TO THE NON-EXCLUSIVE JURISDICTION OF THOSE COURTS. EACH
PLEDGOR AND THE COLLATERAL AGENT IRREVOCABLY WAIVES ANY OBJECTION, INCLUDING ANY
OBJECTION TO THE LAYING OF VENUE OR BASED ON THE GROUNDS OF FORUM NON
CONVENIENS, WHICH IT MAY NOW OR HEREAFTER HAVE TO THE BRINGING OF ANY ACTION OR
PROCEEDING IN SUCH JURISDICTION IN RESPECT OF THIS PLEDGE AGREEMENT OR ANY OTHER
CREDIT DOCUMENT RELATED HERETO. EACH PLEDGOR AND THE COLLATERAL AGENT WAIVES
PERSONAL SERVICE OF ANY SUMMONS, COMPLAINT OR OTHER PROCESS, WHICH MAY BE MADE
BY ANY OTHER MEANS PERMITTED BY THE LAW OF SUCH STATE.
21.
WAIVER OF RIGHT TO TRIAL BY JURY.
TO THE EXTENT PERMITTED BY
APPLICABLE LAW, EACH PARTY TO THIS PLEDGE AGREEMENT HEREBY EXPRESSLY WAIVES ANY
RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING
UNDER THIS PLEDGE AGREEMENT OR
13
ANY OTHER CREDIT DOCUMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL
TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO THIS PLEDGE
AGREEMENT OR ANY OTHER CREDIT DOCUMENT RELATED HERETO, OR THE TRANSACTIONS
RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND
WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES
AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE
DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS PLEDGE
AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION WITH ANY
COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER
OF THEIR RIGHT TO TRIAL BY JURY.
22.
SEVERABILITY.
IF ANY PROVISION OF THIS PLEDGE AGREEMENT IS
DETERMINED TO BE ILLEGAL, INVALID OR UNENFORCEABLE, SUCH PROVISION SHALL BE
FULLY SEVERABLE AND THE REMAINING PROVISIONS SHALL REMAIN IN FULL FORCE AND
EFFECT AND SHALL BE CONSTRUED WITHOUT GIVING EFFECT TO THE ILLEGAL, INVALID OR
UNENFORCEABLE PROVISIONS.
23.
ENTIRETY.
THIS PLEDGE AGREEMENT AND THE OTHER CREDIT DOCUMENTS
REPRESENT THE ENTIRE AGREEMENT OF THE PARTIES HERETO AND THERETO, AND SUPERSEDE
ALL PRIOR AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, IF ANY, INCLUDING ANY
COMMITMENT LETTERS OR CORRESPONDENCE RELATING TO THE CREDIT DOCUMENTS, ANY OTHER
DOCUMENTS RELATING TO THE OBLIGATIONS, OR THE TRANSACTIONS CONTEMPLATED HEREIN
AND THEREIN.
24.
SURVIVAL.
ALL REPRESENTATIONS AND WARRANTIES OF THE PLEDGORS
HEREUNDER SHALL SURVIVE THE EXECUTION AND DELIVERY OF THIS PLEDGE AGREEMENT AND
THE OTHER CREDIT DOCUMENTS, THE DELIVERY OF THE NOTES AND THE EXTENSION OF
CREDIT THEREUNDER OR IN CONNECTION THEREWITH.
25.
OTHER SECURITY.
TO THE EXTENT THAT ANY OF THE OBLIGATIONS ARE NOW
OR HEREAFTER SECURED BY PROPERTY OTHER THAN THE PLEDGED COLLATERAL (INCLUDING
REAL AND OTHER PERSONAL PROPERTY OWNED BY A PLEDGOR), OR BY A GUARANTEE,
ENDORSEMENT OR PROPERTY OF ANY OTHER PERSON, THEN THE COLLATERAL AGENT SHALL
HAVE THE RIGHT TO PROCEED AGAINST SUCH OTHER PROPERTY, GUARANTEE OR ENDORSEMENT
UPON THE OCCURRENCE OF ANY EVENT OF DEFAULT, AND THE COLLATERAL AGENT SHALL HAVE
THE RIGHT, IN ITS SOLE DISCRETION, TO DETERMINE