RELATED LITIGATION
BROUGHT IN ANY SUCH COURT SITTING IN THE STATE OF NEW YORK, THAT SUCH COURT DOES
NOT HAVE JURISDICTION OVER THE LOAN PARTY;
(iii) CONSENTS AND AGREES TO SERVICE OF ANY SUMMONS, COMPLAINT OR OTHER LEGAL
PROCESS IN ANY RELATED LITIGATION IN THE MANNER PROVIDED FOR NOTICES IN SECTION
12.4 HEREOF, AND CONSENTS AND AGREES THAT SUCH SERVICE SHALL CONSTITUTE IN EVERY
RESPECT VALID AND EFFECTIVE SERVICE (BUT NOTHING HEREIN SHALL AFFECT THE
VALIDITY OR EFFECTIVENESS OF PROCESS SERVED IN ANY OTHER MANNER PERMITTED BY
LAW);
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(iv) WAIVES THE RIGHT TO TRIAL BY JURY IN ANY RELATED LITIGATION (WHICH LENDER
ALSO WAIVES); AND
(v) ANY CLAIM AGAINST LENDER, ON ANY THEORY OF LIABILITY, FOR SPECIAL, INDIRECT,
CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (AS OPPOSED TO DIRECT OR ACTUAL
DAMAGES) IN ANY WAY RELATING TO ANY ENFORCEMENT ACTION, OBLIGATIONS, LOAN
DOCUMENTS OR TRANSACTIONS RELATING THERETO.
(c) Non-Exclusive Rights.
Nothing herein shall limit the right of Lender to
bring proceedings against any Loan Party in any other court, nor limit the right
of any party to serve process in any manner permitted by Applicable Law.
Nothing in this Agreement shall be deemed to preclude enforcement by Lender of
any judgment or order obtained in any forum or jurisdiction.
IN WITNESS WHEREOF, the parties hereto, by their officers thereunto duly
authorized, have executed and delivered this Agreement as of the date first
above written.
[Signature Pages Follow]
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BORROWERS
SENECA FOODS CORPORATION
By: /s/Timothy J. Benjamin_____________________________
Timothy J. Benjamin
Treasurer and CFO
SENECA FOODS, LLC
By: /s/Timothy J. Benjamin____________________________
Timothy J. Benjamin
Treasurer
SENECA SNACK COMPANY
By: /s/Timothy J. Benjamin_____________________________
Timothy J. Benjamin
Treasurer
GREEN VALLEY FOODS, LLC
By: /s/Timothy J. Benjamin_____________________________
Timothy J. Benjamin
Treasurer
GUARANTORS
MARION FOODS, INC.
By: /s/Timothy J. Benjamin____________________________
Timothy J. Benjamin
Treasurer
LEBANON VALLEY COLD STORAGE, LLC
By: /s/Timothy J. Benjamin____________________________
Timothy J. Benjamin
Treasurer
LEBANON VALLEY COLD STORAGE, LP
By: Lebanon Valley Cold Storage, LLC, General Partner
By: /s/Timothy J. Benjamin_______________________
Timothy J. Benjamin
Treasurer
PORTLAND FOOD PRODUCTS COMPANY
By: /s/Timothy J. Benjamin____________________________
Timothy J. Benjamin
Treasurer
GRAY & COMPANY
By: /s/Timothy J. Benjamin____________________________
Timothy J. Benjamin
Treasurer
DIANA FRUIT CO., INC.
By: /s/Timothy J. Benjamin_____________________________
Timothy J. Benjamin
Treasurer and CFO
LENDER
FARM CREDIT EAST, ACA
By: /s/Justin A. Brown____________________________
Justin A. Brown
Vice President