Common use of Appointment of Agent for Service of Process Clause in Contracts

Appointment of Agent for Service of Process. The Company hereby irrevocably designates, appoints and empowers [ ] with offices currently at [ ] as their designee, appointee and agent to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York on the terms and for the purposes of this Section. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them by serving a copy thereof upon the relevant agent for service of process referred to in this Section (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby and the Selling Shareholders further, by their execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the "Authorized Agent") to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States the Company or state court located in the Borough of ManhattanSelling Shareholders, The City of New York respectively, with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and the Selling Shareholders represents to each International Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and Selling Shareholders further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or Selling Shareholders pursuant to Section 16, shall be deemed in every respect effective service of process upon the Company or Selling Shareholders, respectively, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and Selling Shareholders agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 14 reasonably satisfactory to the International Representatives. The Company and Selling Shareholders further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or Selling Shareholders, respectively, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 14 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or Selling Shareholders, respectively, at its address the addresses specified in or designated pursuant to this Agreement. The Company agrees and Selling Shareholders agree that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the International Underwriters and the other persons referred to service in Sections 7 and 8 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and Selling Shareholders hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby irrevocably designates, appoints and empowers [ ] CT Corporation System, with offices currently at [ ] 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (the “Agent”) as their its designee, appointee and agent to receive, accept and acknowledge for and on their its behalf, and their its properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them it in any such United States or state court located in the Borough of Manhattan, The City County of New York with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courts. If for any reason any such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City County of New York on the terms and for the purposes of this SectionSection 11 satisfactory to the Underwriters. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them it by serving a copy thereof upon the relevant agent for service of process referred to in this Section Agent (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the holders of the Securities and the Underwriters to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it them in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes any additional agreement brought in the United States federal courts located in the Borough of Manhattan, The City County of New York or the courts of the State of New York located in the Borough of Manhattan, The City County of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby irrevocably designates, appoints and empowers [ ] CT Corporation System with offices currently at [ ] 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as their its designee, appointee and agent to receive, accept and acknowledge for and on their its behalf, and their its properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them it in any such United States or state court located in the Borough of Manhattan, The City of New York Specified Court with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City County of New York on the terms and for the purposes of this SectionSection 18 satisfactory to the Representatives. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them by serving a copy thereof upon the relevant agent for service of process referred to in this Section 18 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, Company at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes any transactions contemplated hereby brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York any Specified Court and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section 18 shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby irrevocably designates, appoints and empowers [ ] Cogency Global Inc. with offices currently at [ ] 00 X. 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 as their designee, appointee and agent to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York on the terms and for the purposes of this Section. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them by serving a copy thereof upon the relevant agent for service of process referred to in this Section (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters Initial Purchasers to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes Securities brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section clause shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby and the Selling Shareholders further, by their execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the “Authorized Agent”) to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States the Company or state court located in the Borough of ManhattanSelling Shareholders, The City of New York respectively, with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and the Selling Shareholders represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and Selling Shareholders further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or Selling Shareholders pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company or Selling Shareholders, respectively, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and Selling Shareholders agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Representative. The Company and Selling Shareholders further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or Selling Shareholders, respectively, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or Selling Shareholders, respectively, at its address the addresses specified in or designated pursuant to this Agreement. The Company agrees and Selling Shareholders agree that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and Selling Shareholders hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby and the Selling Shareholders further, by their execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the “Authorized Agent”) to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States the Company or state court located in the Borough of ManhattanSelling Shareholders, The City of New York as the case may be, with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and the Selling Shareholders represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and the Selling Shareholders further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or the Selling Shareholders pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company or the Selling Shareholders, as the case may be, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and the Selling Shareholders agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Representatives. The Company and the Selling Shareholders further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or the Selling Shareholders, respectively, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or the Selling Shareholders, respectively, at its address the addresses specified in or designated pursuant to this Agreement. The Company agrees and the Selling Shareholders agree that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or the Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and the Selling Shareholders hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby and the Selling Shareholders further, by their execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the "Authorized Agent") to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States the Company or state court located in the Borough of ManhattanSelling Shareholders, The City of New York respectively, with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement the International Purchase Agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and the Selling Shareholders represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and Selling Shareholders further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or Selling Shareholders pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company or Selling Shareholders, respectively, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and Selling Shareholders agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Lead Manager. The Company and Selling Shareholders further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or Selling Shareholders, respectively, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or Selling Shareholders, respectively, at its address the addresses specified in or designated pursuant to this Agreement. The Company agrees and Selling Shareholders agree that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and Selling Shareholders hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes International Purchase Agreement brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company NBG hereby irrevocably designates, appoints appoints, and empowers [ ] Corporation Services Company (the “Process Agent”), with offices currently at [ ] 0000 Xxxxxx xx Xxxxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000, as their its designee, appointee and agent to receive, accept and acknowledge for and on their behalf, and their respective properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them it in any such court of the State of New York or any federal court of the United States or state court located in the Borough of Manhattan, The Manhattan in the City of New York with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with the legal procedures prescribed for such courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company NBG agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York on the terms and for the purposes of this SectionSection 16 (b) reasonably satisfactory to the Underwriters. The Company NBG further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against each of them by serving a copy thereof upon the relevant agent for service of process referred to in this Section 15 (b) (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, with a copy to the Company, at its address specified them as provided in or designated pursuant to this AgreementSection 13. The Company NBG agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters holders of the Securities, the Representatives and the other persons referred to service the Sections 7 and 8 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company NBG or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby irrevocably designatesappoints C T Corporation System, appoints and empowers [ ] with offices currently acting through its office at [ ] 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx (or such other address in the Borough of Manhattan, The City of New York, as their designee, appointee and such agent shall furnish in writing to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, service of any and all legal process, summons, notices and documents that the Trustee) as its authorized agent (the "Authorized Agent") upon which process may be served in any action, suit legal action or proceeding brought against them it with respect to its obligations under this Indenture or the Securities of any series, as the case may be, instituted in any such United States federal or state court located in the Borough of Manhattan, The City of New York by the Holder of any Security, and agrees that service of process upon the Authorized Agent, together with written notice of said service mailed or delivered to the Company, addressed as provided in Section 105, shall be deemed in every respect to their obligations, liabilities or any other matter arising out effective service of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, process upon the Company agrees in any such legal action or proceeding, and the Company hereby irrevocably submits to designate the non-exclusive jurisdiction of any such court in respect of any such legal action or proceeding and waives, to the extent it may effectively do so, any objection it may have to the laying of the venue of any such legal action or proceeding. Such appointment shall be irrevocable so long as the Holders of Securities shall have any rights pursuant to the terms of the Securities or of this Indenture until the appointment of a new designeesuccessor Authorized Agent by the Company and such successor's acceptance of such appointment. The Company reserves the right to appoint another Person located, appointee and agent or with an office, in the Borough of Manhattan, The City of New York on the terms York, selected in its sole discretion, as a successor Authorized Agent, and for the purposes upon acceptance of this Section. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them appointment by serving such a copy thereof upon the relevant agent for service of process referred to in this Section (whether or not successor the appointment of such agent the prior Authorized Agent shall terminate. If for any reason prove C T Corporation System ceases to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, able to act as the Company, at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters to service any such legal process, summons, notices and documents in any other manner permitted by applicable law Authorized Agent or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located an address in the Borough of Manhattan, The City of New York or York, the courts of Company will appoint a successor Authorized Agent in accordance with the State of New York located in the Borough of Manhattan, preceding sentence. The City of New York Company further agrees to take any and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such all action, suit including the filing of any and all documents and instruments as may be necessary to continue such designation and appointment of such agent or proceeding brought successor in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in partfull force and effect for as long as required hereunder.

Appointment of Agent for Service of Process. The Company hereby further, by its execution and delivery of this Agreement, irrevocably designates, appoints and empowers [ ] with offices currently at [ ] CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the “Authorized Agent”) to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, its behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York Company with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company. The Company represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company further agrees that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Representative. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, Company at its the address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it the Company in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby and the Selling Shareholders further, by their execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the "Authorized Agent") to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States the Company or state court located in the Borough of ManhattanSelling Shareholders, The City of New York respectively, with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and the Selling Shareholders represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and Selling Shareholders further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or Selling Shareholders pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company or Selling Shareholders, respectively, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and Selling Shareholders agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Representative. The Company and Selling Shareholders further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or Selling Shareholders, respectively, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or Selling Shareholders, respectively, at its address the addresses specified in or designated pursuant to this Agreement. The Company agrees and Selling Shareholders agree that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and Selling Shareholders hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby irrevocably designatesappoints CT Corporation System acting through its office at 0000 Xxxxxxxx, appoints and empowers [ ] with offices currently at [ ] Xxx Xxxx, Xxx Xxxx as their designee, appointee and its authorized agent to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, service of any and all legal process, summons, notices and documents that (the "Authorized Agent") upon which process may be served in any action, suit legal action or proceeding brought against them the Company with respect to its obligations under this Indenture or the Securities of any series, instituted in any such United States federal or state court located in the Borough of Manhattan, The City of New York by the Holder of any Security and the Company agrees that service of process upon such Authorized Agent, together with written notice of said service to the Company by the Person serving the same addressed as provided in Section 105, shall be deemed in every respect effective service of process upon the Company in any such legal action or proceeding. The Company hereby irrevocably submits to their obligations, liabilities the non-exclusive jurisdiction of any such court in respect of any such legal action or proceeding and waives any other matter arising out objection it may have to the laying of the venue of any such legal action or proceeding. Such designation shall be irrevocable until all amounts in respect of the principal of and any premium and interest due and to become due on or in connection with respect of all the Securities issued under this Agreement Indenture have been paid by the Company or any additional agreement the Guarantor, as the case may be, to the Trustee pursuant to the terms hereof, the Securities and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courtsthe Guarantee. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as suchNotwithstanding the foregoing, the Company agrees reserves the right to designate a new designee, appointee and agent appoint another Person located or with an office in the Borough of Manhattan, The City of New York on York, selected in its discretion, as a successor Authorized Agent, and upon acceptance of such consent to service of process by such a successor the terms and for designation of the purposes of this Sectionprior Authorized Agent shall terminate. The Company further hereby irrevocably consents and agrees shall give notice to the service of any Trustee and all legal process, summons, notices and documents in any such action, suit or proceeding against them Holders of the designation by serving it of a copy thereof upon the relevant agent for service of process referred to in this Section (whether or not the appointment of such agent shall successor Authorized Agent. If for any reason prove CT Corporation System ceases to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, able to act as the Company, at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters to service any such legal process, summons, notices and documents in any other manner permitted by applicable law Authorized Agent or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located an address in the Borough of Manhattan, The City of New York or York, the courts Company will appoint a successor Authorized Agent in accordance with the preceding sentence. The Company further agrees to take any and all action, including the filing of any and all documents and instruments as may be necessary to continue such designation of such agent in full force and effect until this Indenture has been satisfied and discharged. Service of process upon the State of New York located in Authorized Agent addressed to it at the address set forth above, as such address may be changed within the Borough of Manhattan, The City of New York and hereby further irrevocably and unconditionally waives and agrees not by notice given by the Authorized Agent to plead the Trustee, together with written notice of such service mailed or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section delivered to the Company shall survive any termination of this Agreementbe deemed, in whole or in partevery respect, effective service of process on the Company.

Appointment of Agent for Service of Process. The Each of the Company hereby and each Selling Shareholder further, by its execution and delivery of this Agreement, irrevocably designates, appoints and empowers [ ] with offices currently at [ ] CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their its designee, appointee and authorized agent (the “Authorized Agent”) to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, its behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York it with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and each Selling Shareholder represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. Each of the Company and each Selling Shareholder further agrees that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or the Selling Shareholders, as the case may be, pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company or the Selling Shareholders, as the case may be, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, Each of the Company and each Selling Shareholder agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Representative. The Each of the Company and each Selling Shareholder further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them it by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to it at the Company, at its address specified in or designated pursuant to this Agreement. The Each of the Company and each Selling Shareholder agrees that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or the Selling Shareholders in such other jurisdictions, as the case may be, and in such manner, as may be permitted by applicable law. The Each of the Company and each Selling Shareholder hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Each of the Company hereby and Selling Shareholders further, by its execution and delivery of this Agreement, irrevocably designates, appoints and empowers [ ] with offices currently at [ ] CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the “Authorized Agent”) to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, its behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York Company with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company. The Company represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company further agrees that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Representative. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, Company at its the address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it the Company in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company and the Guarantor (together, the “NCL Parties”) hereby irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower Corporate Creations International, Inc. as their designee, appointee and agent to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York Court with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement Indenture, the Notes or any additional agreement the Guarantee and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courtsCourts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees NCL Parties agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City County of New York on the terms and for the purposes of this SectionSection 17.‎15 satisfactory to the Trustee. The Company NCL Parties further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them by serving a copy thereof upon the relevant agent for service of process referred to in this Section 17.‎15 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyNCL Parties, at its the address specified in or designated pursuant to this AgreementIndenture. The Company agrees NCL Parties agree that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters Trustee to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company NCL Parties or bring actions, suits or proceedings against it them in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.104

Appointment of Agent for Service of Process. The Company hereby and BNDES, acting solely in its own capacity, further, by their respective execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 1633 Broadway, New York, New York 10019 as their designee, appointee and agent to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, axxxxxxxxx xxxxx xx xxxxxxx xxx xxx xx xheir behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them the Company or BNDES, in any such United States or state court located in its own capacity, as the Borough of Manhattancase may be, The City of New York with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and authorized agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as such authorized agent shall become effective immediately without any further action on the part of the Company or BNDES, as the case may be. The Company and BNDES, acting solely in its own capacity, represent to each Underwriter that they have notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and BNDES, acting solely in its own capacity, further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or BNDES, as the case may be, pursuant to Section 12, shall be deemed in every respect effective service of process upon the Company or BNDES, as the case may be, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and BNDES agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 15 reasonably satisfactory to the Representatives. The Company and BNDES further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or BNDES, as the case may be, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 15 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or BNDES, as the case may be, at its the respective address specified in or designated pursuant to this Agreement. The Company agrees and BNDES agree that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company and each of the Selling Shareholders or bring actions, suits or proceedings against it the Company or any of the Selling Shareholders, as the case may be, in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and BNDES, acting solely in its own capacity, hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of New York, New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York, New York and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Each of the Company hereby and each Selling Shareholder further, by its execution and delivery of this Agreement, irrevocably designates, appoints and empowers [ ] with offices currently National Corporate Research, Ltd. (“NCR”) located at [ ] 000 X. 00xx Xxxxxx, Xxxxx 000, Xxx Xxxx, XX 00000, as their its designee, appointee and authorized agent (the “Authorized Agent”) to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, its behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York it with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of NRC as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and each Selling Shareholder represents to each Underwriter that it has notified NRC of such designation and appointment and that NRC has accepted the same. Each of the Company and each Selling Shareholder further agrees that, to the extent permitted by law, proper service of process upon NRC (or its successors as agent for service of process) and written notice of said service to the Company or the Selling Shareholders, as the case may be, pursuant to Section 16, shall be deemed in every respect effective service of process upon the Company or the Selling Shareholders, as the case may be, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, each of the Company and each Selling Shareholder agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 14 reasonably satisfactory to the Representative. The Each of the Company and each Selling Shareholder further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them it by serving a copy thereof upon the relevant agent for service of process referred to in this Section 14 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to it at the Company, at its address specified in or designated pursuant to this Agreement. The Each of the Company and each Selling Shareholder agrees that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or the Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Each of the Company and each Selling Shareholder hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby irrevocably designates, appoints and empowers [ ] CT Corporation System with offices currently at [ ] 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as their its designee, appointee and agent to receive, accept and acknowledge for and on their its behalf, and their its properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them it in any such United States or state court located in the Borough of Manhattan, The City of New York Specified Court with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City County of New York on the terms and for the purposes of this SectionSection 17 satisfactory to the Representatives. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them by serving a copy thereof upon the relevant agent for service of process referred to in this Section 17 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, Company at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes any transactions contemplated hereby brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York any Specified Court and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section 17 shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company (a) By the execution and delivery of this Indenture or any amendment or supplement hereto, each of the Company, each Guarantor, Parent and MidCo (i) acknowledges that it hereby irrevocably designatesdesignates and appoints Contact US Teleservices Inc. (“Authorized Agent”) currently located at 0000 Xxxxxxxxx Xxxxxxx, appoints and empowers [ ] with offices currently at [ ] Xxx Xxxxxxx, Xxxxx 00000, as their designee, appointee and its authorized agent to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, service of any and all legal process, summons, notices and documents that upon which process may be served in any actionsuit, suit action or proceeding with respect to, arising out of, or relating to, the Notes, this Indenture or the Note Guarantees, that may be instituted in any Federal or state court in the State of New York, The City of New York, the Borough of Manhattan, or brought against them under Federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder), and acknowledges that the Authorized Agent has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such United States suit, action or state court proceeding, and (iii) agrees that service of process upon the Authorized Agent shall be deemed in every respect effective service of process upon each of the Company, each Guarantor, Parent and MidCo, as the case may be, in any such suit, action or proceeding, each of the Company, each Guarantor, Parent and MidCo further agree to take any and all action, including the execution and filing of any and all such documents and instruments as may be necessary to continue such designation and appointment of the Authorized Agent in full force and effect so long as this Indenture shall be in full force and effect; provided that each of the Company, each Guarantor, Parent and MidCo may and shall (to the extent the Authorized Agent ceases to be able to be served on the basis contemplated herein), by written notice to the Trustee and the Collateral Agent, designate such additional or alternative agents for service of process under this Section 13.21 that (i) maintains an office located in the Borough of Manhattan, The City of New York with respect in the State of New York, (ii) are either (x) counsel for any of the Company, any Guarantor, Parent and MidCo or (y) a corporate service company which acts as agent for service of process for other Persons in the ordinary course of its business and (iii) agrees to their obligations, liabilities or any other matter arising out act as agent for service of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent process in accordance with legal procedures prescribed this Section 13.21. Such notice shall identify the name of such agent for process and the address of such courts. If agent for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent process in the Borough of Manhattan, The City of New York on York, State of New York. Upon the terms and for the purposes of this Section. The Company further hereby irrevocably consents and agrees to the service written request of any and Holder, the Trustee shall deliver such information to such Holder. Notwithstanding the foregoing, there shall, at all legal processtimes, summons, notices and documents in any such action, suit or proceeding against them by serving a copy thereof upon the relevant be at least one agent for service of process referred to for the Company and the Guarantor appointed and acting in accordance with this Section (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part13.21.

Appointment of Agent for Service of Process. Each of the parties hereto, other than the Depositor, hereby consents to the service of process by mail. The Company Depositor hereby irrevocably designates, appoints and empowers [ ] National Corporate Research (the “Process Agent”), with offices currently on the date hereof at [ ] 10 East 40th Street, 00xx Xxxxx, Xxx Xxxx, XX, 00000, Xxxxxx Xxxxxx, as their its designee, appointee and agent to receive, accept and acknowledge for and on their its behalf, and their its properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit action or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York with respect to their obligations, liabilities or any other matter arising out of or in connection with relating to this Agreement brought against it in any International Arbitration or any additional agreement the United States District Court for the District of Delaware for the purpose of confirming or enforcing an arbitral award in the State of Delaware and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such arbitral tribunal or courts. The Depositor hereby irrevocably designates, appoints and empowers the Process Agent as its designee, appointee and agent to receive, accept and acknowledge for and on its behalf, and its properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action or proceeding brought against it in any International Arbitration, or any action, suit or proceeding brought against it in any Delaware Court arising out of or relating to this Agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such arbitral tribunal or courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, each of the Company Depositor agrees to designate a new designee, appointee and agent in the Borough County of Manhattan, The City of New York Newcastle on the terms and for the purposes of this SectionSection 56 satisfactory to the Owner Trustee, the Beneficial Owner and the Administrator. The Company Depositor further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them it by (i) serving a copy thereof upon the relevant agent for service of process referred to in this Section 55 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service); provided, that such agent for service of process shall be required to deliver by overnight courier prepaid or by hand delivery any such legal process, summons, notices or documents with respect to the Depositor at the offices of the Attorney General for the State of Rio de Janeiro (Procurador Geral do Estado) Procuradoria Geral do Estado do Rio de Janeiro, Rua do Carmo, n.º 27 – Centro – CEP: 20011-900, Rio de Janeiro – RJ, Brazil, Attention: Procurador do Estado (“Office of the RJS Attorney General”) or (ii) by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, Depositor at its the Office of the RJS Attorney General or to the Depositor at the address specified in or designated pursuant to this Agreement; provided, that if such service of any legal process, summons, notices and documents, with respect to the Depositor is issued or delivered in connection with any action or proceeding brought in any court, then such service of legal process, summons, notices and documents to the Office of the RJS Attorney General shall be delivered by any means permissible under Brazilian law. The Company Issuer agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters Owner Trustee, the Beneficial Owner and the Administrator to service serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forumApplicable Law. The provisions of this Section 56 shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby and the Selling Shareholders further, by their execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 100 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the “Authorized Agent”) to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States the Company or state court located in the Borough of ManhattanSelling Shareholders, The City of New York respectively, with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and the Selling Shareholders represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and Selling Shareholders further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or Selling Shareholders pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company or Selling Shareholders, respectively, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and Selling Shareholders agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the Representatives. The Company and Selling Shareholders further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or Selling Shareholders, respectively, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or Selling Shareholders, respectively, at its address the addresses specified in or designated pursuant to this Agreement. The Company agrees and Selling Shareholders agree that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and Selling Shareholders hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby further, by its execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System as their its designee, appointee and authorized agent (the "Authorized Agent") to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, its behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City of New York Company with respect to their its obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company. The Company represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company further agrees that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company pursuant to this Section 14, shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 14 reasonably satisfactory to the Representative. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company by serving a copy thereof upon the relevant agent for service of process referred to in this Section 14 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, Company at its the address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it the Company in such other jurisdictions, and in such manner, as may be permitted by applicable law. The 41 Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby irrevocably designates, appoints and empowers [ ] CT Corporation, with offices currently at [ ] 000 Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000, Xxxxxx Xxxxxx of America, as their designee, appointee and agent to receive, accept and acknowledge for and on their behalf, and their properties, assets and revenues, service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States or state court located in the Borough of Manhattan, The City County of New York with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement and that may be made on such designee, appointee and agent in accordance with legal procedures prescribed for such courts. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees to designate a new designee, appointee and agent in the Borough of Manhattan, The City County of New York on the terms and for the purposes of this SectionSection 14 satisfactory to the Representative. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them by serving a copy thereof upon the relevant agent for service of process referred to in this Section 14 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or by mailing copies thereof by registered or certified air mail, postage prepaid, to the Company, at its address specified in or designated pursuant to this Agreement. The Company agrees that the failure of any such designee, appointee and agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters Representative to service any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or bring actions, suits or proceedings against it in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or Agreement, the Indenture or the Notes Global Shares brought in the United States federal courts located in the Borough of Manhattan, The City County of New York or the courts of the State of New York located in the Borough of Manhattan, The City County of New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section paragraph shall survive any termination of this Agreement, in whole or in part.

Appointment of Agent for Service of Process. The Company hereby and the Selling Shareholders further, by their execution and delivery of this Agreement, irrevocably designatesdesignate, appoints appoint and empowers [ ] with offices currently at [ ] empower CT Corporation System, 000 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx as their designee, appointee and authorized agent (the "Authorized Agent") to receive, accept and acknowledge receive for and on their behalf, and their properties, assets and revenues, behalf service of any and all legal process, summons, notices and documents that may be served in any action, suit or proceeding brought against them in any such United States the Company or state court located in the Borough of ManhattanSelling Shareholders, The City of New York respectively, with respect to their obligations, liabilities or any other matter arising out of or in connection with this Agreement or any additional agreement the International Purchase Agreement and that may be made on such designee, appointee and agent the Authorized Agent in accordance with legal procedures prescribed for such courts, and it being understood that the designation and appointment of CT Corporation System as the Authorized Agent shall become effective immediately without any further action on the part of the Company or the Selling Shareholders. Each of the Company and the Selling Shareholders represents to each Underwriter that it has notified CT Corporation System of such designation and appointment and that CT Corporation System has accepted the same. The Company and Selling Shareholders further agree that, to the extent permitted by law, proper service of process upon CT Corporation System (or its successors as agent for service of process) and written notice of said service to the Company or Selling Shareholders pursuant to Section 15, shall be deemed in every respect effective service of process upon the Company or Selling Shareholders, respectively, in any such suit or proceeding. If for any reason such designee, appointee and agent hereunder shall cease to be available to act as such, the Company agrees and Selling Shareholders agree to designate a new designee, appointee and agent in the Borough of Manhattan, The City of New York, New York on the terms and for the purposes of this SectionSection 13 reasonably satisfactory to the U.S. Representative. The Company and Selling Shareholders further hereby irrevocably consents consent and agrees agree to the service of any and all legal process, summons, notices and documents in any such action, suit or proceeding against them the Company or Selling Shareholders, respectively, by serving a copy thereof upon the relevant agent for service of process referred to in this Section 13 (whether or not the appointment of such agent shall for any reason prove to be ineffective or such agent shall accept or acknowledge such service) or and by mailing copies thereof by registered or certified air mail, postage prepaid, to the CompanyCompany or Selling Shareholders, respectively, at its address the addresses specified in or designated pursuant to this Agreement. The Company agrees and Selling Shareholders agree that the failure of any such designee, appointee and agent to give any notice of such service to it them shall not impair or affect in any way the validity of such service or any judgment rendered in any action or proceeding based thereon. Nothing herein shall in any way be deemed to limit the ability of the Underwriters and the other persons referred to service in Sections 6 and 7 to serve any such legal process, summons, notices and documents in any other manner permitted by applicable law or to obtain jurisdiction over the Company or the Selling Shareholders or bring actions, suits or proceedings against it the Company or Selling Shareholders in such other jurisdictions, and in such manner, as may be permitted by applicable law. The Company and Selling Shareholders hereby irrevocably and unconditionally waiveswaive, to the fullest extent permitted by law, any objection that it they may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this Agreement or the Indenture or the Notes International Purchase Agreement brought in the United States federal courts located in the Borough of Manhattan, The City of any New York or the courts of the State of New York located in the Borough of Manhattan, The City of New York Court and hereby further irrevocably and unconditionally waives waive and agrees agree not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.