of protest, diligence in collecting,
and the bringing of suit against any other party, and agree to all renewals,
extensions, modifications, partial payments, releases or substitutions of
security, in whole or in part, with or without notice, before or after maturity.
11.
CHOICE OF LAW.
THIS NOTE AND THE OTHER LOAN DOCUMENTS AND THE
RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER AND THEREUNDER SHALL IN ALL
RESPECTS BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS
OF THE STATE OF TEXAS (WITHOUT GIVING EFFECT TO TEXAS' PRINCIPLES OF CONFLICTS
OF LAW), EXCEPT TO THE EXTENT (A) OF PROCEDURAL AND SUBSTANTIVE MATTERS RELATING
ONLY TO THE CREATION, PERFECTION, FORECLOSURE AND ENFORCEMENT OF RIGHTS AND
REMEDIES AGAINST THE PROPERTY, WHICH MATTERS SHALL BE GOVERNED BY THE LAWS OF
THE STATE WHERE THE PROPERTY IS LOCATED, AND (B) THE LAWS OF THE UNITED STATES
OF AMERICA AND ANY RULES, REGULATIONS OR ORDERS ISSUED OR PROMULGATED
THEREUNDER, APPLICABLE TO THE AFFAIRS AND TRANSACTIONS ENTERED INTO BY LENDER,
OTHERWISE PREEMPT THE LAWS OF THE STATE WHERE THE PROPERTY IS LOCATED OR TEXAS
LAW; IN WHICH EVENT FEDERAL LAW SHALL CONTROL.
13.
FORUM SELECTION. BORROWER HEREBY IRREVOCABLY SUBMITS TO THE
NON-EXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT SITTING IN DALLAS,
TEXAS (OR ANY COURT OF COMPETENT JURISDICTION WHERE ANY PORTION OF THE PROPERTY
IS LOCATED) OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO
THIS NOTE OR ANY OF THE LOAN DOCUMENTS, AND BORROWER HEREBY AGREES AND CONSENTS
THAT, IN ADDITION TO ANY
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METHODS OF SERVICE OF PROCESS PROVIDED FOR UNDER APPLICABLE LAW, ALL SERVICE OF
PROCESS IN ANY SUCH SUIT, ACTION OR PROCEEDING IN ANY STATE OR FEDERAL COURT
SITTING IN DALLAS, TEXAS (OR ANY COURT OF COMPETENT JURISDICTION WHERE ANY
PORTION OF THE PROPERTY IS LOCATED) MAY BE MADE BY CERTIFIED OR REGISTERED MAIL,
RETURN RECEIPT REQUESTED, DIRECTED TO BORROWER AT THE ADDRESS OF BORROWER FOR
THE GIVING OF NOTICES UNDER THE SECURITY INSTRUMENT, AND SERVICE SO MADE SHALL
BE COMPLETE 5 DAYS AFTER THE SAME SHALL HAVE BEEN SO MAILED.
14.
WAIVER OF TRIAL BY JURY AND CERTAIN OTHER RIGHTS. BORROWER AND
LENDER HEREBY KNOWINGLY, INTENTIONALLY AND VOLUNTARILY, WITH AND UPON THE ADVICE
OF COMPETENT COUNSEL, EXPRESSLY AND UNCONDITIONALLY WAIVE, IN CONNECTION WITH
ANY SUIT, ACTION OR PROCEEDING IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS, ANY
AND EVERY RIGHT THEY MAY HAVE TO A TRIAL BY JURY. MAKER ACKNOWLEDGES THAT THE
FOREGOING WAIVER IS KNOWING AND VOLUNTARY.
15.
Time of the Essence. Time is of the essence of each obligation of
Borrower hereunder.
REMAINDER OF PAGE INTENTIONALLY BLANK
SIGNATURE PAGE FOLLOWS
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SIGNATURE PAGE OF BORROWER TO
PROMISSORY NOTE
Borrower's Federal Tax I.D. No.
38-3659381
ARC BRANDYWINE, L.P., a Delaware limited partnership
By:
ARC Brandywine GP, LLC, a Tennessee limited liability company, its general
partner
By:
Name:
Title: