Common use of Agent for Service; Submission to Jurisdiction; Waiver of Immunities Clause in Contracts

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System (or any successor) (together with any successor, Transocean Offshore Deepwater Drilling Inc.the “Agent for Service”), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Agreement, the Securities, or the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkAgent for Service has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company (mailed or delivered to its Corporate Secretary at its principal office specified in Section 14.01Calgary, Alberta, Canada), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has acquired or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law. The provisions of this Section 11 shall survive any termination of this Agreement, in whole or in part.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointedappointed ________________, Transocean Offshore Deepwater Drilling Inc.located at _______________, 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent (the “Agent for Service”) upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court located in The City Borough of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) orManhattan, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, or brought by the Trustees (whether in their individual capacity or in their capacity as Trustees hereunder), (ii) irrevocably submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Agent for Service and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office the Company as specified in Section 14.011.05 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto. The Company irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action, suit or proceeding in any such court.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System (and any successor entity) ("CT Corporation"), Transocean Offshore Deepwater Drilling Inc.000 Xxxxxx Xxxxxx, 0 Xxxxxxxx 00xx Xxxxx, XxxxxxxXxx Xxxx, Xxxxx 00000 Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation and written notice of said service to the Company it (mailed or delivered to its Secretary Senior Vice President, Finance and Chief Financial Officer at its principal office in Toronto, Canada, with copies to Xxxxxx Communications Inc., in each case as specified in Section 14.01), 106(b) hereof) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. (a) By the execution and delivery of this Indenture, the Company Issuer and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.000 Xxxxxx Xxxxxx, 0 Xxxxxxxx XxxxxXxx Xxxx, Xxxxxxx, Xxxxx Xxx Xxxx 00000 (and any successor entity) as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securitiesthis Indenture, the Securities Guarantees, this Indenture or any other Notes and the Note Document Guarantees that may be instituted in any United States federal Federal or New York state court in The City the State of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) orYork, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, the Borough of Manhattan or brought under Federal or state securities laws, and acknowledges that CT Corporation System has accepted such designation, (ii) irrevocably submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, proceeding in subsection (a)(i) above and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified Issuer in accordance with this Section 14.01), 11.16 shall be deemed in every respect effective service of process upon the Company Issuer or any Guarantor, if any, in any such suit, action suit or proceeding. The Company Issuer and each Guarantor further agrees to take any and all such action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect or any of the Securities Notes shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waivesoutstanding; provided, to the fullest extent permitted by lawhowever, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company Issuer or any Guarantor has may, by written notice to the Trustee, designate such additional or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through alternative agent for service of noticeprocess under this Section 11.16 that (i) maintains an office located in the Borough of Manhattan, attachment prior to judgmentThe City of New York, attachment the State of New York, (ii) is a corporate service company which acts as agent for service of process for other Persons in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect the ordinary course of its obligations under business and (iii) agrees to act as agent for service of process in accordance with this IndentureSection 11.16. Such notice shall identify the name of such agent for process and the address of such agent for process in the Borough of Manhattan, The City of New York, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by lawState of New York.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointedappointed [ ], Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07507, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in the first paragraph of this Indenture and in the manner specified in Section 14.01105 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any SecuritiesSecurities or coupons. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, each of the Company Issuer and each the Guarantor (i) irrevocably designates and appoints, and acknowledges represents that it has irrevocably designated and appointedappointed RSL Communications N. America, Transocean Offshore Deepwater Drilling Inc.Inc. ("RSLNA"), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantee or this Indenture or any other Note Document that may be instituted in any United States federal Federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal Federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand that RSLNA has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company RSLNA and written notice of said service to the Company Issuer or the Guarantor, as applicable, (mailed or delivered to its Secretary President at its principal office as specified in Section 14.01), 1.05) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company further , and (iv) agrees to take any and all action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company RSLNA in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtOutstanding. To the extent that the Company Issuer or any the Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Issuer and the Guarantor hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantee and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 Corporation Trust Center as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureUnderwriting Agreement, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.100 Xxxxxx Xxxxxx, 0 Xxxxxxxx XxxxxXxx Xxxx, XxxxxxxXxx Xxxx 00000, Xxxxx 00000 X.X.X. (or any successor) (together with any successor, the “Agent for Service”), as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Underwriting Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in the Borough of Manhattan in The City of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee (whether in its individual capacity or in its capacity Agent for Service has accepted such designation and has provided written evidence of engagement of CT Corporation System acting as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorksuch, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Agent for Service and written notice of said service to the Company (mailed or delivered to its Secretary Chief Financial Officer at its principal office specified in Section 14.01Calgary, Alberta, Canada), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law. The provisions of this Section 11 shall survive any termination of this Underwriting Agreement, in whole or in part.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System (and any successor entity) (“CT Corporation”), Transocean Offshore Deepwater Drilling Inc.000 Xxxxxx Xxxxxx, 0 Xxxxxxxx 00xx Xxxxx, XxxxxxxXxx Xxxx, Xxxxx 00000 Xxx Xxxx 00000, as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation and written notice of said service to the Company it (mailed or delivered to its Secretary Senior Vice President, Finance and Chief Financial Officer at its principal office in Toronto, Canada, with copies to Xxxxxx Communications Inc., in each case as specified in Section 14.01), 106(b) hereof) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. (1) By the execution and delivery of this Indenture, the Company and each Guarantor (ia) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointedappointed [●], Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.075.7, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkNxx Xxxx xxxxx xxxxx xx Xxx Xxxx xx Xxx Xxxx, (iix) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iiic) agrees that service of process upon the Company [ and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in the first paragraph of this Indenture and in the manner specified in Section 14.011.5 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company [●] in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now Securities or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by lawcoupons.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company each of Baytex and each any non-U.S. Guarantor (i) irrevocably designates and appointsappoints Baytex Energy USA Ltd., and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx600 00xx Xxxxxx, Xxxxx 00000 0000 X., Xxxxxx, XX 00000, as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Debt Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The the Borough of Manhattan, in the City of New York or brought under federal or state securities laws or brought by the Indenture Trustee (whether in its individual capacity or in its capacity as Indenture Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York), (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Baytex Energy USA Ltd. and written notice of said service to the Company Baytex or any non-U.S. Guarantor, as applicable (mailed or delivered to its Vice President, General Counsel and Corporate Secretary at its principal office specified in Section 14.01Calgary, Alberta, Canada), shall be deemed in every respect effective service of process upon the Company Baytex or any non-U.S. Guarantor, as applicable in any such suit, action suit or proceeding. The Company Each of Baytex and any non-U.S. Guarantor further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Baytex Energy USA Ltd. in full force and effect so long as any of the Debt Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company Baytex or any non-U.S. Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentDebt Securities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgency Agreement, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.000 Xxxxxx Xxxxxx, 0 Xxxxxxxx XxxxxXxx Xxxx, XxxxxxxXxx Xxxx 00000, Xxxxx 00000 X.X.X. (or any successor) (together with any successor, the “Agent for Service”), as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Agency Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in the Borough of Manhattan in The City of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee (whether in its individual capacity or in its capacity Agent for Service has accepted such designation and has provided written evidence of engagement of CT Corporation System acting as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorksuch, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Agent for Service and written notice of said service to the Company (mailed or delivered to its Secretary Chief Financial Officer at its principal office specified in Section 14.01Calgary, Alberta, Canada), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law. The provisions of this Section 10 shall survive any termination of this Agency Agreement, in whole or in part.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointedappointed [_______________], Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state State court located in The City Borough of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) orManhattan, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, or brought by the Trustees (whether in their individual capacity or in their capacity as Trustees hereunder), (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company [_______________] and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office the Company, attention: [_______________], as specified in Section 14.011.05 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company [___________________] in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding arising out of or relating to this Indenture or the Securities in any federal or state court in the State of New York, The Borough of Manhattan. Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx0000 Xxxxxxx Xxxxxxx, Xxxxxxx, Xxxxx 00000 00000, as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation Systems (or any successor) (together with any successor, Transocean Offshore Deepwater Drilling Inc.the “Agent for Service”), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States U.S. federal or New York state court in The City the State of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkAgent for Service has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such New York state or U.S. federal court located in the Borough of Manhattan, the City of New York, New York, in any such suit, action suit or proceedingproceeding arising out of or related to this Agreement, and (iii) agrees that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company (mailed or delivered to its Secretary CT Corporation Systems at its principal office specified in Section 14.01100 0xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 10011), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York City or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.075.7, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkYork City, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company [ ] and written notice of said service to the Company (mailed or delivered to its Corporate Secretary at its principal office specified in the first paragraph of this Indenture and in the manner specified in Section 14.011.5 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company [ ] in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any SecuritiesSecurities or coupons. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By Each of the execution and delivery of this Indenture, the Company and each Guarantor (i) parties hereto irrevocably designates and appoints, and acknowledges agrees that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of of, related to, or relating to the Securitiesin connection with this Indenture, the Securities GuaranteesNotes and the Note Guarantee or the transactions contemplated hereby, this Indenture and any action arising under U.S. federal or any other Note Document that state securities laws, may be instituted in any United States federal or New York state court in The City of New York or brought under U.S. federal or state securities laws or brought by court located in the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The State and City of New York, (ii) submits to the non-exclusive jurisdiction Borough of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors Manhattan; irrevocably and unconditionally waives, to the fullest extent permitted by lawit may effectively do so, any objection that which it may now or hereafter have to the laying of venue of any such action, suit or proceeding proceeding; and irrevocably submits to the jurisdiction of such courts in any such court suit, action or any appellate court with respect thereto proceeding. Each of Issuer and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding Wind has appointed Corporate Service Corporation as its authorized agent upon whom process may be served in any such court. To suit, action or proceeding which may be instituted in any federal or state court located in the extent that the Company State of New York, Borough of Manhattan arising out of or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under based upon this Indenture, the Securities GuaranteesNotes or the transactions contemplated hereby or thereby, the Securities and any other Note Document, action brought under U.S. federal or state securities laws (each an “Authorized Agent”). Each of the Issuer and Wind expressly consents to the extent permitted jurisdiction of any such court in respect of any such action and waives any other requirements of or objections to personal jurisdiction with respect thereto. Such appointment shall be irrevocable unless and until replaced by lawan agent reasonably acceptable to the Trustee. Each of the Issuer and Wind represents and warrants that the Authorized Agent has agreed to act as said agent for service of process, and each of the Issuer and Wind agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect as aforesaid. Service of process upon the Authorized Agent and written notice of such service to the Issuer shall be deemed, in every respect, effective service of process upon the Issuer and/or Wind.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company and each Guarantor of the Guarantors (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.100 Xxxxxx Xxxxxx, 0 Xxxxxxxx 00xx Xxxxx, XxxxxxxXxx Xxxx, Xxxxx XX 00000 (and any successor entity), as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, this Indenture or any other Note Document Agreement that may be instituted in any United States federal or New York state court in The City the State of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) orlaws, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation System has accepted such designation, (ii) submits to the non-exclusive nonexclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), and the Guarantors shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note DocumentAgreement, to the fullest extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor Corporation (i) irrevocably designates and appointsappoints CT Corporation System, and acknowledges that it has irrevocably designated and appointed000 Xxxxxx Xxxxxx, Transocean Offshore Deepwater Drilling Inc.Xxx Xxxx, 0 Xxxxxxxx XxxxxXxx Xxxx 00000, Xxxxxxx, Xxxxx 00000 as its the Corporation’s authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The the City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York), (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company Corporation (mailed or delivered to its Corporate Secretary at its principal office specified in Section 14.01Saskatoon, Saskatchewan, Canada), shall be deemed in every respect effective service of process upon the Company Corporation in any such suit, action suit or proceeding. The Company Corporation further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor Corporation has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Corporation hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureThe Company has agreed that any suit, action or proceeding against the Company brought by any Holder or the Trustee arising out of or based upon the Indenture or the Notes may be instituted in any state or federal court in The City of New York, New York. The Company has irrevocably submitted to the non-exclusive jurisdiction of such courts for such purpose and each Guarantor (i) irrevocably designates waived, to the fullest extent permitted by law, trial by jury and appointsany objection it may now or hereafter have to the laying of venue of any such proceeding, and acknowledges any claim it may now or hereafter have that it any proceeding in any such court is brought in an inconvenient forum. The Company has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 appointed Law Debenture Corporate Services as its authorized process agent upon which whom all writs, process and summonses may be served in any suit, action or proceeding arising out of or relating to based upon the Securities, the Securities Guarantees, this Indenture or any other Note Document that the Notes which may be instituted in any United States state or federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtNew York. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity (sovereign or otherwise) from any legal action, suit or proceeding, from jurisdiction of any court or from set-off or any legal process (whether through service of or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or any of its property, each of them hereby the Company has irrevocably waives waived and agreed not to plead or claim such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Indenture or the Securities Notes. The Company will furnish to any Holder upon written request and any other Note Document, without charge to the extent permitted by law.Holder a copy of the Indenture which has in it the text of this Note in larger type. Requests may be made to:

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07507, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Corporate Secretary at its principal office specified in the first paragraph of this Indenture and in the manner specified in Section 14.01105 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any SecuritiesSecurities or coupons. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company and each Guarantor Corporation (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System (or any successor) (together with any successor, Transocean Offshore Deepwater Drilling Inc.the "Agent for Service"), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Agreement or Warrants or the Underlying Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkAgent for Service has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suitsuit or proceeding and waives any other requirements of, action or proceedingobjections to personal jurisdiction with respect thereto, and (iii) agrees that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company Corporation (mailed or delivered addressed to its Secretary Chief Financial Officer at its principal office specified in Section 14.01Xxxxxxxx, Xxxxxx, Xxxxxx), shall be deemed in every respect effective service of process upon the Company Corporation in any such suit, action suit or proceeding. The Company Corporation further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities Warrants shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor Corporation has or hereafter may acquire any immunity from the jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, each of the Company Issuer and each the Guarantor (i) irrevocably designates and appoints, and acknowledges represents that it has irrevocably designated and appointedappointed RSL Communications N. America, Transocean Offshore Deepwater Drilling Inc.Inc. ("RSLNA"), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantee or this Indenture or any other Note Document that may be instituted in any United States federal Federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal Federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand that RSLNA has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company RSLNA and written notice of said service to the Company Issuer or the Guarantor, as applicable, (mailed or delivered to its Secretary President at its principal office as specified in Section 14.01), 1.05) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company further , and (iv) agrees to take any and all action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company RSLNA in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company Issuer or any the Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Issuer and the Guarantor hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantee and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably has, by separate written instrument, designated and appointedappointed [ ] (the “Process Agent”), Transocean Offshore Deepwater Drilling Inc.[ ], 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantee or this Indenture or any other Note Document that may be instituted in any United States federal Federal or New York state court in the State of New York, The City of New York York, the Borough of Manhattan, or brought under federal Federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that the Process Agent has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, proceeding and (iii) agrees that service of process upon the Company Process Agent and written notice of said service to the Company (mailed or delivered to its Secretary it at its principal office specified in accordance with Section 14.01105 hereof), shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company Guarantor further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company Process Agent in full force and effect so long as any of the Securities Guarantee shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of outstanding; provided that the Company Guarantor may (and the Guarantors irrevocably and unconditionally waivesshall, to the fullest extent permitted the Process Agent ceases to be able to be served on the basis contemplated herein) by law, any objection that it may now or hereafter have written notice to the laying Trustee, designate such additional or alternative agents for service of venue process under this Section 115 that (i) maintains an office located in the Borough of Manhattan, The City of New York in the State of New York, (ii) are either (x) counsel for the Guarantor or (y) a corporate service company which acts as agent for service of process for other Persons in the ordinary course of its business and (iii) agrees to act as agent for service of process in accordance with this Section 115. Such notice shall identify the name of such agent for process and the address of such agent for process in the Borough of Manhattan, The City of New York, State of New York. Notwithstanding the foregoing, there shall, at all times, be at least one agent for service of process for the Guarantor appointed and acting in accordance with this Section 115. By execution and delivery of this Indenture, the Company submits to the jurisdiction of any such actionfederal or state court in the State of New York, suit The City of New York, the Borough of Manhattan, in any suit, action or proceeding in any such court arising out of or any appellate court with respect thereto and irrevocably waives, relating to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit Securities or proceeding in any such courtthis Indenture. To the extent that the Company or any the Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.075.7, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company [ ] and written notice of said service to the Company (mailed or delivered to its Corporate Secretary at its principal office specified in the first paragraph of this Indenture and in the manner specified in Section 14.011.5 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company [ ] in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any SecuritiesSecurities or coupons. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 appoints [ ] as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07507, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The Borough of Manhattan, The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and [ ] with written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified be given in the manner provided in Section 14.01)105, shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company [ ] in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any SecuritiesSecurities or coupons. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company Issuer and, by execution and delivery of this Indenture or a supplemental indenture in accordance with Article VIII hereof, each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated will, by separate written instrument, designate and appointedappoint CanWest International Corp., Transocean Offshore Deepwater Drilling Inc.a Delaware corporation (and any successor entity) (the “Process Agent”), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Notes or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that the Process Agent has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company Process Agent and written notice of said service to the Company it (mailed or delivered to its Secretary Chief Financial Officer at its principal office as specified in Section 14.0112.02), shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company Issuer and any Guarantor further agrees agree to take any and all action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company Process Agent, in full force and effect so long as any of the Securities this Indenture shall be Outstanding in full force and effect; provided that the Issuer may and shall (to the extent the Process Agent ceases to be able to be served on the basis contemplated herein), by written notice to the Trustee, designate such additional or any amounts alternative agents for service of process under this Section 12.09 that (i) maintains an office located in the Borough of Manhattan, The City of New York in the State of New York, (ii) are either (x) counsel for the Issuer or (y) a corporate service company that acts as agent for service of process for other Persons in the ordinary course of its business and (iii) agrees to act as agent for service of process in accordance with this Section 12.09. Such notice shall be payable identify the name of such agent for process and the address of such agent for process in respect the Borough of Manhattan, The City of New York, State of New York. Upon the written request of any SecuritiesHolder, the Trustee shall deliver such information to such Holder. Each Notwithstanding the foregoing, there shall, at all times, be at least one agent for service of process for the Company Issuer and the Guarantors irrevocably Guarantors, if any, appointed and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding acting in any such court or any appellate court accordance with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtthis Section 12.09. To the extent that the Company Issuer or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its propertyProperty, the Issuer and each of them Guarantor hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentNotes, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx0000 Xxxxxxx Xxxxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company and each Guarantor (ia) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed National Registered Agents, Transocean Offshore Deepwater Drilling Inc.Inc. (or any successor) (together with any successor, 0 Xxxxxxxx Xxxxxthe “Agent for Service”), Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States U.S. federal or New York state court in The City the State of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee Agent for Service has accepted such designation, (whether in its individual capacity or in its capacity as Trustee hereunderb) or, subject submits to Section 6.07, the jurisdiction of any Holder of Securities or Securities Guarantees in any United States federal or New York state or U.S. federal court located in The the Borough of Manhattan, the City of New York, (ii) submits to the non-exclusive jurisdiction of any such court New York, in any such suit, action suit or proceedingproceeding arising out of or related to this Agreement, and (iiic) agrees that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company (mailed or delivered to its Secretary National Registered Agents, Inc. at its principal office specified in Section 14.01000 Xxxxx Xxxxxx XX, Xxxxx 000, Xxxxxxx, Xxxxxxxxxx 00000-0000), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointedappointed [_______________], Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state State court located in The City Borough of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) orManhattan, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, or brought by the Trustees (whether in their individual capacity or in their capacity as Trustees hereunder), (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company [_______________] and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office the Company, attention: [_______________], as specified in Section 14.011.05 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law. The Company irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding arising out of or relating to this Indenture or the Securities in any federal or state court in the State of New York, The Borough of Manhattan. Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution Upon completion and delivery of this Indenture, the Company and each Guarantor (ia) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its their individual capacity or in its their capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation System has accepted such designation, (iib) irrevocably submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iiic) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company it (mailed or delivered to its the Company's Corporate Secretary at its principal office address as specified in pursuant to Section 14.01), 1.05 hereof) shall be deemed in every respect effective service of process upon the Company it in any such suit, action or proceeding. The Company further agrees to take any and all actionactions, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company Issuer and, by execution and delivery of this Indenture or a supplemental indenture in accordance with Article 8 hereof, each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated will, by separate written instrument, designate and appointedappoint CanWest International Corp., Transocean Offshore Deepwater Drilling Inc.a Delaware corporation (and any successor entity) (the "Process Agent"), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Notes or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that the Process Agent has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company Process Agent and written notice of said service to the Company it (mailed or delivered to its Secretary Chief Financial Officer at its principal office as specified in Section 14.0112.02), shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company Issuer and any Guarantor further agrees agree to take any and all action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company Process Agent, in full force and effect so long as any of the Securities this Indenture shall be Outstanding in full force and effect; provided that the Issuer may and shall (to the extent the Process Agent ceases to be able to be served on the basis contemplated herein), by written notice to the Trustee, designate such additional or any amounts alternative agents for service of process under this Section 12.09 that (i) maintains an office located in the Borough of Manhattan, The City of New York in the State of New York, (ii) are either (x) counsel for the Issuer or (y) a corporate service company which acts as agent for service of process for other Persons in the ordinary course of its business and (iii) agrees to act as agent for service of process in accordance with this Section 12.09. Such notice shall be payable identify the name of such agent for process and the address of such agent for process in respect the Borough of Manhattan, The City of New York, State of New York. Upon the written request of any SecuritiesHolder, the Trustee shall deliver such information to such Holder. Each Notwithstanding the foregoing, there shall, at all times, be at least one agent for service of process for the Company Issuer and the Guarantors irrevocably Guarantors, if any, appointed and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding acting in any such court or any appellate court accordance with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtthis Section 12.09. To the extent that the Company Issuer or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its propertyProperty, the Issuer and each of them Guarantor hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentNotes, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By Each of the execution and delivery of this Indenture, the Company and each Guarantor (i) parties hereto irrevocably designates and appoints, and acknowledges agrees that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of of, related to, or relating to the Securitiesin connection with this Indenture, the Securities GuaranteesNotes, this Indenture the Guarantees and any supplemental indenture or the transactions contemplated hereby, and any other Note Document that action arising under U.S. federal or state securities laws, may be instituted in any United States federal or New York state court in The City of New York or brought under U.S. federal or state securities laws or brought by court located in the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The State and City of New York, (ii) submits to the non-exclusive jurisdiction Borough of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors Manhattan; irrevocably and unconditionally waives, to the fullest extent permitted by lawit may effectively do so, any objection that which it may now or hereafter have to the laying of venue of any such action, suit or proceeding proceeding; and irrevocably submits to the jurisdiction of such courts in any such suit, action or proceeding. The Issuer and each of the Guarantors has appointed Law Debenture Corporate Services Inc., with offices currently located at 400 Madison Avenue, 4th Floor, New York, New York 10017, United States of America, as its authorized agent upon whom process may be served in any such suit, action or proceeding which may be instituted in any federal or state court located in the State of New York, Borough of Manhattan arising out of or based upon this Indenture, the Notes or the transactions contemplated hereby or thereby, and any appellate action brought under U.S. federal or state securities laws 119 (the “Authorized Agent”). The Issuer and each of the Guarantors expressly consents and submits to the jurisdiction of any such court in respect of any such action and waives any other requirements of or objections to personal jurisdiction with respect thereto and irrevocably waives, waives any right to trial by jury. Such appointment will be irrevocable unless and until replaced by an agent reasonably acceptable to the fullest extent permitted by lawTrustee. The Issuer and each of the Guarantors represents and warrants that the Authorized Agent has agreed to act as said agent for service of process, and the defense Issuer agrees to take any and all action, including the filing of an inconvenient forum any and all documents and instruments, that may be necessary to continue such appointment in full force and effect as aforesaid. Service of process upon the Authorized Agent and written notice of such service to the maintenance Issuer will be deemed, in every respect, effective service of process upon the Issuer and any such action, suit or proceeding in any such courtGuarantor. To the extent that the Company Issuer or any Guarantor Guarantors, as the case may be, has or hereafter may acquire any sovereign or other immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby the Issuer, such Guarantor, as the case may be, irrevocably waives such immunity in respect of its obligations hereunder or under this Indentureany Notes, the Securities Guarantees, supplemental indenture or the Securities and any other Note Document, to the extent permitted by lawtransactions contemplated hereby.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 appointed the Issuer as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the any Securities, the Securities Guarantees, Guarantee or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) ), or, subject to Section 6.075.07, by any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company Issuer and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office General Counsel in the manner specified in Section 14.011.05 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Issuer in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company Issuer and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company Issuer or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, each of the Issuer and the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has the Company has, by separate written instrument, irrevocably designated and appointedappointed Brookfield Asset Management LLC, Transocean Offshore Deepwater Drilling Inc.Brookfield Place, 0 Xxxxxxxx 250 Xxxxx Street, 15xx Xxxxx, XxxxxxxXxx Xxxx, Xxxxx 00000 as Xxx Xxxx 00000-0000 xs its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal U.S. Federal or New York state State court in the Borough of Manhattan, The City of New York or brought under federal U.S. Federal or state State securities laws or brought by the either Trustee (whether in its individual capacity or in its capacity as Trustee a trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that Brookfield Asset Management LLC has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Brookfield Asset Management LLC and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office at the address specified in Section 14.01), the first paragraph of this instrument or at any other address previously furnished in writing to the Trustees) shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Brookfield Asset Management LLC in full force and effect so long as this Indenture shall be in full force and effect and so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its respective obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this First Supplemental Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc.Xxxxxxx & Associates (“Xxxxxxx”), 0 Xxxxxxxx Xxxxx, Xxxxxxx000 Xxxxxxx Xxxxxx, Xxxxx 00000 000, Xxxxxx, Xxxxxxxx 00000, as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Notes or this Supplemental Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or the Co-Trustee (whether in its individual capacity or in its capacity as Co-Trustee hereunder) or, subject to Section 6.075.7 of the Base Indenture, any Holder of Securities or Securities Guarantees Notes in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company Xxxxxxx and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01the first paragraph of the Base Indenture), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Xxxxxxx & Associates in full force and effect so long as any of the Securities Notes shall be Outstanding or any amounts shall be payable in respect of any SecuritiesNotes. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, First Supplemental Indenture and the Securities Guarantees, the Securities and any other Note DocumentNotes, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System (and any successor entity) ("CT Corporation"), Transocean Offshore Deepwater Drilling Inc.111 Eighth Avenue, 0 Xxxxxxxx Xxxxx13th Floor, XxxxxxxNew York, Xxxxx 00000 New York 10011, as its authorized agent upon which process may be served in any suitauthorxxxx xxxxx xxxx xxxxx xxxxxxx xxx xx xxxxxx xx xxx xxxx, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation and written notice of said service to the Company it (mailed or delivered to its Secretary Senior Vice President, Finance and Chief Financial Officer at its principal office in Toronto, Canada, with copies to Rogers Communications Inc., in each case as specified in Section 14.01), 106(b) xxxxof) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Subsidiary Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc.CT Corporation System, 0 Xxxxxxxx Xxxxx000 Xxxxxx Xxxxxx, XxxxxxxXxx Xxxx, Xxxxx Xxx Xxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Subsidiary Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Subsidiary Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Subsidiary Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Subsidiary Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Subsidiary Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder), the Co-Trustee (whether in its individual capacity or in its capacity as Co-Trustee hereunder) or, subject to Section 6.075.7, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company Xxxxxxx & Associates and written notice of said service to the Company (mailed or delivered to its Corporate Secretary at its principal office specified in the first paragraph of this Indenture and in the manner specified in Section 14.011.5 hereof), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Xxxxxxx & Associates in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any SecuritiesSecurities or coupons. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the The Company and each Guarantor irrevocably (i) irrevocably designates and appointsagrees that any action, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding against the Company brought by any Holder, Initial Purchaser, agent or Underwriter or any person who controls any Initial Purchaser arising out of of, based upon or relating to the Securities, the Securities Guarantees, this Indenture Agreement or any other Note Document that of the transactions contemplated hereby may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkCity, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, waives any objection that it which either may now or hereafter have to the laying of venue of any such proceeding or to the convenience of the forum and (iii) submits to the non-exclusive jurisdiction of any federal or state court in New York City in any such action, suit or proceeding. The Company represents, warrants and agrees that, prior to the Closing Date, the Company will have designated and appointed CT Corporation System as its authorized agent (the “Authorized Agent,” which term, as used herein, includes any successor in such capacity) upon whom process may be served in any such action, suit or proceeding arising out of, based on or relating to this Agreement or any of the transactions contemplated hereby which may be instituted in any federal or state court in New York City by any Holder, Initial Purchaser, agent or Underwriter or any person who controls any Initial Purchaser, expressly consent to the jurisdiction of any such court or any appellate court with in respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in and waive any other requirements of or objections to personal jurisdiction with respect thereto. Such appointment shall be irrevocable. The Company represents, warrants and agrees that, prior to the Closing Date, the Authorized Agent will have agreed to act as such court. To the extent that agent for service of process and the Company or agrees to take any Guarantor has or hereafter may acquire any immunity from jurisdiction and all action, including the filing of any court and all documents and instruments and the payment of all fees, that may be necessary to effect and to continue such appointment in full force and effect as aforesaid for so long as any of the Securities shall be outstanding and until the principal of, premium, if any, and interest on, and any and all other amounts payable under or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its propertyto, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities GuaranteesAgreement, the Securities and any other Note Document, the Registration Rights Agreement shall have been paid in full. The Company agrees that service of process upon the Authorized Agent and written notice of such service to the extent permitted by lawCompany (mailed or delivered to its Secretary at the Company’s principal office at Six City Place Drive, Creve Coeur, Missouri 63141) shall be deemed, in every respect, effective service of process upon the Company in any such action, suit or proceeding.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company Company, Mr. Ritchie and each Guarantor the Selling Shareholder (i) irrevocably designates and appointsacknowledge that they have, and acknowledges that it has xx xxxxxxte written instrument, irrevocably designated and appointedappointed Robert K. Whitsit, Transocean Offshore Deepwater Drilling Inc.(the "Agent for Service"), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its their authorized agent upon which process agenx xxxx xxxxx xxxxess may be served in any suit, action suit or proceeding arising out of or relating to this Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, or brought under U.S. federal or state securities laws or brought by laws, and acknowledge that the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkAgent for Service has accepted such designation, (ii) submits submit to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees agree that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company (mailed or delivered to its Corporate Secretary at its principal office specified in Richmond, British Columbia), to Mr. Ritchie (at his address as set forth in Section 14.0111 hereof), or to xxx Xxxxxxx Shareholder (mailed or delivered to its President at the address set forth in Section 11 hereof) shall be deemed in every respect effective service of process upon the Company Company, Mr. Ritchie and the Selling Shareholder in any such suit, action suit or proceeding. The Company Xxx Xxxxxny, Mr. Ritchie and the Selling Shareholder further agrees agree to take any and all actionxxx xxxxxx, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has Company, Mr. Ritchie and the Selling Shareholder have or hereafter may acquire any immunity xxx xxxxxxxy from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself themselves or its their respective property, each of them they hereby irrevocably waives waive such immunity in respect of its their obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor Corporation (i) irrevocably designates and appointsappoints CT Corporation System, and acknowledges that it has irrevocably designated and appointed100 Xxxxxx Xxxxxx, Transocean Offshore Deepwater Drilling Inc.Xxx Xxxx, 0 Xxxxxxxx XxxxxXxx Xxxx 00000, Xxxxxxx, Xxxxx 00000 as its the Corporation’s authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The the City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York), (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company Corporation (mailed or delivered to its Corporate Secretary at its principal office specified in Section 14.01Calgary, Alberta, Canada), shall be deemed in every respect effective service of process upon the Company Corporation in any such suit, action suit or proceeding. The Company Corporation further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor Corporation has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Corporation hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company and each Guarantor the Selling Shareholder (i) irrevocably designates and appointsacknowledge that they have, and acknowledges that it has by separate written instrument, irrevocably designated and appointedappointed Corporation Service Company, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx0000 Xxxxxxxxxxx Xxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxxx 00000 (or any successor) (together with any successor, the "Agent for Service"), as its their respective authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in the Borough of Manhattan in The City of New York York, or brought under federal or state securities laws or brought by laws, and acknowledge that the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkAgent for Service has accepted such designation, (ii) submits submit to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees agree that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company (mailed or delivered to its Secretary Treasurer at its principal office specified in Section 14.01Stamford, Connecticut), and in the case of the Selling Shareholder (mailed or delivered to the Vice President at its principal office in Xxxxxxx, Xxxxxxx, Xxxxxx) shall be deemed in every respect effective service of process upon the Company and the Selling Shareholder in any such suit, action suit or proceeding. The Company and the Selling Shareholder further agrees agree to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor the Selling Shareholder has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law; provided, however, that nothing in this paragraph shall require the Company or the Selling Shareholder to attorn to the jurisdiction of any court, other than any United States federal or state court located in the Borough of Manhattan, The City of New York, as provided above. The provisions of this Section shall survive any termination of this Agreement, in whole or in part.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureUnderwriting Agreement, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.000 Xxxxxx Xxxxxx, 0 Xxxxxxxx XxxxxXxx Xxxx, XxxxxxxXxx Xxxx 00000, Xxxxx 00000 X.X.X. (or any successor) (together with any successor, the “Agent for Service”), as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Underwriting Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in the Borough of Manhattan in The City of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee (whether in its individual capacity or in its capacity Agent for Service has accepted such designation and has provided written evidence of engagement of CT Corporation System acting as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorksuch, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Agent for Service and written notice of said service to the Company (mailed or delivered to its Secretary Chief Financial Officer at its principal office specified in Section 14.01Calgary, Alberta, Canada), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law. The provisions of this Section 11 shall survive any termination of this Underwriting Agreement, in whole or in part.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, each of the Issuer and the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has the Company has, by separate written instrument, irrevocably designated and appointedappointed Brookfield Asset Management LLC, Transocean Offshore Deepwater Drilling Inc.Brookfield Place, 0 Xxxxxxxx 250 Vxxxx Street, 10xx Xxxxx, XxxxxxxXxx Xxxx, Xxxxx 00000 Xxx Xxxx 00000-0000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal Federal or New York state State court in the Borough of Manhattan, The City of New York or brought under federal Federal or state State securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee a trustee hereunder) or), subject to Section 6.07and acknowledges that Brookfield Asset Management LLC has accepted, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkirrevocably and unconditionally, such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Brookfield Asset Management LLC and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office at the address specified in Section 14.01), the first paragraph of this instrument or at any other address previously furnished in writing to the Trustee) shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Brookfield Asset Management LLC in full force and effect so long as this Indenture shall be in full force and effect and so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its respective obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx1000 Xxxxxxx Xxxxxxx, Xxxxxxx, Xxxxx 00000 00000, as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this IndentureAgreement, the Company Company, Mr. Ritchie and each Guarantor the Selling Shareholder (i) irrevocably designates and appointsacknowledge that they have, and acknowledges that it has xx xxxxxxte written instrument, irrevocably designated and appointed, Transocean Offshore Deepwater Drilling appointed Ritchie Bros. Auctioneers (America) Inc., 0 Xxxxxxxx Xxxxx(the "Agent for Service"), Xxxxxxx, Xxxxx 00000 as its ax xxxxx authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to this Agreement or the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, or brought under U.S. federal or state securities laws or brought by laws, and acknowledge that the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkAgent for Service has accepted such designation, (ii) submits submit to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees agree that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company (mailed or delivered to its Corporate Secretary at its principal office specified in Richmond, British Columbia), to Mr. Ritchie (at his address as set forth in Section 14.0111 hereof), or to xxx Xxxxxxx Shareholder (mailed or delivered to its President at the address set forth in Section 11 hereof) shall be deemed in every respect effective service of process upon the Company Company, Mr. Ritchie and the Selling Shareholder in any such suit, action suit or proceeding. The Company Xxx Xxxxxny, Mr. Ritchie and the Selling Shareholder further agrees agree to take any and all actionxxx xxxxxx, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has Company, Mr. Ritchie and the Selling Shareholder have or hereafter may acquire any immunity xxx xxxxxxxy from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself themselves or its their respective property, each of them they hereby irrevocably waives waive such immunity in respect of its their obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and the Guarantor each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 appointed CT Corporation System as its authorized agent upon which process may be served serviced in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal Federal or New York state State court in the Borough of Manhattan, The City of New York or brought under federal Federal or state State securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee a trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation System has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceedingproceeding and waives any objection which it may now or hereafter have to the laying of venue of any such proceeding or any claim of inconvenient forum, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company it (mailed or delivered to its Secretary at its principal registered office at the address specified in Section 14.01), the first paragraph of this instrument or at any other address previously furnished in writing to the Trustee) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company and Guarantor further agrees agree to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as this Indenture and the Guarantees shall be in full force and effect and so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that either the Company or any the Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its respective obligations under this Indenture, the Securities Guarantees, Indenture and the Securities and any other Note Document, the Guarantees to the fullest extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect Table of ContentsTable of Contents so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor Corporation (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.1000 Xxxxxxxx, 0 Xxxxxxxx XxxxxXxx Xxxx, Xxxxxxx, Xxxxx XX 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court located in The the City of New York or brought under federal or state securities laws York, or brought by the either Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation System has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company it (mailed or delivered to its Secretary at its principal office in Toronto, Canada as specified in Section 14.01)105 hereof, shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company Corporation further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor Corporation has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Corporation hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law. This Indenture may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same Indenture.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Noble Drilling Services Inc., 0 Xxxxxxxx Xxxxx00000 Xxxxx Xxxxx Xxxxxxx, XxxxxxxXxxxx 000, Xxxxx Xxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor Corporation (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.0000 Xxxxxxxx, 0 Xxxxxxxx XxxxxXxx Xxxx, Xxxxxxx, Xxxxx XX 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court located in The the City of New York or brought under federal or state securities laws York, or brought by the either Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation System has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company it (mailed or delivered to its Secretary at its principal office in Toronto, Canada as specified in Section 14.01)105 hereof, shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company Corporation further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that the Company or any Guarantor Corporation has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Corporation hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentSecurities, to the extent permitted by law. This Indenture may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same Indenture.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx0000 Xxxxxxx Xxxxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) ​ ​ or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, each of the Company and each Guarantor Note Parties (i) hereby irrevocably designates and appointsappoints Parent (and any successor entity), and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Notes or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or other laws, including such suit, action or proceeding brought by the Trustee or Collateral Agent (whether in its individual capacity or in its capacity as Trustee or Collateral Agent, as applicable, hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court located in the State of New York, Borough of Manhattan in The City of New York, and acknowledges that Parent has accepted such designation, (ii) submits to venue and the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company Parent and written notice of said service to it (with a copy to the Company (mailed or delivered to its Secretary at its principal office Company’s General Counsel, as specified in Section 14.01), 13.01 hereof) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company Each of the Note Parties further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Parent in full force and effect so long as any of the Securities this Indenture shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company full force and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courteffect. To the extent that any of the Company or any Guarantor Note Parties has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them Note Party hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentNotes, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery Each of this Indenture, the Company and each the Guarantor (i) has agreed that any suit, action or proceeding against the Company or the Guarantor brought by any Holder or the Trustee arising out of or based upon the Indenture or the Notes may be instituted in any state or federal court in the Borough of Manhattan, the City of New York, New York. Each of the Company and the Guarantor has irrevocably designates submitted to the non-exclusive jurisdiction of such courts for such purpose and appointswaived, to the fullest extent permitted by law, trial by jury and any objection it may now or hereafter have to the laying of venue of any such proceeding, and acknowledges any claim it may now or hereafter have that it any proceeding in any such court is brought in an inconvenient forum. Each of the Company and the Guarantor has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling appointed Pearson Inc., 0 Xxxxxxxx Xxxxxwith an office at 0000 Xxxxxx xx xxx Xxxxxxxx, XxxxxxxXxx Xxxx, Xxxxx XX 00000 as its authorized agent upon which whom all writs, process and summonses may be served in any suit, action or proceeding arising out of or relating to based upon the Securities, the Securities Guarantees, this Indenture or any other Note Document that the Notes which may be instituted in any United States state or federal or New York state court in The City the Borough of New York or brought under federal or state securities laws or brought by Manhattan, the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any the Guarantor has or hereafter may acquire any immunity (sovereign or otherwise) from any legal action, suit or proceeding, from jurisdiction of any court or from set-off or any legal process (whether through service of or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or any of its property, each of them hereby the Company and the Guarantor has irrevocably waives waived and agreed not to plead or claim such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Indenture or the Securities and any other Note Document, to the extent permitted by lawNotes.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx0000 Xxxxxxx Xxxxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0115.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Supplemental Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc.Corporation Service Company, 0 Xxxxxxxx Xxxxx, Xxxxxxx1180 Ave of the Xxxxxxxx, Xxxxx 00000 000, Xxx Xxxx, Xxx Xxxx, 00000-0000, as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Notes or this Supplemental Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or the Co-Trustee (whether in its individual capacity or in its capacity as Co-Trustee hereunder) or, subject to Section 6.075.7 of the Base Indenture, any Holder of Securities or Securities Guarantees Notes in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Corporation Service Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.01the first paragraph of the Base Indenture), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Corporation Service Company in full force and effect so long as any of the Securities Notes shall be Outstanding or any amounts shall be payable in respect of any SecuritiesNotes. Each of the The Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Supplemental Indenture and the Securities Guarantees, the Securities and any other Note DocumentNotes, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Fourth Supplemental Indenture, each of the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably has, by separate written instrument, designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 appointed CT Corporation System as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the SecuritiesNotes, the Securities GuaranteesIndenture, this the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture or any other Note Document this Fourth Supplemental Indenture, that may be instituted in any United States federal Federal or New York state State court in The City the State of New York York, Borough of Manhattan, or brought under federal Federal or state State securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation System has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company it (mailed or delivered to its Secretary Executive Director at its principal office as specified in Section 14.0111.02 of the Indenture), shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Each of the Company and each Guarantor further agrees agree to take any and all action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company CT Corporation System, in full force and effect so long as any of the Securities Indenture shall be Outstanding in full force and effect; provided that the Company may and shall (to the extent CT Corporation System ceases to be able to be served on the basis contemplated herein), by written notice to the Trustee, designate such additional or any amounts alternative agents for service of process under this Section 3.08 that (i) maintains an office located in the Borough of Manhattan, The City of New York in the State of New York, (ii) are either (x) counsel for the Company or (y) a corporate service company which acts as agent for service of process for other Persons in the ordinary course of its business and (iii) agrees to act as agent for service of process in accordance with this Section 3.08. Such notice shall be payable identify the name of such agent for process and the address of such agent for process in respect the Borough of Manhattan, The City of New York, State of New York. Upon the request of any SecuritiesHolder, the Trustee shall deliver such information to such Holder. Each Notwithstanding the foregoing, there shall, at all times, be at least one agent for service of process for the Company and the Guarantors irrevocably New Guarantor, if any, appointed and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding acting in any such court or any appellate court accordance with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtthis Section 3.08. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.SIGNATURES

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated and appointed, Transocean Offshore Deepwater Drilling Inc., 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Guarantees or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City of New York or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New York, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company and written notice of said service to the Company (mailed or delivered to its Secretary at its principal office specified in Section 14.0113.01), shall be deemed in every respect effective service of process upon the Company in any such suit, action or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company in full force and effect so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such court. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, Guarantees and the Securities and any other Note DocumentSecurities, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company Issuer and, by execution and delivery of this Indenture or a supplemental indenture in accordance with Article 8 hereof, each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has irrevocably designated will, by separate written instrument, designate and appointedappoint CanWest International Corp., Transocean Offshore Deepwater Drilling Inc.a Delaware corporation (and any successor entity) (the “Process Agent”), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action or proceeding arising out of or relating to the Securities, the Securities Guarantees, Notes or this Indenture or any other Note Document that may be instituted in any United States federal or New York state court in The City the State of New York York, Borough of Manhattan, or brought under federal or state securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that the Process Agent has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iii) agrees that service of process upon the Company Process Agent and written notice of said service to the Company it (mailed or delivered to its Secretary Chief Financial Officer at its principal office as specified in Section 14.0112.02), shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company Issuer and any Guarantor further agrees agree to take any and all action, including the execution and filing of any and all such documents and instruments, instruments as may be necessary to continue such designation and appointment of the Company Process Agent, in full force and effect so long as any of the Securities this Indenture shall be Outstanding in full force and effect; provided that the Issuer may and shall (to the extent the Process Agent ceases to be able to be served on the basis contemplated herein), by written notice to the Trustee, designate such additional or any amounts alternative agents for service of process under this Section 12.09 that (i) maintains an office located in the Borough of Manhattan, The City of New York in the State of New York, (ii) are either (x) counsel for the Issuer or (y) a corporate service company which acts as agent for service of process for other Persons in the ordinary course of its business and (iii) agrees to act as agent for service of process in accordance with this Section 12.09. Such notice shall be payable identify the name of such agent for process and the address of such agent for process in respect the Borough of Manhattan, The City of New York, State of New York. Upon the written request of any SecuritiesHolder, the Trustee shall deliver such information to such Holder. Each Notwithstanding the foregoing, there shall, at all times, be at least one agent for service of process for the Company Issuer and the Guarantors irrevocably Guarantors, if any, appointed and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding acting in any such court or any appellate court accordance with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtthis Section 12.09. To the extent that the Company Issuer or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its propertyProperty, the Issuer and each of them Guarantor hereby irrevocably waives such immunity in respect of its obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note DocumentNotes, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed CT Corporation System, Transocean Offshore Deepwater Drilling Inc.0000 Xxxxxxxx, 0 Xxxxxxxx XxxxxXxx Xxxx, Xxxxxxx, Xxxxx Xxx Xxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, or this Indenture or any other Note Document that may be instituted in any United States federal Federal or New York state State court in the Borough of Manhattan, The City of New York or brought under federal Federal or state State securities laws or brought by the Trustee (whether in its individual capacity or in its capacity as Trustee a trustee hereunder) or), subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New Yorkand acknowledges that CT Corporation System has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company CT Corporation System and written notice of said service to the Company it (mailed or delivered to its Secretary at its principal office at the address specified in Section 14.01), the first paragraph of this instrument or at any other address previously furnished in writing to the Trustee) shall be deemed in every respect effective service of process upon the Company it in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company CT Corporation System in full force and effect so long as this Indenture shall be in full force and effect and so long as any of the Securities shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them the Company hereby irrevocably waives such immunity in respect of its respective obligations under this Indenture, Indenture and the Securities Guarantees, the Securities and any other Note Document, to the extent permitted by law.

Agent for Service; Submission to Jurisdiction; Waiver of Immunities. By the execution and delivery of this Indenture, the Company and each Guarantor (i) irrevocably designates and appoints, and acknowledges that it has has, by separate written instrument, irrevocably designated and appointedappointed Xxxxx X. Xxxxxxxx (or any successor) (together with any successor, Transocean Offshore Deepwater Drilling Inc.the "Agent for Service"), 0 Xxxxxxxx Xxxxx, Xxxxxxx, Xxxxx 00000 as its authorized agent upon which process may be served in any suit, action suit or proceeding arising out of or relating to the Securities, the Securities Guarantees, this Indenture or any other Note Document Warrants or the Underlying Securities, that may be instituted in any United States federal or New York state court in The City the State of New York York, or brought under federal or state securities laws or brought by laws, and acknowledges that the Trustee (whether in its individual capacity or in its capacity as Trustee hereunder) or, subject to Section 6.07, any Holder of Securities or Securities Guarantees in any United States federal or New York state court in The City of New YorkAgent for Service has accepted such designation, (ii) submits to the non-exclusive jurisdiction of any such court in any such suit, action suit or proceeding, and (iii) agrees that service of process upon the Company Agent for Service (or any successor) and written notice of said service to the Company (mailed or delivered to its Secretary Chief Financial Officer at its principal office specified in Section 14.01Xxxxxxx, Xxxxxxx, Xxxxxx), shall be deemed in every respect effective service of process upon the Company in any such suit, action suit or proceeding. The Company further agrees to take any and all action, including the execution and filing of any and all such documents and instruments, as may be necessary to continue such designation and appointment of the Company Agent for Service in full force and effect so long as any of the Securities Warrants shall be Outstanding or any amounts shall be payable in respect of any Securities. Each of the Company and the Guarantors irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any such action, suit or proceeding in any such court or any appellate court with respect thereto and irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of any such action, suit or proceeding in any such courtoutstanding. To the extent that the Company or any Guarantor has or hereafter may acquire any immunity from the jurisdiction of any court or from any legal process (whether through service of notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each of them it hereby irrevocably waives such immunity in respect of its obligations under this Indenture, the Securities Guarantees, the Securities and any other Note Documentabove-referenced documents, to the extent permitted by law.