OF ITS DEFAULT-RELATED RIGHTS AND REMEDIES
WITH RESPECT TO THE SPECIFIED DEFAULTS DURING THE FORBEARANCE PERIOD DOES NOT IN
ANY MANNER WHATSOEVER LIMIT THE LENDER'S RIGHT TO INSIST UPON STRICT COMPLIANCE
BY THE BORROWERS WITH THIS AGREEMENT OR ANY LOAN DOCUMENT DURING THE FORBEARANCE
PERIOD, EXCEPT AS EXPRESSLY SET FORTH HEREIN.
(F)
THIS AGREEMENT SHALL NOT BE DEEMED OR CONSTRUED TO BE A
SATISFACTION, REINSTATEMENT, NOVATION OR RELEASE OF THE LOAN DOCUMENTS.
SECTION 10.
COSTS AND EXPENSES.
IN ADDITION
TO, AND NOT IN LIEU OF, THE TERMS OF THE LOAN DOCUMENTS RELATING TO THE
REIMBURSEMENT OF THE LENDER FEES AND EXPENSES, THE BORROWERS SHALL REIMBURSE THE
LENDER PROMPTLY ON DEMAND FOR ALL FEES, COSTS, CHARGES AND EXPENSES, INCLUDING
THE FEES, COSTS AND EXPENSES OF COUNSEL AND OTHER EXPENSES (INCLUDING ALL FEES
AND EXPENSES OF HUNTON & WILLIAMS LLP), INCURRED IN CONNECTION WITH THIS
AGREEMENT, THE REFINANCING, AND ANY OTHER AGREEMENTS AND DOCUMENTS EXECUTED OR
DELIVERED IN CONNECTION WITH THIS AGREEMENT OR THE REFINANCING.
SECTION 11.
GOVERNING LAW; CONSENT TO
JURISDICTION AND VENUE.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE INTERNAL LAWS OF THE COMMONWEALTH OF VIRGINIA WITHOUT REGARD
TO SUCH JURISDICTION'S CONFLICTS OF LAWS PRINCIPLES.
EACH BORROWER CONSENTS AND
AGREES THAT THE FEDERAL COURTS LOCATED IN THE CITY OF ALEXANDRIA, VIRGINIA AND
THE STATE COURTS LOCATED IN FAIRFAX COUNTY, VIRGINIA SHALL HAVE EXCLUSIVE
JURISDICTION TO HEAR AND DETERMINE ANY CLAIMS OR DISPUTES BETWEEN ANY OR ALL OF
THE BORROWERS AND LENDER PERTAINING TO THE LOAN DOCUMENTS OR THIS AGREEMENT OR
ANY MATTER RELATING TO, IN CONNECTION WITH, OR ARISING OUT OF THE LOAN DOCUMENTS
OR THIS AGREEMENT; PROVIDED, THAT THE PARTIES HERETO ACKNOWLEDGE THAT ANY
APPEALS FROM THOSE COURTS MAY HAVE TO BE HEARD BY A COURT LOCATED OUTSIDE OF
SUCH JURISDICTIONS; AND PROVIDED FURTHER, 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 UNDER THE LOAN
DOCUMENTS, TO REALIZE ON THE COLLATERAL OR ANY OTHER SECURITY FOR THE
OBLIGATIONS UNDER THE LOAN DOCUMENTS, OR TO ENFORCE ANY JUDGMENT OR OTHER COURT
ORDER IN FAVOR OF LENDER.
FOR THE AVOIDANCE OF DOUBT, EACH BORROWER
ACKNOWLEDGES AND AGREES THAT IT SHALL NOT BRING ANY ACTION AGAINST LENDER
RELATING TO, IN CONNECTION WITH, OR ARISING OUT OF THE LOAN DOCUMENTS OR THIS
AGREEMENT IN ANY FEDERAL COURT LOCATED OUTSIDE THE CITY OF ALEXANDRIA VIRGINIA
OR ANY STATE COURT LOCATED
10
OUTSIDE FAIRFAX COUNTY, VIRGINIA.
EACH BORROWER EXPRESSLY SUBMITS AND CONSENTS
IN ADVANCE TO SUCH JURISDICTION IN ANY ACTION OR SUIT COMMENCED IN ANY SUCH
COURT, AND WAIVES ANY OBJECTION WHICH IT MAY HAVE BASED ON 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 WAIVES PERSONAL SERVICE OF THE SUMMONS, COMPLAINT AND
OTHER PROCESS ISSUED IN ANY SUCH ACTION OR SUIT AND AGREES THAT