OTHER COMMUNICATION HEREIN REQUIRED OR PERMITTED TO BE
GIVEN SHALL BE GIVEN IN THE MANNER AND BECOME EFFECTIVE AS SET FORTH IN THE
INDENTURE, AS TO ANY PLEDGOR, ADDRESSED TO IT AT THE ADDRESS OF THE ISSUER SET
FORTH IN THE INDENTURE AND AS TO THE COLLATERAL AGENT, ADDRESSED TO IT AT THE
ADDRESS SET FORTH IN THE INDENTURE, OR IN EACH CASE AT SUCH OTHER ADDRESS AS
SHALL BE DESIGNATED BY SUCH PARTY IN A WRITTEN NOTICE TO THE OTHER PARTY
COMPLYING AS TO DELIVERY WITH THE TERMS OF THIS SECTION 11.6.
SECTION 11.7.
GOVERNING LAW, CONSENT TO JURISDICTION AND SERVICE OF
PROCESS; WAIVER OF JURY TRIAL.
SECTION 15.8 OF THE INDENTURE IS INCORPORATED
HEREIN, MUTATIS MUTANDIS, AS IF A PART HEREOF.
SECTION 11.8.
SEVERABILITY OF PROVISIONS.
ANY PROVISION HEREOF WHICH IS
PROHIBITED OR UNENFORCEABLE IN ANY JURISDICTION SHALL, AS TO SUCH JURISDICTION,
BE INEFFECTIVE TO THE EXTENT OF SUCH PROHIBITION OR UNENFORCEABILITY WITHOUT
INVALIDATING THE REMAINING PROVISIONS HEREOF OR AFFECTING THE VALIDITY OR
ENFORCEABILITY OF SUCH PROVISION IN ANY OTHER JURISDICTION.
SECTION 11.9.
EXECUTION IN COUNTERPARTS.
THIS AGREEMENT AND ANY
AMENDMENTS, WAIVERS, CONSENTS OR SUPPLEMENTS HERETO MAY BE EXECUTED IN ANY
NUMBER OF COUNTERPARTS AND BY DIFFERENT PARTIES HERETO IN SEPARATE COUNTERPARTS,
EACH OF WHICH WHEN SO EXECUTED AND
33
DELIVERED SHALL BE DEEMED TO BE AN ORIGINAL, BUT ALL SUCH COUNTERPARTS TOGETHER
SHALL CONSTITUTE ONE AND THE SAME AGREEMENT.
SECTION 11.10.
BUSINESS DAYS.
IN THE EVENT ANY TIME PERIOD OR ANY DATE
PROVIDED IN THIS AGREEMENT ENDS OR FALLS ON A DAY OTHER THAN A BUSINESS DAY,
THEN SUCH TIME PERIOD SHALL BE DEEMED TO END AND SUCH DATE SHALL BE DEEMED TO
FALL ON THE NEXT SUCCEEDING BUSINESS DAY, AND PERFORMANCE HEREIN MAY BE MADE ON
SUCH BUSINESS DAY, WITH THE SAME FORCE AND EFFECT AS IF MADE ON SUCH OTHER DAY.
SECTION 11.11.
WAIVER OF STAY.
EACH PLEDGOR COVENANTS (TO THE EXTENT IT MAY
LAWFULLY DO SO) THAT IN THE EVENT THAT SUCH PLEDGOR OR ANY PROPERTY OR ASSETS OF
SUCH PLEDGOR SHALL HEREAFTER BECOME THE SUBJECT OF A VOLUNTARY OR INVOLUNTARY
PROCEEDING UNDER THE CODE OR SUCH PLEDGOR SHALL OTHERWISE BE A PARTY TO ANY
FEDERAL OR STATE BANKRUPTCY, INSOLVENCY, MORATORIUM OR SIMILAR PROCEEDING TO
WHICH THE PROVISIONS RELATING TO THE AUTOMATIC STAY UNDER SECTION 362 OF THE
CODE OR ANY SIMILAR PROVISION IN ANY SUCH LAW IS APPLICABLE, THEN, IN ANY SUCH
CASE, WHETHER OR NOT THE COLLATERAL AGENT HAS COMMENCED FORECLOSURE PROCEEDINGS
UNDER THIS AGREEMENT, SUCH PLEDGOR SHALL NOT, AND EACH PLEDGOR HEREBY EXPRESSLY
WAIVES THEIR RIGHT TO (TO THE EXTENT IT MAY LAWFULLY DO SO) AT ANY TIME INSIST
UPON, PLEAD OR IN ANY WHATSOEVER, CLAIM OR TAKE THE BENEFIT OR ADVANTAGE OF ANY
SUCH AUTOMATIC STAY OR SUCH SIMILAR PROVISION AS IT RELATES TO THE EXERCISE OF
ANY OF THE RIGHTS AND REMEDIES (INCLUDING ANY FORECLOSURE PROCEEDINGS) AVAILABLE
TO THE COLLATERAL AGENT AS PROVIDED IN THIS AGREEMENT, IN ANY OTHER COLLATERAL
DOCUMENT OR ANY OTHER DOCUMENT EVIDENCING THE SENIOR