PERTAINING TO THIS
AGREEMENT OR THE LOAN AGREEMENT OR THE LOAN DOCUMENTS OR TO ANY MATTER ARISING
OUT OF OR RELATED TO THIS AGREEMENT OR THE LOAN AGREEMENT OR ANY OF THE LOAN
DOCUMENTS; AND FURTHER PROVIDED, THAT NOTHING IN THIS AGREEMENT SHALL BE DEEMED
OR OPERATE TO PRECLUDE LENDER FROM BRINGING SUIT OR TAKING OTHER LEGAL ACTION IN
ANY OTHER JURISDICTION TO COLLECT THE OBLIGATIONS, TO REALIZE ON THE COLLATERAL
OR ANY OTHER SECURITY FOR THE OBLIGATIONS, OR TO ENFORCE A JUDGMENT OR OTHER
COURT ORDER IN FAVOR OF AGENT OR
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ANY LENDER. EACH BORROWER EXPRESSLY SUBMITS AND CONSENTS IN ADVANCE TO SUCH
JURISDICTION IN ANY ACTION OR SUIT COMMENCED IN ANY SUCH COURT, AND SUCH
BORROWER HEREBY WAIVES ANY OBJECTION WHICH IT MAY HAVE BASED UPON LACK OF
PERSONAL JURISDICTION, IMPROPER VENUE OR FORUM NON CONVENIENS AND HEREBY
CONSENTS TO THE GRANTING OF SUCH LEGAL OR EQUITABLE RELIEF AS IS DEEMED
APPROPRIATE BY SUCH COURT. EACH BORROWER HEREBY WAIVES PERSONAL SERVICE OF ANY
AND ALL PROCESS ISSUED IN ANY SUCH ACTION OR SUIT AND AGREES THAT SERVICE OF
SUCH PROCESS MAY BE MADE BY REGISTERED OR CERTIFIED MAIL ADDRESSED TO SUCH
BORROWER AT THE ADDRESS SET FORTH IN THE LOAN AGREEMENT AND THAT SERVICE SO MADE
SHALL BE DEEMED COMPLETED UPON THE EARLIER OF SUCH BORROWER'S ACTUAL RECEIPT
THEREOF OR THREE (3) DAYS AFTER THE SAME HAS BEEN POSTED.
8.11. Mutual Waiver of Jury Trial. THE PARTIES HERETO WAIVE ALL RIGHTS
TO TRIAL BY JURY IN ANY ACTION, SUIT, OR PROCEEDING BROUGHT TO RESOLVE ANY
DISPUTE, WHETHER ARISING IN CONTRACT, TORT, OR OTHERWISE BETWEEN LENDER AND
BORROWER ARISING OUT OF, CONNECTED WITH, RELATED OR INCIDENTAL TO THE
RELATIONSHIP ESTABLISHED BETWEEN THEM IN CONNECTION WITH THIS AGREEMENT OR THE
LOAN AGREEMENT OR THE OTHER LOAN DOCUMENTS OR THE TRANSACTIONS RELATED THERETO.
8.12. Counterparts. This Agreement may be executed in any number of
counterparts, but all of such counterparts shall together constitute but one and
the same agreement.
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IN WITNESS WHEREOF, this Agreement is executed and delivered as of the day
and year first above written.
BORROWERS:
WABASH NATIONAL CORPORATION
By:
/s/ Robert J. Smith
Name:
Robert J. Smith
Title:
Senior Vice President and Chief Financial Officer
WABASH NATIONAL L.P.
By:
Wabash National Trailer Centers, Inc., its General Partner
By:
/s/ Robert J. Smith
Name:
Robert J. Smith
Title:
Vice President Treasurer
WABASH WOOD PRODUCTS, INC. (f/k/a WNC Cloud Merger Sub, Inc.)
By:
/s/ Lawrence M. Cuculic
Name:
Lawrence M. Cuculic
Title:
Secretary
FTSI DISTRIBUTION COMPANY, L.P.
By:
Wabash National Trailer Centers, Inc., its General Partner
By:
/s/ Robert J. Smith
Name:
Robert J. Smith
Title:
Vice President Treasurer
TRANSCRAFT CORPORATION
By:
/s/ Robert J. Smith
Name:
Robert J. Smith
Title:
Vice President Treasurer
Signature Page to Forbearance Agreement And Third Amendment To Second Amended
And Restated Loan And Security Agreement
GUARANTORS:
CONTINENTAL TRANSIT CORPORATION
By:
/s/ Lawrence M. Cuculic
Name:
Lawrence M. Cuculic
Title:
Secretary
WABASH NATIONAL SERVICES, L.P.
By:
Wabash National Trailer Centers,