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 GRANTOR AT ITS ADDRESS REFERRED TO IN SECTION 8.2 OR AT SUCH OTHER ADDRESS
OF WHICH THE 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 SPECIAL, EXEMPLARY, PUNITIVE OR
CONSEQUENTIAL DAMAGES.
8.13
Acknowledgements.
Each Grantor hereby acknowledges that:
17
(A)
IT HAS BEEN ADVISED BY COUNSEL IN THE
NEGOTIATION, EXECUTION AND DELIVERY OF THIS AGREEMENT AND THE OTHER NOTEHOLDER
DOCUMENTS TO WHICH IT IS A PARTY;
(B)
NEITHER THE AGENT NOR ANY SECURED PARTY HAS
ANY FIDUCIARY RELATIONSHIP WITH OR DUTY TO ANY GRANTOR ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT OR ANY OF THE OTHER NOTEHOLDER DOCUMENTS, AND THE
RELATIONSHIP BETWEEN THE GRANTORS, ON THE ONE HAND, AND THE AGENT AND 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 NOTEHOLDER DOCUMENT OR OTHERWISE EXISTS BY VIRTUE OF THE TRANSACTIONS
CONTEMPLATED HEREBY AMONG THE SECURED PARTIES OR AMONG THE GRANTORS AND THE
SECURED PARTIES; AND
(D)
THE AGENT MAY AT ANY TIME AND FROM TIME TO
TIME APPOINT A COLLATERAL AGENT TO MAINTAIN ANY OF THE COLLATERAL, MAINTAIN
BOOKS AND RECORDS REGARDING ANY COLLATERAL, RELEASE COLLATERAL, AND ASSIST IN
ANY ASPECT ARISING IN CONNECTION WITH THE COLLATERAL AS AGENT MAY DESIRE; AND
THE AGENT MAY APPOINT ITSELF, ANY AFFILIATE OR A THIRD PARTY AS THE COLLATERAL
AGENT, AND ALL REASONABLE COSTS OF THE COLLATERAL AGENT SHALL BE BORNE BY THE
GRANTORS.
8.14
Additional Grantors.
Each Restricted Subsidiary of Hovnanian shall become a Grantor for all purposes
of this Agreement upon execution and delivery by such Subsidiary of a Joinder
Agreement, substantially in the form of Exhibit A hereto.
8.15
Releases.
(A)
UPON THE INDEFEASIBLE PAYMENT IN FULL OF
ALL OUTSTANDING SECURED OBLIGATIONS, THE COLLATERAL SHALL BE AUTOMATICALLY
RELEASED FROM THE LIENS CREATED HEREBY, AND THIS AGREEMENT AND ALL OBLIGATIONS
(OTHER THAN THOSE EXPRESSLY STATED TO SURVIVE SUCH TERMINATION) OF THE AGENT AND
EACH GRANTOR HEREUNDER SHALL AUTOMATICALLY TERMINATE, ALL WITHOUT DELIVERY OF
ANY INSTRUMENT OR PERFORMANCE OF ANY ACT BY ANY PARTY, AND ALL RIGHTS TO THE
COLLATERAL SHALL REVERT TO THE GRANTORS.
AT THE REQUEST AND SOLE EXPENSE OF ANY
GRANTOR FOLLOWING ANY SUCH TERMINATION, THE AGENT SHALL DELIVER TO SUCH GRANTOR
ANY