Common use of Notices; Consent to Jurisdiction Clause in Contracts

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to the intended recipient thereof in accordance with the provisions of this Section 11.05 (a) Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Loan Participants, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, or (B) if to a Subsequent Owner Participant, addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register maintained pursuant to Section 2.07 of the Trust Indenture. (b) Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to the intended recipient thereof in accordance with the provisions of this Section 11.05 (a) 11.05(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Loan Participants, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, or (B) if to a Subsequent Owner Participant, addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register maintained pursuant to Section 2.07 of the Trust Indenture. (b) Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to the intended recipient thereof in accordance with the provisions of this Section 11.05 (a) 11.05(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Loan Participants, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, or (B) if to a Subsequent Owner Participant, addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate Equipment Note register maintained pursuant to Section 2.07 of the Trust Indenture. (b) Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.

Notices; Consent to Jurisdiction. (a) All Except as otherwise provided in this Agreement respecting telephone notices, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by prepaid telex, TWX or telegram (with messenger delivery specified in the case of a telegram), or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to or, if given by certified mail, three (3) Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 13(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a13(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telex, TWX or telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Original Loan ParticipantsParticipant, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below on Schedule I hereto (and in the signatures case of such parties on Owner Trustee a copy shall be sent to the signature page of the Participation Agreement, Owner Participant) or (B) if to a Subsequent subsequent Owner Participant, addressed to such Subsequent subsequent Owner Participant at such address as such Subsequent subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) Each party to this Agreement (individually a "Party" and collectively "Parties") irrevocably agrees that any legal suit, action or proceeding brought by any other Party, which arises solely out of or relates solely to the Operative Agreements or any of the parties hereto (A) transactions contemplated hereby irrevocably submits itself or thereby or any document referred to herein or therein, may be instituted in the non-exclusive jurisdiction competent courts of the State of New York in New York County or the United States District Court for the Southern District of New York and that they, to the non-exclusive jurisdiction of maximum extent permitted by law, hereby waive the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought right to trial by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, jury in any such suitproceeding; provided, action or proceeding, to the extent permitted by applicable lawhowever, that the foregoing provisions shall not apply to third party tort claims (but shall apply to an indemnity claim with respect to such tort claim) and that the foregoing shall not apply to any right a party may have to seek removal of such legal suit, action or proceeding is to federal court or to seek consolidation of any separate legal suits, actions or proceedings brought in an inconvenient forum, that the venue by any one or more of the suitother parties in the same or different jurisdictions. The agreement set forth in this Section 13(b) is given solely for the benefit of the Parties, action and such agreement is not intended to and shall not (i) confer exclusive jurisdiction on any court or proceeding is improper, or that (ii) inure to the Participation Agreement, the Lease, the Tax Indemnity Agreement or benefit of any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsPerson.

Notices; Consent to Jurisdiction. (a) All notices, demands, -------------------------------- instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopiertelecopier (with a copy of such notice to follow by registered or certified mail or prepaid courier), or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to received or if given by certified mail, three Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 13(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a13(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Loan ParticipantsIndenture Trustee, the Indenture Trustee Pass Through Trustees (on and after the Refinancing Date only) or the Owner Participant, to the respective addresses set forth below on Schedule I hereto (and in the signatures case of such parties on Owner Trustee a copy shall be sent to the signature page of the Participation Agreement, Owner Participant) or (B) if to a Subsequent subsequent Owner Participant, addressed to such Subsequent subsequent Owner Participant at such address as such Subsequent subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register Certificate Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b1) Each of the parties hereto party to this Agreement including (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York extent it is deemed or has agreed to be a party hereto) each Certificate Holder (individually a "Party" and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of collectively "Parties") irrevocably agrees that any legal suit, action or proceeding brought by any other proceeding arising Party, which arises solely out of this Trust Agreement, or relates solely to the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof Documents or any of the transactions contemplated hereby or thereby brought or any document referred to herein or therein, may be instituted in the Circuit Court of the State of Illinois, Xxxx County or the United States District Court for the Northern District of Illinois and that they hereby waive the right to trial by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, jury in any such suitproceeding; provided, action or proceeding, to the extent permitted by applicable lawhowever, that the foregoing provisions shall not apply to third party tort claims (but shall apply to an indemnity claim with respect to such tort claim) and that the foregoing shall not apply to any right a Party may have to seek removal of such legal suit, action or proceeding is to federal court or to seek consolidation of any separate legal suits, actions or proceedings brought in an inconvenient forum, that the venue by any one or more of the suit, action other Parties in the same or proceeding different jurisdictions. The agreement set forth in this Section 13(b) is improper, or that given solely for the Participation Agreement, benefit of the Lease, Parties and such agreement is not intended to and shall not inure to the Tax Indemnity Agreement or benefit of any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsperson.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to the intended recipient thereof in accordance with the provisions of this Section 11.05 (a) 11.05(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Loan Participants, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, or (B) if to a Subsequent Owner Participant, addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register maintained pursuant to Section 2.07 of the Trust Indenture. (b) Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.

Notices; Consent to Jurisdiction. (a) All notices, --------------------------------- demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopiertelecopier (with a copy of such notice to follow by registered or certified mail or by prepaid courier), or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to received or if given by certified mail, three Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 8(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a8(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to LesseeOwner, the Owner Indenture Trustee, the Loan Participants, the Indenture Trustee Pass Through Trustees or the Owner ParticipantSubordination Agent, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, Schedule I hereto or (B) if to a Subsequent Owner Participant, any subsequent Noteholder addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder Noteholder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) EACH PARTY TO THIS AGREEMENT (INCLUDING EACH NOTEHOLDER) (INDIVIDUALLY A "PARTY" AND COLLECTIVELY "PARTIES") IRREVOCABLY AGREES THAT ANY LEGAL SUIT, ACTION OR PROCEEDING BROUGHT BY ANY OTHER PARTY, WHICH ARISES SOLELY OUT OF OR RELATES SOLELY TO THE FUNDAMENTAL DOCUMENTS OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY OR ANY DOCUMENT REFERRED TO HEREIN OR THEREIN, MAY BE INSTITUTED IN THE CIRCUIT COURT OF THE STATE OF ILLINOIS, XXXX COUNTY OR THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS AND THAT THEY HEREBY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY SUCH PROCEEDING; PROVIDED, HOWEVER, THAT THE FOREGOING PROVISIONS SHALL NOT APPLY TO THIRD PARTY TORT CLAIMS (BUT SHALL APPLY TO AN INDEMNITY CLAIM WITH RESPECT TO SUCH TORT CLAIM) AND THAT THE FOREGOING SHALL NOT APPLY TO ANY RIGHT A PARTY MAY HAVE TO SEEK REMOVAL OF SUCH LEGAL SUIT, ACTION OR PROCEEDING TO FEDERAL COURT OR TO SEEK CONSOLIDATION OF ANY SEPARATE LEGAL SUITS, ACTIONS OR PROCEEDINGS BROUGHT BY ANY ONE OR MORE OF THE OTHER PARTIES IN THE SAME OR DIFFERENT JURISDICTIONS. Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) Party hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity this Agreement or any other Operative Fundamental Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.[Participation Agreement ([______])]

Notices; Consent to Jurisdiction. (a) All notices, demands, -------------------------------- instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopiertelecopier (with a copy of such notice to follow by registered or certified mail or by prepaid courier), or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to received or if given by certified mail, three Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 8(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a8(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to LesseeOwner, the Owner Indenture Trustee, the Loan Participants, the Indenture Trustee Pass Through Trustees or the Owner ParticipantSubordination Agent, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, Schedule I hereto or (B) if to a Subsequent Owner Participant, any subsequent Noteholder addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder Noteholder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) EACH PARTY TO THIS AGREEMENT (INCLUDING EACH NOTEHOLDER) (INDIVIDUALLY A "PARTY" AND COLLECTIVELY "PARTIES") IRREVOCABLY AGREES THAT ANY LEGAL SUIT, ACTION OR PROCEEDING BROUGHT BY ANY OTHER PARTY, WHICH ARISES SOLELY OUT OF OR RELATES SOLELY TO THE FUNDAMENTAL DOCUMENTS OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY OR ANY DOCUMENT REFERRED TO HEREIN OR THEREIN, MAY BE INSTITUTED IN THE CIRCUIT COURT OF THE STATE OF ILLINOIS, XXXX COUNTY OR THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS AND THAT THEY HEREBY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY SUCH PROCEEDING; PROVIDED, HOWEVER, THAT THE FOREGOING PROVISIONS SHALL NOT APPLY TO THIRD PARTY TORT CLAIMS (BUT SHALL APPLY TO AN INDEMNITY CLAIM WITH RESPECT TO SUCH TORT CLAIM) AND THAT THE FOREGOING SHALL NOT APPLY TO ANY RIGHT A PARTY MAY HAVE TO SEEK REMOVAL OF SUCH LEGAL SUIT, ACTION OR PROCEEDING TO FEDERAL COURT OR TO SEEK CONSOLIDATION OF ANY SEPARATE LEGAL SUITS, ACTIONS OR PROCEEDINGS BROUGHT BY ANY ONE OR MORE OF THE OTHER PARTIES IN THE SAME OR DIFFERENT JURISDICTIONS. Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) Party hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding [Participation Agreement (2001-1 747-1)] is improper, or that the Participation Agreement, the Lease, the Tax Indemnity this Agreement or any other Operative Fundamental Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts. The agreement set forth in this Section 8(b) is given solely for the benefit of the Parties and such agreement is not intended to and shall not inure to the benefit of any other person.

Notices; Consent to Jurisdiction. (a) All Except as otherwise provided in this Agreement respecting telephone notices, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or PARTICIPATION AGREEMENT [N602SW] -44- 50 by prepaid telex, TWX or telegram (with messenger delivery specified in the case of a telegram), or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to or, if given by certified mail, three (3) Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 13(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a13(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telex, TWX or telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Original Loan ParticipantsParticipant, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below on Schedule I hereto (and in the signatures case of such parties on Owner Trustee a copy shall be sent to the signature page of the Participation Agreement, Owner Participant) or (B) if to a Subsequent subsequent Owner Participant, addressed to such Subsequent subsequent Owner Participant at such address as such Subsequent subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) Each party to this Agreement (individually a "Party" and collectively "Parties") irrevocably agrees that any legal suit, action or proceeding brought by any other Party, which arises solely out of or relates solely to the Operative Agreements or any of the parties hereto (A) transactions contemplated hereby irrevocably submits itself or thereby or any document referred to herein or therein, may be instituted in the non-exclusive jurisdiction competent courts of the State of New York in New York County or the United States District Court for the Southern District of New York and that they, to the non-exclusive jurisdiction of maximum extent permitted by law, hereby waive the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought right to trial by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, jury in any such suitproceeding; provided, action or proceeding, to the extent permitted by applicable lawhowever, that the foregoing provisions shall not apply to third party tort claims (but shall apply to an indemnity claim with respect to such tort claim) and that the foregoing shall not apply to any right a party may have to seek removal of such legal suit, action or proceeding is to federal court or to seek consolidation of any separate legal suits, actions or proceedings brought in an inconvenient forum, that the venue by any one or more of the suitother parties in the same or different jurisdictions. The agreement set forth in this Section 13(b) is given solely for the benefit of the Parties, action and such agreement is not intended to and shall not (i) confer exclusive jurisdiction on any court or proceeding is improper, or that (ii) inure to the Participation Agreement, the Lease, the Tax Indemnity Agreement or benefit of any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsPerson.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any [Participation Agreement (2000-2 747-1)] party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopiertelecopier (with a copy of such notice to follow by registered or certified mail or by prepaid courier), or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to received or if given by certified mail, three Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 8(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a8(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to LesseeOwner, the Owner Indenture Trustee, the Loan Participants, the Indenture Trustee Pass Through Trustees or the Owner ParticipantSubordination Agent, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, Schedule I hereto or (B) if to a Subsequent Owner Participant, any subsequent Noteholder addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder Noteholder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) EACH PARTY TO THIS AGREEMENT (INCLUDING EACH NOTEHOLDER) (INDIVIDUALLY A "PARTY" AND COLLECTIVELY "PARTIES") IRREVOCABLY AGREES THAT ANY LEGAL SUIT, ACTION OR PROCEEDING BROUGHT BY ANY OTHER PARTY, WHICH ARISES SOLELY OUT OF OR RELATES SOLELY TO THE FUNDAMENTAL DOCUMENTS OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY OR ANY DOCUMENT REFERRED TO HEREIN OR THEREIN, MAY BE INSTITUTED IN THE CIRCUIT COURT OF THE STATE OF ILLINOIS, COOK XXXNTY OR THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS AND THAT THEY HEREBY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY SUCH PROCEEDING; PROVIDED, HOWEVER, THAT THE FOREGOING PROVISIONS SHALL NOT APPLY TO THIRD PARTY TORT CLAIMS (BUT SHALL APPLY TO AN INDEMNITY CLAIM WITH RESPECT TO SUCH TORT CLAIM) AND THAT THE FOREGOING SHALL NOT APPLY TO ANY RIGHT A PARTY MAY HAVE TO SEEK REMOVAL OF SUCH LEGAL SUIT, ACTION OR PROCEEDING TO FEDERAL COURT OR TO SEEK CONSOLIDATION OF ANY SEPARATE LEGAL SUITS, ACTIONS OR PROCEEDINGS BROUGHT BY ANY ONE OR MORE OF THE OTHER PARTIES IN THE SAME OR DIFFERENT JURISDICTIONS. Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) Party hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity this Agreement or any other Operative Fundamental Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts. The agreement set forth in this Section 8(b) is given solely for the benefit of the Parties and such agreement is not intended to and shall not inure to the benefit of any other person.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by prepaid telex, TWX or telegram (with messenger delivery specified in the case of a telegram), or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered sent or sent to if given by certified mail, three Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 14. Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a)14, notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telex, TWX or telecopier numbers) as follows: : (A) if to Lessee, the Owner Trustee, the Loan Participants, the Indenture Trustee Mortgagee or the Owner Participant, to the respective addresses set forth below on Schedules I and II hereto, (and in the signatures case of such parties on Owner Trustee a copy shall be sent to the signature page of the Participation Agreement, Owner Participant) or (B) if to PARTICIPATION AGREEMENT (1992 757 [__]) a Subsequent subsequent Owner Participant, addressed to such Subsequent subsequent Owner Participant at such address as such Subsequent subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate Loan Certificate register maintained pursuant to Section 2.07 2.7 of the Trust Indenture. (b) Each of the parties hereto party to this Agreement (Aindividually a "Party" and collectively "Parties") hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of agrees that any legal suit, action or proceeding brought by any other proceeding arising Party, which arises out of this Trust Agreement, or relates to the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof Documents or any of the transactions contemplated hereby or thereby brought by or any party document referred to herein or parties theretotherein, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, may be instituted in any such suitcourt of the State of New York or any Federal court of the United States of America located in the City and State of New York provided, action or proceeding, to the extent permitted by applicable lawhowever, that the foregoing provisions shall not apply to third party tort claims (but shall apply to an indemnity claim with respect to such tort claim) and that the foregoing shall not apply to any right a Party may have to seek removal of such legal suit, action or proceeding is to federal court or to seek consolidation of any separate legal suits, actions or proceedings brought in an inconvenient forum, that the venue by any one or more of the suit, action other Parties in the same or proceeding different jurisdictions. The agreement set forth in this Section 14 is improper, or that given solely for the Participation Agreement, benefit of the Lease, Parties and such agreement is not intended to and shall not inure to the Tax Indemnity Agreement or benefit of any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsPerson.

Notices; Consent to Jurisdiction. (a) All Except as otherwise provided in this Agreement respecting telephone notices, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by prepaid telex, TWX or telegram (with messenger delivery specified in the case of a telegram), or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to or, if given by certified mail, three (3) Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 13(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a13(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telex, TWX or telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Original Loan ParticipantsParticipant, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below on Schedule I hereto (and in the signatures case of such parties on Owner Trustee a copy shall be sent to the signature page of the Participation Agreement, Owner Participant) or (B) if to a Subsequent subsequent Owner Participant, addressed to such Subsequent subsequent Owner Participant at such address as such Subsequent subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) Each party to this Agreement (individually a "Party" and collectively "Parties") irrevocably agrees that any legal suit, action or proceeding brought by any other Party, which arises solely out of or relates solely to the Operative Agreements or any of the parties hereto (A) transactions contemplated PARTICIPATION AGREEMENT [N605SW] -44- 50 hereby irrevocably submits itself or thereby or any document referred to herein or therein, may be instituted in the non-exclusive jurisdiction competent courts of the State of New York in New York County or the United States District Court for the Southern District of New York and that they, to the non-exclusive jurisdiction of maximum extent permitted by law, hereby waive the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought right to trial by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, jury in any such suitproceeding; provided, action or proceeding, to the extent permitted by applicable lawhowever, that the foregoing provisions shall not apply to third party tort claims (but shall apply to an indemnity claim with respect to such tort claim) and that the foregoing shall not apply to any right a party may have to seek removal of such legal suit, action or proceeding is to federal court or to seek consolidation of any separate legal suits, actions or proceedings brought in an inconvenient forum, that the venue by any one or more of the suitother parties in the same or different jurisdictions. The agreement set forth in this Section 13(b) is given solely for the benefit of the Parties, action and such agreement is not intended to and shall not (i) confer exclusive jurisdiction on any court or proceeding is improper, or that (ii) inure to the Participation Agreement, the Lease, the Tax Indemnity Agreement or benefit of any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsPerson.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to the intended recipient thereof in accordance with the provisions of this Section 11.05 (a) 11.05(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Loan Participants, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, or (B) if to a Subsequent Owner Participant, addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate Equipment Note register maintained pursuant to Section 2.07 of the Trust Indenture. (b) Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopierfacsimile device, or by overnight service or prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to if given by certified mail, three Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 9(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a9(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier facsimile numbers) as follows: (Ai) if to LesseeBorrower, the Owner TrusteeGuarantor, the Loan Participants, the Indenture Security Trustee or the Owner ParticipantLender, to the respective addresses set forth below the signatures of on Schedule I hereto or to such parties on the signature page of the Participation Agreement, other address or facsimile number as directed by such party by notice; or (B) if to a Subsequent Owner Participant, addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (Cii) if to any subsequent Certificate HolderLender, addressed to such Certificate Holder at its the address set forth in the secured certificate register maintained pursuant to Section 2.07 of the Trust IndentureMortgage. (b) Each of the parties hereto Borrower, Guarantor, Security Trustee and Lender (Aeach a “Party” and, collectively, “Parties”) hereby irrevocably submits itself agrees that any legal suit, action or proceeding brought by any other Party or any Indemnitee that is not a Party, that arises out of or relates to the non-exclusive jurisdiction Operative Documents or any of the transactions contemplated hereby or thereby or any document referred to herein or therein, may be instituted in the Supreme Court of the State of New York or the United States District Court for the Southern District of New York and each Party hereby submits to the non-exclusive nonexclusive jurisdiction of the Supreme Court such courts, acknowledges its competence and irrevocably agrees to be bound by a final judgment of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby such court. Each such Person irrevocably waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the fullest extent permitted by applicable law, any objection which it may now or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that the suit, action or any such proceeding is brought in such a court has been brought in an inconvenient forum, that the venue . Each of the suit, Parties hereby generally consents to service of process to the respective addresses set forth in this Section 9 in the manner specified herein. Nothing in this paragraph shall affect the right of any party hereto or their successors or assigns to bring any action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or against any other Operative Document party hereto or their property in the subject matter courts of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsother jurisdictions.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to the intended recipient thereof in accordance with the provisions of this Section 11.05 (a) 11.04(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a11.04(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Loan Participants, the Indenture Trustee or the Owner ParticipantTrustor, to the respective addresses set forth below the signatures of such parties on the signature page of the Participation Agreement, or (B) if to a Subsequent Owner ParticipantTrustor, addressed to such Subsequent Owner Participant Trustor at such address as such Subsequent Owner Participant Trustor shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register maintained pursuant to Section 2.07 of the Trust Indenture. (b) Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.

Notices; Consent to Jurisdiction. (a) All Except as otherwise provided in this Agreement respecting telephone notices, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by prepaid telex, TWX or telegram (with messenger delivery specified in the case of a telegram), or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to or, if given by certified mail, three (3) Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.0513 (a) Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a13(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telex, TWX or telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Original Loan ParticipantsParticipant, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below on Schedule I hereto (and in the signatures case of such parties on Owner Trustee a copy shall be sent to the signature page of the Participation Agreement, Owner Participant) or (B) if to a Subsequent subsequent Owner Participant, addressed to such Subsequent subsequent Owner Participant at such address as such Subsequent subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, addressed to such Certificate Holder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) Each party to this Agreement (individually a "Party" and collectively "Parties") irrevocably agrees that any legal suit, action or proceeding brought by any other Party, which arises solely out of or relates solely to the Operative Agreements or any of the parties hereto (A) transactions contemplated hereby irrevocably submits itself or thereby or any document referred to herein or therein, may be instituted in the non-exclusive jurisdiction competent courts of the State of New York in New York County or the United States District Court for the Southern District of New York and that they, to the non-exclusive jurisdiction of maximum extent permitted by law, hereby waive the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought right to trial by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, jury in any such suitproceeding; provided, action or proceeding, to the extent permitted by applicable lawhowever, that the foregoing provisions shall not apply to third party tort claims (but shall apply to an indemnity claim with respect to such tort claim) and that the foregoing shall not apply to any right a party may have to seek removal of such legal suit, action or proceeding is to federal court or to seek consolidation of any separate legal suits, actions or proceedings brought in an inconvenient forum, that the venue by any one or more of the suitother parties in the same or different jurisdictions. The agreement set forth in this Section 13(b) is given solely for the benefit of the Parties, action and such agreement is not intended to and shall not (i) confer exclusive jurisdiction on any court or proceeding is improper, or that (ii) inure to the Participation Agreement, the Lease, the Tax Indemnity Agreement or benefit of any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsPerson.

Notices; Consent to Jurisdiction. (a) All Except as otherwise provided in this Agreement respecting telephone notices, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by prepaid telex, TWX or telegram (with messenger delivery specified in the case of a telegram), or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to or, if given by certified mail, three (3) Business Days after being deposited in the intended recipient thereof mails, in accordance with the provisions of this Section 11.05 (a) 13(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a13(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telex, TWX or telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Original Loan ParticipantsParticipant, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below on Schedule I hereto (and in the signatures case of such parties on Owner Trustee a copy shall be sent to the signature page of the Participation Agreement, Owner Participant) or (B) if to a Subsequent subsequent Owner Participant, addressed to such Subsequent subsequent Owner Participant at such address as such Subsequent subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate Holder, PARTICIPATION AGREEMENT [N620SW] -43- 49 addressed to such Certificate Holder at its address set forth in the secured certificate register Register maintained pursuant to Section 2.07 2.03 of the Trust Indenture. (b) Each party to this Agreement (individually a "Party" and collectively "Parties") irrevocably agrees that any legal suit, action or proceeding brought by any other Party, which arises solely out of or relates solely to the Operative Agreements or any of the parties hereto (A) transactions contemplated hereby irrevocably submits itself or thereby or any document referred to herein or therein, may be instituted in the non-exclusive jurisdiction competent courts of the State of New York in New York County or the United States District Court for the Southern District of New York and that they, to the non-exclusive jurisdiction of maximum extent permitted by law, hereby waive the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought right to trial by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, jury in any such suitproceeding; provided, action or proceeding, to the extent permitted by applicable lawhowever, that the foregoing provisions shall not apply to third party tort claims (but shall apply to an indemnity claim with respect to such tort claim) and that the foregoing shall not apply to any right a party may have to seek removal of such legal suit, action or proceeding is to federal court or to seek consolidation of any separate legal suits, actions or proceedings brought in an inconvenient forum, that the venue by any one or more of the suitother parties in the same or different jurisdictions. The agreement set forth in this Section 13(b) is given solely for the benefit of the Parties, action and such agreement is not intended to and shall not (i) confer exclusive jurisdiction on any court or proceeding is improper, or that (ii) inure to the Participation Agreement, the Lease, the Tax Indemnity Agreement or benefit of any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courtsPerson.

Notices; Consent to Jurisdiction. (a) All notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, or by telecopier, or by prepaid courier service, and shall be deemed to be given for purposes of this Trust Agreement on the day that such writing is delivered or sent to the intended recipient thereof in accordance with the provisions of this Section 11.05 (a) 11.05(a). Unless otherwise specified in a notice sent or delivered in accordance with the foregoing provisions of this Section 11.05(a), notices, demands, instructions and other communications in writing shall be given to or made upon the respective parties hereto at their respective addresses (or to their respective telecopier numbers) as follows: (A) if to Lessee, the Owner Trustee, the Noteholders, Loan Participants, the Indenture Trustee or the Owner Participant, to the respective addresses set forth below the signatures of such parties on the signature page in Section 16.01 of the Participation Agreement, or (B) if to a Subsequent Owner Participant, addressed to such Subsequent Owner Participant at such address as such Subsequent Owner Participant shall have furnished by notice to the parties hereto or (C) if to any subsequent Certificate HolderNoteholder, addressed to such Certificate Holder Noteholder at its address set forth in the secured certificate equipment note register maintained pursuant to Section 2.07 of the Trust Indenture. (b) Each of the parties hereto (A) hereby irrevocably submits itself to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York and to the non-exclusive jurisdiction of the Supreme Court of the State of New York, New York County, for the purposes of any suit, action or other proceeding arising out of this Trust Agreement, the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document, the subject matter of any thereof or any of the transactions contemplated hereby or thereby brought by any party or parties thereto, or their successors or assigns, and (B) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper, or that the Participation Agreement, the Lease, the Tax Indemnity Agreement or any other Operative Document or the subject matter of any thereof or any of the transactions contemplated hereby or thereby may not be enforced in or by such courts.