COURTS AND WAIVES ANY OBJECTION THAT IT MAY NOW OR
HEREAFTER HAVE TO THE VENUE OF ANY SUCH ACTION OR
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PROCEEDING IN ANY SUCH COURT OR THAT SUCH ACTION OR PROCEEDING WAS BROUGHT IN AN
INCONVENIENT COURT AND AGREES NOT TO PLEAD OR CLAIM THE SAME;
(C)
AGREES THAT SERVICE OF PROCESS IN ANY SUCH
ACTION OR PROCEEDING MAY BE EFFECTED BY MAILING A COPY THEREOF BY REGISTERED OR
CERTIFIED MAIL (OR ANY SUBSTANTIALLY SIMILAR FORM OF MAIL), POSTAGE PREPAID, TO
SUCH PARTY AT ITS ADDRESS REFERRED TO IN SUBSECTION 9.2 OR AT SUCH OTHER ADDRESS
OF WHICH THE REVOLVING CREDIT COLLATERAL AGENT AND THE ADMINISTRATIVE AGENT (IN
THE CASE OF ANY OTHER PARTY HERETO) OR THE PARENT BORROWER (IN THE CASE OF THE
REVOLVING CREDIT COLLATERAL AGENT AND THE ADMINISTRATIVE AGENT) SHALL HAVE BEEN
NOTIFIED PURSUANT THERETO;
(D)
AGREES THAT NOTHING HEREIN SHALL AFFECT THE
RIGHT TO EFFECT SERVICE OF PROCESS IN ANY OTHER MANNER PERMITTED BY LAW OR SHALL
LIMIT THE RIGHT TO SUE IN ANY OTHER JURISDICTION; AND
(E)
WAIVES, TO THE MAXIMUM EXTENT NOT
PROHIBITED BY LAW, ANY RIGHT IT MAY HAVE TO CLAIM OR RECOVER IN ANY LEGAL ACTION
OR PROCEEDING REFERRED TO IN THIS SECTION ANY PUNITIVE DAMAGES.
9.13
ACKNOWLEDGMENTS
The Pledgor hereby acknowledges that:
(A)
IT HAS BEEN ADVISED BY COUNSEL IN THE
NEGOTIATION, EXECUTION AND DELIVERY OF THIS AGREEMENT AND THE OTHER LOAN
DOCUMENTS TO WHICH IT IS A PARTY;
(B)
NONE OF THE REVOLVING CREDIT COLLATERAL
AGENT, THE ADMINISTRATIVE AGENT OR ANY OTHER SECURED PARTY HAS ANY FIDUCIARY
RELATIONSHIP WITH OR DUTY TO ANY GUARANTOR ARISING OUT OF OR IN CONNECTION WITH
THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS, AND THE RELATIONSHIP BETWEEN
THE GUARANTORS, ON THE ONE HAND, AND THE REVOLVING CREDIT COLLATERAL AGENT, THE
ADMINISTRATIVE AGENT AND THE OTHER SECURED PARTIES, ON THE OTHER HAND, IN
CONNECTION HEREWITH OR THEREWITH IS SOLELY THAT OF DEBTOR AND CREDITOR; AND
(C)
NO JOINT VENTURE IS CREATED HEREBY OR BY
THE OTHER LOAN DOCUMENTS OR OTHERWISE EXISTS BY VIRTUE OF THE TRANSACTIONS
CONTEMPLATED HEREBY AMONG THE SECURED PARTIES OR AMONG THE GUARANTORS AND THE
SECURED PARTIES.
9.14
WAIVER OF JURY TRIAL
EACH PARTY HERETO HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES TRIAL BY JURY IN
ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS AGREEMENT OR ANY OTHER LOAN
DOCUMENT AND FOR ANY COUNTERCLAIM THEREIN.
9.15
ADDITIONAL PLEDGORS.
IN THE EVENT THAT THE PLEDGOR IS
REQUIRED OR REQUESTED TO FURNISH ADDITIONAL OR SUBSTITUTE PLEDGED COLLATERAL
PURSUANT TO SECTION 5.2(B), THE PARENT BORROWER SHALL HAVE THE RIGHT, AT ITS
ELECTION, TO CAUSE ANOTHER SUBSIDIARY (IN LIEU OF THE PLEDGOR) TO ENTER INTO A
SECURITY AGREEMENT, IN A FORM SUBSTANTIALLY IDENTICAL TO THIS SECURITY AGREEMENT
(WITH SUCH CHANGES AS SHALL BE REASONABLY SATISFACTORY TO THE REVOLVING CREDIT
COLLATERAL AGENT
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PLEDGING A PROMISSORY NOTE OF AN OBLIGOR SUBSIDIARY REASONABLY SATISFACTORY TO
THE REVOLVING CREDIT COLLATERAL AGENT (OR, IF THE NEW PLEDGOR SO ELECTS, CAUSING
TO BE DEPOSITED AN AMOUNT IN THE "COLLATERAL