SELECTION AND CONSENT TO JURISDICTION.
ANY LITIGATION BASED
HEREON, OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS AGREEMENT OR ANY
OTHER LOAN DOCUMENT, SHALL BE BROUGHT AND MAINTAINED EXCLUSIVELY IN THE COURTS
OF THE STATE OF ILLINOIS OR IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN
DISTRICT OF ILLINOIS; PROVIDED THAT NOTHING IN THIS AGREEMENT SHALL BE DEEMED OR
OPERATE TO PRECLUDE THE ADMINISTRATIVE AGENT FROM BRINGING SUIT OR TAKING OTHER
LEGAL ACTION IN ANY OTHER JURISDICTION.
THE COMPANY HEREBY EXPRESSLY AND
IRREVOCABLY SUBMITS TO THE JURISDICTION OF THE COURTS OF THE STATE OF ILLINOIS
AND OF THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS
FOR THE PURPOSE OF ANY SUCH LITIGATION AS SET FORTH ABOVE.
THE COMPANY FURTHER
IRREVOCABLY CONSENTS TO THE SERVICE OF PROCESS BY REGISTERED MAIL, POSTAGE
PREPAID, OR BY PERSONAL SERVICE WITHIN OR WITHOUT THE STATE OF ILLINOIS.
THE
COMPANY HEREBY EXPRESSLY AND IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED
BY LAW, ANY OBJECTION WHICH IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF VENUE
OF ANY SUCH LITIGATION BROUGHT IN ANY SUCH COURT REFERRED TO ABOVE AND ANY CLAIM
THAT ANY SUCH LITIGATION HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.
15.20
WAIVER OF JURY TRIAL.
EACH OF THE COMPANY, THE ADMINISTRATIVE AGENT
AND EACH LENDER HEREBY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR
PROCEEDING TO ENFORCE OR DEFEND ANY RIGHTS UNDER THIS AGREEMENT, ANY NOTE, ANY
OTHER LOAN DOCUMENT AND ANY AMENDMENT, INSTRUMENT, DOCUMENT OR AGREEMENT
DELIVERED OR WHICH MAY IN THE FUTURE BE DELIVERED IN CONNECTION HEREWITH OR
THEREWITH OR ARISING FROM ANY LENDING RELATIONSHIP EXISTING IN CONNECTION WITH
ANY OF THE FOREGOING, AND AGREES THAT ANY SUCH ACTION OR PROCEEDING SHALL BE
TRIED BEFORE A COURT AND NOT BEFORE A JURY.
73
The parties hereto have caused this Agreement to be duly executed and delivered
by their duly authorized officers as of the date first set forth above.
CONTINENTAL MATERIALS CORPORATION,
as the Company and a Loan Party
By:
Joseph J. Sum
Chief Financial Officer
THE PRIVATEBANK AND TRUST COMPANY, as Administrative Agent, as a Lender and the
initial Issuing Lender
By:
Steven M. Cohen
Managing Director & Senior Vice President
74
ANNEX A
LENDERS AND PRO RATA SHARES
Lender
Revolving
Commitment
Amount
Pro Rata
Share
Term Loan
Commitment
Pro Rata
Share
The PrivateBank and Trust Company
$
20,000,000
100
%
$
10,000,000
100
%
TOTALS
$
20,000,000
100
%
$
10,000,000
100
%
75
ANNEX B
ADDRESSES FOR NOTICES
CONTINENTAL MATERIALS CORPORATION, as the Company
200 South Wacker Drive
Suite 4000
Chicago, Illinois 60606
Attention:
Vice President & CFO
Facsimile:
(312) 541-8089
THE PRIVATEBANK AND TRUST COMPANY, as Administrative Agent, Issuing Lender and a
Lender
Notices of Borrowing, Conversion, Continuation and Letter of Credit Issuance
120 South LaSalle Street
Chicago, Illinois 60603
Attention:
Rosina Ordaz
Telephone: (312) 564-1321
Facsimile:
(312) 564-6886
All Other Notices
120 South LaSalle Street
Chicago, Illinois 60603
Attention:
Steven M. Cohen
Facsimile:
(312)