them upon, any claim
for any special,
indirect,
incidental,
or
consequential
damages suffered or
incurred
by any Loan Party in
connection
with,
arising out of, or in any way
related to, this
Agreement
or any of the other Loan
Documents,
or any of the
transactions
contemplated by this Agreement or any of the other Loan Documents.
Each Loan
Party
hereby
waives,
releases,
and agrees not to sue Agent or any
Lender
or any of
Agent's
or any
Lender's
affiliates,
officers,
directors,
employees,
attorneys, or agents for punitive damages in respect of any claim in
connection with, arising out of, or in any way related to, this Agreement or any
of the other Loan
Documents,
or any of the
transactions
contemplated by this
Agreement or any of the transactions contemplated hereby.
12.14. CONSENT TO JURISDICTION.
EACH LOAN PARTY HEREBY CONSENTS TO THE
JURISDICTION
OF ANY STATE OR
FEDERAL
COURT
LOCATED
WITHIN THE COUNTY OF NEW
YORK,
STATE
OF NEW
YORK AND
IRREVOCABLY
AGREES
THAT,
SUBJECT
TO
AGENT'S
ELECTION,
ALL
ACTIONS
OR
PROCEEDINGS
ARISING
OUT OF OR
RELATING
TO
THIS
AGREEMENT OR THE OTHER LOAN
DOCUMENTS
SHALL BE LITIGATED IN SUCH COURTS.
EACH
LOAN PARTY EXPRESSLY
SUBMITS AND CONSENTS TO THE
JURISDICTION OF THE AFORESAID
COURTS AND WAIVES ANY DEFENSE OF FORUM NON
CONVENIENS.
EACH LOAN PARTY
HEREBY
WAIVES PERSONAL
SERVICE OF ANY AND ALL PROCESS AND AGREES THAT ALL SUCH SERVICE
OF PROCESS MAY BE MADE UPON
BORROWING
AGENT BY CERTIFIED OR
REGISTERED
MAIL,
RETURN RECEIPT REQUESTED, ADDRESSED TO BORROWING AGENT, AT THE ADDRESS SET FORTH
IN THIS
AGREEMENT AND SERVICE SO MADE SHALL BE COMPLETE TEN (10) DAYS AFTER THE
SAME HAS BEEN POSTED.
IN ANY
LITIGATION,
TRIAL,
ARBITRATION OR OTHER DISPUTE
96
RESOLUTION
PROCEEDING
RELATING
TO THIS
AGREEMENT
OR ANY OF THE
OTHER
LOAN
DOCUMENTS, ALL DIRECTORS,
OFFICERS,
EMPLOYEES AND AGENTS OF EACH LOAN PARTY OR
OF ITS
AFFILIATES
SHALL BE DEEMED TO BE EMPLOYEES
OR MANAGING
AGENTS OF SUCH
LOAN PARTY FOR
PURPOSES
OF ALL
APPLICABLE
LAW OR COURT RULES
REGARDING
THE
PRODUCTION
OF WITNESSES BY NOTICE FOR TESTIMONY
(WHETHER IN A
DEPOSITION,
AT
TRIAL OR OTHERWISE). EACH LOAN PARTY AGREES THAT AGENT'S OR ANY LENDER'S COUNSEL
IN ANY SUCH DISPUTE
RESOLUTION
PROCEEDING MAY EXAMINE ANY OF THESE INDIVIDUALS
AS IF UNDER
CROSS-EXAMINATION
AND THAT ANY DISCOVERY DEPOSITION OF ANY OF THEM
MAY BE USED IN THAT PROCEEDING AS IF IT WERE AN EVIDENCE
DEPOSITION.
EACH LOAN
PARTY IN ANY EVENT WILL USE ALL
COMMERCIALLY
REASONABLE
EFFORTS TO PRODUCE IN
ANY SUCH DISPUTE RESOLUTION PROCEEDING,
AT THE TIME AND IN THE MANNER REQUESTED
BY AGENT OR ANY LENDER, ALL PERSONS, DOCUMENTS (WHETHER IN TANGIBLE,
ELECTRONIC
OR OTHER FORM) OR OTHER THINGS UNDER ITS CONTROL AND RELATING TO THE DISPUTE.
12.15.
WAIVER OF JURY TRIAL.
EACH LOAN
PARTY,
AGENT AND EACH LENDER
HEREBY
WAIVE THEIR
RESPECTIVE
RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF
ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS.
EACH
LOAN
PARTY,
AGENT AND EACH
LENDER
ACKNOWLEDGE