THIS AGREEMENT.
NOTHING HEREIN SHALL AFFECT THE RIGHT TO SERVE PROCESS IN ANY MANNER PERMITTED
BY LAW OR SHALL LIMIT THE RIGHT OF THE MEZZANINE INVESTORS TO BRING PROCEEDINGS
AGAINST ANY PH PARTY OR ANY OBLIGOR IN ANY COURTS OF ANY OTHER JURISDICTION.
ANY JUDICIAL PROCEEDING BY ANY PH PARTY AGAINST THE MEZZANINE INVESTORS
INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER OR CLAIM IN ANY WAY ARISING OUT
OF, RELATED TO OR CONNECTED WITH THIS AGREEMENT OR ANY RELATED AGREEMENT, SHALL
BE BROUGHT ONLY IN A COURT LOCATED IN THE CITY OF NEW YORK, NEW YORK COUNTY,
STATE OF NEW YORK; PROVIDED THAT NOTWITHSTANDING THE FOREGOING, IF IN ANY
JUDICIAL PROCEEDING BY OR AGAINST ANY PH PARTY OR ANY OBLIGOR THAT IS BROUGHT IN
ANY OTHER COURT SUCH COURT DETERMINES THAT THE MEZZANINE INVESTORS ARE AN
INDISPENSABLE PARTY, SUCH PH PARTY SHALL BE ENTITLED TO JOIN OR INCLUDE THE
MEZZANINE INVESTORS IN SUCH PROCEEDINGS IN SUCH OTHER COURT.
EACH PH PARTY AND
EACH OBLIGOR WAIVE ANY OBJECTION TO JURISDICTION AND VENUE OF ANY ACTION
INSTITUTED HEREUNDER AND SHALL NOT ASSERT ANY DEFENSE BASED ON LACK OF
JURISDICTION OR VENUE OR BASED UPON FORUM NON CONVENIENS.
6.
WAIVER OF JURY TRIAL.
EACH PARTY TO THIS AGREEMENT HEREBY
EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR
CAUSE OF ACTION (A) ARISING UNDER THIS AGREEMENT OR ANY OTHER INSTRUMENT,
DOCUMENT OR AGREEMENT EXECUTED OR DELIVERED IN CONNECTION HEREWITH, OR (B) IN
ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL
10
TO THE DEALINGS OF ANY PARTY HERETO WITH RESPECT TO THIS AGREEMENT OR ANY OTHER
INSTRUMENT, DOCUMENTS OR AGREEMENT EXECUTED OR DELIVERED BY THEM IN CONNECTION
HEREWITH, OR THE TRANSACTIONS RELATED HERETO OR THERETO, IN EACH CASE WHETHER
NOW EXISTING OR HEREAFTER ARISING, AND WHETHER SOUNDING IN CONTRACT OR TORT OR
OTHERWISE AND EACH PARTY HERETO HEREBY AGREES AND CONSENTS THAT ANY CLAIM,
DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT JURY,
AND THAT EITHER OF THEM MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS
SECTION WITH ANY COURT AS WRITTEN EVIDENCE OF THEIR CONSENT TO THE WAIVER OF
THEIR RIGHT TO TRIAL BY JURY.
7.
AGENT FOR SERVICE OF PROCESS.
SERVICE OF ALL PLEADINGS, WRITS,
PROCESS AND SUMMONSES IN ANY SUIT, ACTION OR PROCEEDING AGAINST ANY PH PARTY MAY
BE MADE UPON MARK S. HELM, ESQ., VICE PRESIDENT & GENERAL COUNSEL, PLANET
HOLLYWOOD INTERNATIONAL, INC., 7598 WEST SAND LAKE ROAD, ORLANDO, FLORIDA 32819,
OR SUCH PERSON'S DULY APPOINTED SUCCESSOR (THE "PROCESS AGENT"), AND THE PH
PARTIES HEREBY IRREVOCABLY APPOINTS THE PROCESS AGENT AS THEIR TRUE AND LAWFUL
ATTORNEY-IN-FACT IN THEIR NAME, PLACE AND STEAD TO ACCEPT SUCH SERVICE OF ANY
AND ALL SUCH PLEADINGS, WRITS, PROCESS AND SUMMONSES, AND AGREE THAT THE FAILURE
OF THE PROCESS AGENT TO GIVE ANY NOTICE OF SUCH SERVICE OF PROCESS TO PH PARTIES
SHALL NOT IMPAIR OR AFFECT THE VALIDITY OF SUCH SERVICE OR OF ANY JUDGMENT BASED
THEREON.
8.
TERMINATION.
IN THE