BE INDEMNIFIED) AND (B) ANY ENVIRONMENTAL
DISCHARGE; ANY HANDLING, STORAGE, USE, DISPOSAL, MANUFACTURE, TREATMENT,
RECYCLING, REMEDIATION, REMOVAL, GENERATION, RELEASE, DISCHARGE, REFINING OR
DUMPING OF ANY HAZARDOUS MATERIALS; ANY REMEDIAL ACTION; OR ANY VIOLATION OR
ALLEGED VIOLATION OF ENVIRONMENTAL LAWS, ARISING FROM OR IN CONNECTION WITH THE
PAST, PRESENT OR FUTURE OPERATIONS, PROPERTIES OR EQUIPMENT OF ANY OBLIGOR OR
ITS PREDECESSORS IN INTEREST.
EACH OBLIGOR HEREBY JOINTLY AND SEVERALLY ALSO
AGREES TO REIMBURSE ANY INDEMNITEE FOR ALL EXPENSES INCURRED IN CONNECTION WITH
ANY SUCH INVESTIGATION, LITIGATION OR OTHER PROCEEDINGS (WHETHER ACTUAL OR
THREATENED), OR SUCH ENVIRONMENTAL
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DISCHARGE; HANDLING, STORAGE, USE, DISPOSAL, MANUFACTURE, TREATMENT, RECYCLING,
REMEDIATION, REMOVAL, GENERATION, RELEASE, DISCHARGE, REFINING OR DUMPING OF ANY
HAZARDOUS MATERIALS; REMEDIAL ACTION; OR VIOLATION OR ALLEGED VIOLATION OF
ENVIRONMENTAL LAWS INCLUDING, WITHOUT LIMITATION, THE FEES AND DISBURSEMENTS OF
COUNSEL INCURRED IN CONNECTION WITH ANY OF THE FOREGOING.
EACH OBLIGOR FURTHER
AGREES THAT THIS INDEMNIFICATION SHALL SURVIVE TERMINATION OF THIS FINANCING
AGREEMENT AS WELL AS THE PAYMENT OF ALL OBLIGATIONS OR AMOUNTS PAYABLE
HEREUNDER.
SECTION 15.06.
SEVERABILITY.
IF ANY PROVISION HEREOF OR OF ANY OTHER
AGREEMENT MADE IN CONNECTION HEREWITH IS HELD TO BE ILLEGAL OR UNENFORCEABLE,
SUCH PROVISION SHALL BE FULLY SEVERABLE, AND THE REMAINING PROVISIONS OF THE
APPLICABLE AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT AND SHALL NOT BE
AFFECTED BY SUCH PROVISION'S SEVERANCE.
FURTHERMORE, IN LIEU OF ANY SUCH
PROVISION, THERE SHALL BE ADDED AUTOMATICALLY AS A PART OF THE APPLICABLE
AGREEMENT A LEGAL AND ENFORCEABLE PROVISION AS SIMILAR IN TERMS TO THE SEVERED
PROVISION AS MAY BE POSSIBLE.
SECTION 15.07.
WAIVER OF JURY TRIAL.
EACH OBLIGOR, THE AGENT AND EACH LENDER
EACH HEREBY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING
ARISING OUT OF THIS FINANCING AGREEMENT.
EACH OBLIGOR HEREBY IRREVOCABLY WAIVES
PERSONAL SERVICE OF PROCESS AND CONSENTS TO SERVICE OF PROCESS BY CERTIFIED OR
REGISTERED MAIL, RETURN RECEIPT REQUESTED.
SECTION 15.08.
NOTICES.
EXCEPT AS OTHERWISE HEREIN PROVIDED, ANY NOTICE OR
OTHER COMMUNICATION REQUIRED HEREUNDER SHALL BE IN WRITING, AND SHALL BE DEEMED
TO HAVE BEEN VALIDLY SERVED, GIVEN OR DELIVERED WHEN HAND DELIVERED OR SENT BY
TELEGRAM OR FACSIMILE, OR THREE DAYS AFTER DEPOSIT IN THE UNITED STATE MAILS,
WITH PROPER FIRST CLASS POSTAGE PREPAID AND ADDRESSED TO THE PARTY TO BE
NOTIFIED AS FOLLOWS:
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(a) if to CITBC or the Agent at:
The CIT Group/Business Credit, Inc.
1211 Avenue of the Americas
New York, New York 10036
Attn: Regional Manager
Fax (212) 536-1295
(b) if to CITEF at:
The CIT Group/Equipment Financing, Inc.
1540 West Fountainhead Parkway
Tempe, Arizona 85282
Attn:
Frank Young, Senior Vice President
Fax
(c)
if to any party which becomes a Lender subsequent to the date hereof, such
address as appears beneath such Lender's name on the signature page of the
Assignment and Acceptance such Lender executes in accordance with Section 14.07
of this Financing Agreement.
(d)
if to FiberMark at:
FiberMark, Inc.
P.O. Box 498
161 Wellington Road
Brattleboro, VT 05302
Attn: Chief Financial Officer