSIDERED AN ELECTION OF REMEDIES.
14.5
SUBMISSION TO JURISDICTION.
ANY PROCEEDING SEEKING TO ENFORCE ANY
PROVISION OF, OR BASED ON ANY MATTER ARISING OUT OF OR IN CONNECTION WITH, THIS
AGREEMENT MAY ONLY BE BROUGHT IN A DISTRICT COURT OF THE STATE OF TEXAS SITTING
IN BEXAR COUNTY, WHICH WILL BE THE EXCLUSIVE AND ONLY PROPER FORUM FOR
ADJUDICATING SUCH PROCEEDING, AND EACH PARTY CONSENTS TO THE EXCLUSIVE
JURISDICTION AND VENUE OF SUCH COURT (AND OF THE APPROPRIATE APPELLATE COURTS
THEREFROM) IN ANY SUCH PROCEEDING AND IRREVOCABLY WAIVES, TO THE FULLEST EXTENT
PERMITTED BY LAW, ANY OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE LAYING
OF THE VENUE OF ANY SUCH
PROCEEDING IN ANY SUCH COURT OR THAT ANY SUCH
PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.
PROCESS IN ANY SUCH ACTION, SUIT OR PROCEEDING MAY BE SERVED ON ANY PARTY
ANYWHERE IN THE WORLD, WHETHER WITHIN OR WITHOUT THE JURISDICTION OF ANY SUCH
COURT.
14.6
HEADINGS.
THE ARTICLE AND SECTION HEADINGS CONTAINED IN THIS
AGREEMENT ARE INSERTED FOR CONVENIENCE ONLY AND WILL NOT AFFECT IN ANY WAY THE
MEANING OR INTERPRETATION OF THIS AGREEMENT.
14.7
GOVERNING LAW.
THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, WITHOUT GIVING EFFECT TO