Common use of Venue; Service of Process Clause in Contracts

Venue; Service of Process. Each Junior Creditor: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State of New York sitting in New York County and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Document or the subject matter hereof or thereof; (b) Waives, to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents to service of process in any such proceeding in any manner permitted by Section 11.02 of the Credit Agreement and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (or as otherwise specified by written notice actually received by the Agent) is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior CreditorThe Guarantor: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State of any New York State or Federal court sitting in New York County and to the nonexclusive jurisdiction Borough of the United States District Court for the Southern District Manhattan in The City of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Transaction Document or the subject matter hereof or thereof; (b) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Transaction Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents to service of process in any such action or proceeding in any manner permitted by Section 11.02 of the Credit Agreement and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) is reasonably calculated pursuant to give actual noticesection 5; and (d) Waives, Waives to the extent not prohibited by applicable law, law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditorof the Borrower, the Guarantor and the Agent: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State Commonwealth of New York sitting in New York County Massachusetts and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Credit Document or the subject matter hereof or thereof; (b) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents Irrevocably consents to the service of process out of any of the aforementioned courts in any such action or proceeding in any manner permitted by Section 11.02 the mailing of the Credit Agreement and agrees that service of process copies thereof by registered or certified mail, return receipt requestedpostage prepaid, to each Obligor at its address specified on for notices pursuant to Section 6, such service to become effective 15 days after such mailing. Nothing herein shall affect the signature page hereof (right of any Holder to serve process in any other manner permitted by law or as to commence legal proceedings or otherwise specified by written notice actually received by the Agent) is reasonably calculated to give actual noticeproceed against any Obligor in any other jurisdiction; and (d) Waives, Waives to the extent not prohibited by applicable law, law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditorof the Borrower and the other Obligors: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State The Commonwealth of New York sitting in New York County Massachusetts and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Credit Document or the subject matter hereof or thereof;. (b) Waives, Waives to the extent not prohibited by applicable lawlaw that cannot be waived, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents . Each of the Borrower and the other Obligors consents to service of process in any such proceeding in any manner at the time permitted by Section 11.02 Chapter 223A of the Credit Agreement General Laws of The Commonwealth of Massachusetts and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 16 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditor: (a) Irrevocably submits The Guarantor and Noteholder agree that any legal proceeding arising out of or based upon this Agreement or any Specified Related Agreement relating to the nonexclusive subject matter hereof or thereof shall be brought in the state courts of the Commonwealth of Massachusetts or the United States District Court located in the Commonwealth of Massachusetts, and in no other court or jurisdiction; (b) The Guarantor and Noteholder irrevocably submit to the exclusive jurisdiction of the state courts of the State The Commonwealth of New York sitting in New York County Massachusetts and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Document or the subject matter hereof or thereof;thereof brought by the Guarantor or Noteholder or any of their respective successors or assigns; and (bc) Waives, The Guarantor and Noteholder waive to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is they are not subject personally to the jurisdiction of such court, that its their property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan DocumentRelated Agreement, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents . The Guarantor and Noteholder consent to service of process in any such proceeding in any manner permitted by Section 11.02 Chapter 223A or any other provision of the Credit Agreement General Laws of The Commonwealth of Massachusetts or the rules and agrees regulations promulgated thereunder and agree that service of process by registered or certified mail, return receipt requested, at its their address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 5 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditorof the Borrowers and the Lenders by its execution hereof: (ai) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State The Commonwealth of New York sitting in New York County Massachusetts and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Credit Document or the subject matter hereof or thereof;. (bii) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents . Each of the Borrowers and the Lenders consents to service of process in any such proceeding in any manner permitted by Section 11.02 Chapter 223A of the Credit Agreement General Laws of The Commonwealth of Massachusetts and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 13 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditorof the Company and the Holders: (a) Irrevocably irrevocably submits to the nonexclusive jurisdiction of the state courts of the State of New York sitting in New York County and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Note Document or the subject matter hereof or thereof; (b) Waives, waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named abovenamed courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Note Document, or the subject matter hereof or thereof, may not be enforced in or by such court;; and (c) Consents consents to service of process in any such proceeding in any manner permitted by Section 11.02 the laws of the Credit Agreement State of New York and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 9.2 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior CreditorGuarantor: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State Commonwealth of New York sitting in New York County Massachusetts and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Credit Document or the subject matter hereof or thereof; (b) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents to service of process in any such proceeding in any manner permitted by Section 11.02 of the Credit Agreement law and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 5 is reasonably calculated to give actual notice; and (d) Waives, Waives to the extent not prohibited by applicable law, law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditorof the Obligors: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State of New York sitting in New York County and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Credit Document or the subject matter hereof or thereof;; and (b) Waives, Waives to the extent not prohibited by applicable lawApplicable Law that cannot be waived, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents . Each of the Obligors consents to service of process in any such proceeding in any manner at the time permitted by Section 11.02 the laws of the Credit Agreement State of New York and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 16 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior CreditorObligor and each Holder of Subordinated Indebtedness, by its execution hereof: (ai) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State The Commonwealth of New York sitting in New York County Massachusetts and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement Agreement, the Credit Agreement, or any other Loan Credit Document or the subject matter hereof or thereof;thereof brought by the Managing Agents, any holder of Senior Indebtedness or their successors or assigns; and (bii) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courtsproceeding, any claim that it is not subject personally to the jurisdiction of such courtthe above-named courts, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement, the Credit Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents . Each Obligor and each Holder of Subordinated Indebtedness hereby consents to service of process in any such proceeding in any manner permitted by Section 11.02 Chapter 223A of the Credit Agreement General Laws of The Commonwealth of Massachusetts and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 7 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each The Purchasers, the Company and each Junior Creditor: (a) 5.1. Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State of New York sitting in New York County California and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York a court located in Los Angeles County, California for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Credit Document or the subject matter hereof or thereof; (b) Waives, 5.2. Waives to the extent not prohibited by applicable lawlaw that cannot be waived, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) 5.3. Consents to service of process in any such proceeding in any manner at the time permitted by Section 11.02 the laws of the Credit Agreement State of California and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page it as set forth in Section 6 hereof (or as otherwise specified by written notice actually received by the Agent) is reasonably calculated to give actual notice; and (d) Waives, 5.4. Waives to the extent not prohibited by applicable law, law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditorof the Pledgors and the Collateral Agent: (a) Irrevocably irrevocably submits to the nonexclusive jurisdiction of the state courts of the The State of New York sitting in New York County and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Note Document or the subject matter hereof or thereof; (b) Waives, waives to the extent not prohibited by applicable lawlaw that cannot be waived, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Note Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents consents to service of process in any such proceeding in any manner permitted by Section 11.02 of the Credit Agreement and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 6 is reasonably calculated to give actual notice; and (d) Waives, waives to the extent not prohibited by applicable law, law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditor: (a) Irrevocably Each of the Obligors and the Collateral Agent irrevocably submits to the nonexclusive jurisdiction of the state courts of the State of New York sitting in New York County and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Document or the subject matter hereof brought by the Collateral Agent, any Obligor or thereof;their successors or assigns, and (b) Waives, Each of the Obligors and the Collateral Agent waives to the extent not prohibited by applicable lawlaw that cannot be waived, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that any such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Secured Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court;. (c) Consents Each of the Obligors and the Collateral Agent hereby consents to service of process in any such proceeding in any manner permitted by Section 11.02 of the Credit Agreement, the Note Purchase Agreement or the Intercreditor Agreement, as the case may be, and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 7 is reasonably calculated to give actual notice; and. (d) WaivesEach of the Obligors and the Collateral Agent waives, to the extent not prohibited by applicable lawlaw that cannot be waived, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior CreditorParent Company and each Holder of Subordinated Indebtedness, by its execution hereof: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the The State of New York sitting in New York County and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Document Agreement, or the subject matter hereof or thereof;thereof brought by the Purchasers, any holder of Senior Indebtedness or their successors or assigns; and (b) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courtsproceeding, any claim that it is not subject personally to the jurisdiction of such courtthe above-named courts, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan DocumentAgreement, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents to service . Each Parent Company and each Holder of process in any such proceeding in any manner permitted by Section 11.02 of the Credit Agreement and Subordinated Indebtedness hereby agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 9 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditorof the Pledgor and the Agent: (a) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State of any New York State or Federal court sitting in New York County and to the nonexclusive jurisdiction Borough of the United States District Court for the Southern District Manhattan in The City of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Transaction Document or the subject matter hereof or thereof; (b) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courts, any claim that it is not subject personally to the jurisdiction of such court, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement or any other Loan Transaction Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents to service of process in any such action or proceeding in any manner permitted by Section 11.02 of the Credit Agreement and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) is reasonably calculated pursuant to give actual noticeSection 6; and (d) Waives, Waives to the extent not prohibited by applicable law, law that cannot be waived any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior CreditorAFC, the Obligor and each Holder of Subordinated Indebtedness, by its execution hereof: (ai) Irrevocably submits to the nonexclusive jurisdiction of the state courts of the State The Commonwealth of New York sitting in New York County Massachusetts and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York Massachusetts for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement Agreement, the Credit Agreement, or any other Loan Credit Document or the subject matter hereof or thereof;thereof brought by the Managing Agents, any holder of Senior Indebtedness or their successors or assigns; and (bii) Waives, Waives to the extent not prohibited by applicable law, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courtsproceeding, any claim that it is not subject personally to the jurisdiction of such courtthe above-named courts, that its property is exempt or immune from attachment or execution, that such proceeding is brought in an inconvenient forum, that the venue of any such proceeding is improper, or that this Agreement, the Credit Agreement or any other Loan Credit Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents . Each Obligor and the Holder of Subordinated Indebtedness hereby consents to service of process in any such proceeding in any manner permitted by Section 11.02 Chapter 223A of the Credit Agreement General Laws of The Commonwealth of Massachusetts and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 12 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.

Venue; Service of Process. Each Junior Creditor: (a) Irrevocably Each of the Obligors and each of the Noteholders irrevocably submits to the nonexclusive jurisdiction of the state courts of the The State of New York sitting in New York County and to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York for the purpose of any suit, action or other proceeding arising out of or based upon this Agreement or any other Loan Document or the subject matter hereof brought by the Collateral Agent, any Noteholder or thereof;their successors or assigns, and (b) Waives, Each of the Obligors and each of the Noteholders waives to the extent not prohibited by applicable lawlaw that cannot be waived, and agrees not to assert, by way of motion, as a defense or otherwise, in any such proceeding brought in any of the above-named courtsproceeding, any claim that it is not subject personally to the jurisdiction of such courtthe above-named courts, that its property is exempt or immune from attachment or execution, that any such proceeding brought in one of the above-named courts is brought in an inconvenient forum, that the venue of any such proceeding brought in one of the above-named courts is improper, or that this Agreement or any other Loan Security Document, or the subject matter hereof or thereof, may not be enforced in or by such court; (c) Consents . Each of the Obligors and each of the Noteholders hereby consents to service of process in any such proceeding in any manner permitted by Section 11.02 of the Credit Agreement and agrees that service of process by registered or certified mail, return receipt requested, at its address specified on the signature page hereof (in or as otherwise specified by written notice actually received by the Agent) pursuant to Section 10 is reasonably calculated to give actual notice; and (d) Waives, to the extent not prohibited by applicable law, any right it may have to claim or recover in any such proceeding any special, exemplary, punitive or consequential damages.