COURTS AND WAIVE ANY
DEFENSE OF FORUM NON CONVENIENS. GRANTORS AND GUARANTORS AND LENDERS HEREBY
WAIVE PERSONAL SERVICE OF ANY AND ALL PROCESS AND AGREE THAT ALL SUCH SERVICE OF
PROCESS MAY BE MADE UPON THEM BY CERTIFIED OR REGISTERED MAIL, RETURN RECEIPT
REQUESTED, ADDRESSED TO SUCH PARTY AT THE ADDRESS SET FORTH IN THE FACILITY
AGREEMENT AND SERVICE SO MADE SHALL BE COMPLETE TEN (10) DAYS AFTER THE SAME HAS
BEEN POSTED.
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7.13 Waiver of Jury Trial. GRANTORS, GUARANTORS AND LENDERS HEREBY WAIVE THEIR
RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR
ARISING OUT OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS. GRANTORS, GUARANTORS
AND LENDERS ACKNOWLEDGE THAT THIS WAIVER IS A MATERIAL INDUCEMENT TO ENTER INTO
A BUSINESS RELATIONSHIP, THAT EACH HAS RELIED ON THE WAIVER IN ENTERING INTO
THIS AGREEMENT AND THE OTHER TRANSACTION DOCUMENTS AND THAT EACH WILL CONTINUE
TO RELY ON THE WAIVER IN THEIR RELATED FUTURE DEALINGS. GRANTORS, GUARANTORS AND
LENDERS WARRANT AND REPRESENT THAT EACH HAS HAD THE OPPORTUNITY OF REVIEWING
THIS JURY WAIVER WITH LEGAL COUNSEL, AND THAT EACH KNOWINGLY AND VOLUNTARILY
WAIVES ITS JURY TRIAL RIGHTS.
7.14 Set-off. Each Grantor agrees that Lenders have all rights of set-off
provided by applicable law, and in addition thereto, each Grantor agrees that at
any time any Event of Default exists, Lenders may apply to the payment of any
Secured Obligations in such order as Lenders may determine in its discretion,
whether or not then due, any and all balances, credits, deposits, accounts or
moneys of such Grantor then or thereafter with Lenders. Lenders hereby agrees
that it shall endeavor to notify such Grantor of any such set-off or any such
application, but failure to notify shall have no adverse determination or effect
hereunder.
7.15 Acknowledgements. Each Grantor and each Guarantor 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) Lenders have no fiduciary relationship with or duty to any Grantor or
Guarantor arising out of or in connection with this Agreement or any of the
other Loan Documents, and the relationship between the Grantors and Guarantors,
on the one hand, and Lenders, 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
Grantors, Guarantors and Lenders.
7.16 Additional Grantors. Each Person (other than Infinity Security
Corporation), upon its becoming a Domestic Subsidiary of a Grantor shall
guaranty the Borrower Obligations and grant to Lenders a security interest in
the personal property of such Person to secure the Borrower Obligations. Such
Person shall become a party to this Agreement and become a Grantor for all
purposes of this Agreement upon execution and delivery by such Person of a
joinder agreement