under any
document or
instrument
executed in
connection
herewith.
The
Borrower
expressly and irrevocably waives presentment, protest, demand and notice of any kind in connection herewith.
BOTH PARTIES HEREBY
IRREVOCABLY
AGREE THAT ALL SUITS,
ACTIONS OR OTHER PROCEEDINGS WITH RESPECT TO, ARISING OUT OF OR IN
CONNECTION
WITH THIS NOTE OR ANY DOCUMENT OR INSTRUMENT
EXECUTED IN CONNECTION
HEREWITH
SHALL BE SUBJECT TO LITIGATION IN COURTS
HAVING SITUS WITHIN CHICAGO,
ILLINOIS.
BOTH PARTIES HEREBY CONSENT AND SUBMIT TO THE
JURISDICTION OF ANY LOCAL,
STATE OR FEDERAL
COURT
LOCATED IN CHICAGO,
ILLINOIS,
AND HEREBY
IRREVOCABLY
WAIVES ANY RIGHT IT MAY HAVE TO REQUEST OR DEMAND TRIAL BY JURY,
TO
TRANSFER OR CHANGE THE VENUE OF ANY SUIT,
ACTION OR OTHER
PROCEEDING
BROUGHT BY THE LENDER IN ACCORDANCE WITH THIS PARAGRAPH,
OR
TO CLAIM THAT ANY SUCH PROCEEDING HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.
NO
PROVISION
OF THIS NOTE OR ANY RELATED
DOCUMENT OR
INSTRUMENT
SHALL BE CONSTRUED TO REQUIRE THE LENDER TO EXTEND ANY
CREDIT OR MAKE ANY LOAN TO THE
BORROWER,
OR TO REQUIRE THE
BORROWER TO BORROW,
WHETHER OR NOT ANY FEE IS PAYABLE BY THE BORROWER
IN CONNECTION
HEREWITH.
THE BORROWER
CLEARLY
UNDERSTANDS
AND AGREES THAT THIS NOTE IS A DEMAND
OBLIGATION
PAYMENT OF WHICH IN
FULL
(INCLUDING
PRINCIPAL,
INTEREST,
AND ANY OTHER AMOUNTS) MAY BE DEMANDED BY THE LENDER AT ANY TIME IN ITS DISCRETION
WITHOUT
PRIOR ORAL OR WRITTEN
NOTICE OF ANY KIND, AND
REGARDLESS OF WHETHER OR NOT AN ADVANCE HAS BEEN
OUTSTANDING
THROUGH OR BEYOND ITS
INTERIM MATURITY DATE.
This Note amends, restates, renews and replaces in its entirety the note dated June 30, 1998 in the amount of $25,000,000.00, and
any previously renewed note(s).
All amounts outstanding under such previous note(s) shall be deemed automatically outstanding
hereunder.
CDW COMPUTER CENTERS, INC.
By:
/s/ Harry J. Harczak
Name:
Harry J. Harczak
Title:
Chief Financial Officer
By:
/s/ John A. Edwardson
Name:
John A. Edwardson
Title:
Chairman and Chief Executive Officer