WITH
RESPECT TO THE OBLIGATIONS, OR (VI) THE COMMENCEMENT OF ANY BANKRUPTCY,
REORGANIZATION, LIQUIDATION, DISSOLUTION OR RECEIVERSHIP PROCEEDING OR CASE
FILED BY OR AGAINST ANY BORROWER.
9.17
CONSENT TO JURISDICTION.
EACH BORROWER AND LENDER
HEREBY IRREVOCABLY CONSENT TO THE NONEXCLUSIVE JURISDICTION OF, AND VENUE IN,
ANY STATE OR FEDERAL COURT LOCATED IN THE COMMONWEALTH OF PENNSYLVANIA IN ANY
AND ALL ACTIONS AND PROCEEDINGS WHETHER ARISING HEREUNDER OR UNDER ANY OTHER
AGREEMENT OR UNDERTAKING.
BORROWERS WAIVE ANY OBJECTION TO IMPROPER VENUE AND
FORUM NON-CONVENIENS TO PROCEEDINGS IN ANY SUCH COURT OR COURTS AND ALL RIGHTS
TO TRANSFER FOR ANY REASON.
EACH BORROWER IRREVOCABLY AGREES TO SERVICE OF
PROCESS BY CERTIFIED MAIL, RETURN RECEIPT REQUESTED TO THE ADDRESS OF THE
APPROPRIATE PARTY SET FORTH HEREIN.
9.18
WAIVER OF JURY TRIAL.
EACH BORROWER AND LENDER
HEREBY WAIVE ANY AND ALL RIGHTS IT MAY HAVE TO A JURY TRIAL IN CONNECTION WITH
ANY LITIGATION COMMENCED BY OR AGAINST LENDER WITH RESPECT TO RIGHTS AND
OBLIGATIONS OF THE PARTIES HERETO OR UNDER THE LOAN DOCUMENTS, WHETHER SOUNDING
IN TORT, CONTRACT OR OTHERWISE.
9.19
PUBLICATION.
BORROWERS GRANT LENDER THE RIGHT TO
PUBLISH AND/OR ADVERTISE INFORMATION TO THE EFFECT THAT THIS TRANSACTION HAS
CLOSED, WHICH INFORMATION MAY INCLUDE, WITHOUT LIMIT, (A) THE NAMES OF BORROWERS
AND LENDER, (B) THE SIZE OF THE TRANSACTION AND (C) THOSE ITEMS OF INFORMATION
COMMONLY INCLUDED WITHIN A "TOMBSTONE ADVERTISEMENT" OF THE TYPE CUSTOMARILY
PUBLISHED IN FINANCIAL OR BUSINESS PERIODICALS.
9.20
DISCHARGE OF TAXES, BORROWERS' OBLIGATIONS, ETC.
LENDER, IN ITS SOLE DISCRETION, SHALL HAVE THE RIGHT AT ANY TIME, AND FROM TIME
TO TIME, WITH PRIOR NOTICE TO BORROWERS, IF BORROWERS FAIL TO DO SO FIVE
(5) BUSINESS DAYS AFTER REQUESTED IN WRITING TO DO SO BY LENDER, TO: (A) PAY FOR
THE PERFORMANCE OF ANY OF BORROWERS' OBLIGATIONS HEREUNDER, AND (B) DISCHARGE
TAXES OR LIENS, AT ANY TIME LEVIED OR PLACED ON ANY OF BORROWERS' PROPERTY IN
VIOLATION OF THIS AGREEMENT UNLESS BORROWERS ARE IN GOOD FAITH WITH DUE
DILIGENCE BY APPROPRIATE PROCEEDINGS CONTESTING SUCH TAXES OR LIENS AND HAVE
ESTABLISHED APPROPRIATE RESERVES THEREFOR UNDER GAAP.
PAYMENT OF SUCH EXPENSES
AND ADVANCES SHALL BE DEEMED ADVANCES HEREUNDER AND SHALL BEAR INTEREST AT THE
HIGHEST RATE APPLIED TO THE REVOLVING LOANS UNTIL REIMBURSED TO LENDER.
SUCH
PAYMENTS AND ADVANCES MADE BY LENDER SHALL NOT BE CONSTRUED AS A WAIVER BY
LENDER OF ANY EVENT OF DEFAULT UNDER THIS AGREEMENT.
9.21
INJUNCTIVE RELIEF.
THE PARTIES ACKNOWLEDGE AND
AGREE THAT, IN THE EVENT OF A BREACH OR THREATENED BREACH OF ANY PARTY'S
OBLIGATIONS HEREUNDER, THE OTHER PARTY MAY HAVE NO ADEQUATE REMEDY IN MONEY
DAMAGES AND,
39
ACCORDINGLY, SHALL BE ENTITLED TO AN INJUNCTION (INCLUDING, WITHOUT LIMITATION,
A TEMPORARY RESTRAINING ORDER, PRELIMINARY INJUNCTION, WRIT OF ATTACHMENT, OR
ORDER COMPELLING AN AUDIT) AGAINST SUCH BREACH OR THREATENED BREACH, INCLUDING,
WITHOUT LIMITATION, MAINTAINING THE CASH MANAGEMENT AND COLLECTION PROCEDURE
DESCRIBED HEREIN.
HOWEVER, NO SPECIFICATION IN THIS AGREEMENT OF A SPECIFIC
LEGAL OR EQUITABLE REMEDY SHALL BE CONSTRUED AS A WAIVER OR PROHIBITION AGAINST
ANY OTHER