DELIVERY AND IN THE MANNER PROVIDED HEREIN, OR
IN THE CASE OF MAIL, UPON THE THIRD (3RD) DAY AFTER DEPOSIT IN A DEPOSITORY
RECEPTACLE UNDER THE CARE AND CUSTODY OF THE UNITED STATES POSTAL SERVICE.
ANY
PARTY SHALL HAVE THE RIGHT TO CHANGE ITS ADDRESS FOR NOTICE HEREUNDER TO ANY
OTHER LOCATION WITHIN THE CONTINENTAL UNITED STATES BY NOTICE TO THE OTHER PARTY
OF SUCH NEW ADDRESS.
20.
CONSTRUCTION; VENUE; SERVICE OF PROCESS.
THE LOAN DOCUMENTS HAVE BEEN EXECUTED AND DELIVERED IN THE STATE OF TEXAS, SHALL
BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS,
AND SHALL BE PERFORMABLE BY THE PARTIES HERETO IN THE COUNTY IN TEXAS WHERE
LENDER'S ADDRESS SET FORTH ON THE SIGNATURE PAGE HEREOF IS LOCATED (THE "VENUE
SITE").
ANY ACTION OR PROCEEDING AGAINST DEBTOR UNDER OR IN CONNECTION WITH ANY
OF THE LOAN DOCUMENTS MAY BE BROUGHT IN ANY STATE OR FEDERAL COURT WITHIN THE
VENUE SITE.
DEBTOR HEREBY IRREVOCABLY (A) SUBMITS TO THE NONEXCLUSIVE
JURISDICTION OF SUCH COURTS, AND (B) WAIVES ANY OBJECTION IT MAY NOW OR
HEREAFTER HAVE AS TO THE VENUE OF ANY SUCH ACTION OR PROCEEDING BROUGHT IN ANY
SUCH COURT OR THAT ANY SUCH COURT IS AN INCONVENIENT FORUM.
DEBTOR AGREES THAT
SERVICE OF PROCESS UPON IT MAY BE MADE BY CERTIFIED OR REGISTERED MAIL, RETURN
RECEIPT REQUESTED, AT ITS ADDRESS SPECIFIED OR DETERMINED IN ACCORDANCE WITH THE
PROVISIONS THIS AGREEMENT.
NOTHING IN ANY OF THE OTHER LOAN DOCUMENTS SHALL
AFFECT THE RIGHT OF LENDER TO SERVE PROCESS IN ANY OTHER MANNER PERMITTED BY LAW
OR SHALL LIMIT THE RIGHT OF LENDER TO BRING ANY ACTION OR PROCEEDING AGAINST
DEBTOR OR WITH RESPECT TO ANY OF ITS PROPERTY IN COURTS IN OTHER JURISDICTIONS.
ANY ACTION OR PROCEEDING BY DEBTOR AGAINST LENDER SHALL BE BROUGHT ONLY IN A
COURT LOCATED IN THE VENUE SITE.
16
21.
INVALID PROVISIONS.
IF ANY PROVISION OF THE
LOAN DOCUMENTS ARE HELD TO BE ILLEGAL, INVALID OR UNENFORCEABLE UNDER PRESENT OR
FUTURE LAWS, SUCH PROVISION SHALL BE FULLY SEVERABLE AND THE REMAINING
PROVISIONS OF THE LOAN DOCUMENTS SHALL REMAIN IN FULL FORCE AND EFFECT AND SHALL
NOT BE AFFECTED BY THE ILLEGAL, INVALID OR UNENFORCEABLE PROVISION OR BY ITS
SEVERANCE.
22.
EXPENSES.
DEBTOR SHALL PAY ALL REASONABLE
COSTS AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES)
IN CONNECTION WITH (A) THE DRAFTING AND EXECUTION OF THE LOAN DOCUMENTS AND THE
TRANSACTIONS CONTEMPLATED THEREIN, (B) ANY ACTION REQUIRED IN THE COURSE OF
ADMINISTRATION OF THE INDEBTEDNESS AND OBLIGATIONS EVIDENCED BY THE LOAN
DOCUMENTS, AND (C) ANY ACTION IN THE ENFORCEMENT OF LENDER'S RIGHTS UPON THE
OCCURRENCE OF AN EVENT OF DEFAULT.
23.
PARTICIPATION OF THE LOANS.
DEBTOR AGREES
THAT LENDER MAY, AT ITS OPTION, SELL INTERESTS IN THE LOANS AND ITS RIGHTS UNDER
THIS AGREEMENT TO A FINANCIAL INSTITUTION OR INSTITUTIONS AND, IN CONNECTION
WITH EACH SUCH SALE, LENDER MAY DISCLOSE ANY FINANCIAL AND OTHER INFORMATION
AVAILABLE TO LENDER CONCERNING DEBTOR TO EACH PERSPECTIVE PURCHASER SUBJECT TO
OBTAINING A