Common use of Forum Selection; Jurisdiction; Venue; Choice of Law Clause in Contracts

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Buyer acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender Seller in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered Seller and Buyer in the State of Arizona and there are substantial contacts between the parties and the transactions transaction contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Buyer consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Buyer waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is located Properties are located, as applicable, shall be deemed to apply. Nothing contained in this Section subsection shall limit or restrict the right of Lender Seller to commence any proceeding in the federal or state courts located in the state in which states where the Premises is Properties are located to the extent Lender Seller deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and executed and delivered by Borrower in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note Notes shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the NoteNotes, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was partially executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without in accordance with the laws of the State of Arizona in accordance with applicable lawArizona; provided, however, no such service of process or paper shall be deemed delivered pursuant to Section 29 hereof if not actually received. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were Mortgage was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Mortgage was delivered by Borrower in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsMortgage, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Arizona. Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Mortgage and the intent rights and remedies of Mortgagee with respect to the Mortgaged Property, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State without regard to principles of conflict of law. With respect to other provisions of this Mortgage, this Mortgage shall be governed by the internal laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender Mortgagee to commence any proceeding in the federal or state courts located in the state in which the Premises is located State to the extent Lender Mortgagee deems such proceeding necessary or advisable to exercise remedies available under this Agreement the Mortgage or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For Except for purposes of any action or proceeding concerning the creation of this Lease and the rights and remedies of Lessor with respect to the Properties (which actions or proceedings shall be conducted in the state where the affected Property is located), for purposes of all other actions or proceedings arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives each of Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law.With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section 48 shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower and Lender in the State of Arizona, all payments under the Equipment Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Equipment Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Equipment Note, then, as to those provisions only, the laws of the state state(s) where the Premises Equipment is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state state(s) in which the Premises Equipment is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be GECC Contract No. 32775 GECC Property No. 8004-8031 Baton Rouge, Louisiana governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed was signed by Lender GE Capital in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered Debtor in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state State where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender GE Capital to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender GE Capital deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were Deed of Trust was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State Deed of Arizona and Trust was delivered by Borrower in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any Deed of the other Loan DocumentsTrust, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Arizona. Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Deed of Trust and the intent rights and remedies of Lender with respect to the Trust Estate, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State without regard to its principles of conflicts of law. With respect to other provisions of this Deed of Trust, this Deed of Trust shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located State to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement the Deed of Trust or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was partially executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges Debtor and FFCA acknowledge that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed by Lender in the State of Arizona was signed and delivered by Borrower Debtor in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, GECC Contract No. 14336001 GECC Property No. 54335 San Antonio, TX 20 suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges Sellers acknowledge that this Agreement and the other Loan Documents were substantially was partially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed by Lender in the State of Arizona and was delivered by Borrower Sellers and Buyer in the State of Arizona, all payments under the Note Lease will be delivered in the State of Arizona (unless otherwise directed by Buyer or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents Sellers consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Sellers waive and agrees agree not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where states in which the Premises is located Properties are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.to

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were Mortgage was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Mortgage was delivered by Borrower in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions 20 contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsMortgage, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Arizona. Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Mortgage and the intent rights and remedies of Lender with respect to the Mortgaged Property, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State without regard to its principles of conflicts of law. With respect to other provisions of this Mortgage, this Mortgage shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located State to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement the Mortgage or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Lease was delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum 34 35 or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Premises, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For Except for purposes of any action or proceeding concerning the creation of this Lease and the rights and remedies of Lessor with respect to the Properties (which actions or proceedings shall be conducted in the state where the affected Property is located), for purposes of all other actions or proceedings arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives each of Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section 48 shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Buyer acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement was signed by Seller and the other Loan Documents were executed by Lender Buyer in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered Seller and Buyer in the State of Arizona and there are substantial contacts between the parties and the transactions transaction contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Buyer consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Buyer waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is located Hotel Properties are located, as applicable, shall be deemed to apply. Nothing contained in this Section subsection shall limit or restrict the right of Lender Seller to commence any proceeding in the federal or state courts located in the state in which states where the Premises is Hotel Properties are located to the extent Lender Seller or Buyer deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and executed and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona where the Premises are located. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona where the Premises are located in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Premises, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and state in which the Note Premises are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the state in which the Premises are located, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizonawhere the Premises are located, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor and Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Lease was delivered by Borrower in the State of Arizona, all payments under the Note Lease will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Arizona. Lessee consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Lessee waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Premises, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and state in which the Note Premises is located, shall be governed by and construed under in accordance with the internal laws of the state in which the Premises is located without regard to principles of conflict of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender Lessor deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note Equipment Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note Equipment Notes shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Equipment Note, then, as to those provisions only, the laws of the state state(s) where the Premises Equipment is located shall be deemed to apply. Nothing in this SCS Finance I Equipment Loan Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state state(s) in which the Premises Equipment is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles Arizona and applicable laws of conflicts of lawthe United States. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Grantor acknowledges that this Agreement and the other Loan Documents were Deed to Secure Debt was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Deed to Secure Debt was delivered by Borrower in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsDeed to Secure Debt, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Arizona. Grantor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Grantor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or Xxxxxxxx Xx. 00000 GE No. 8004-0863 0000 Xxxxxx Xxxx Albany, Georgia proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Deed to Secure Debt and the intent rights and remedies of Grantee with respect to the Deed Estate, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State without regard to its principles of conflicts of law. With respect to other provisions of this Deed to Secure Debt, this Deed to Secure Debt shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender Grantee to commence any proceeding in the federal or state courts located in the state in which the Premises is located State to the extent Lender Grantee deems such proceeding necessary or advisable to exercise remedies available under this Agreement the Deed to Secure Debt or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges Parent and Borrowers acknowledge that this Agreement and the other Loan Documents were was substantially negotiated in the State of ArizonaNebraska, this the Agreement and the other Loan Documents were executed was signed by Lender in the State of Arizona Nebraska and delivered by Borrower Parent and Borrowers in the State of Arizona, all payments under the Note will be delivered in the State of Arizona Nebraska and there are substantial contacts between the parties and the transactions contemplated herein and the State of ArizonaNebraska. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Nebraska and Borrower consents Parent and Borrowers consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona Nebraska in accordance with applicable law. Furthermore, Borrower waives Parent and agrees Borrowers waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of lawNebraska. To the extent that a court of competent jurisdiction finds Arizona Nebraska law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where the Premises Real Property is located shall be deemed to apply. Nothing in this Section section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises Real Property is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and executed and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the 127 State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where the applicable Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which where the Premises is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges Borrowers acknowledge that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed by Lender in the State of Arizona and was delivered by Borrower the Borrowers in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located sitting in the State of Maricopa County, Arizona and Borrower each of the Borrowers consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower each of the Borrowers waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is located Properties are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender LaSalle or Servicer to commence any proceeding in the federal or state courts located in the state states in which the Premises is located Properties are located, as applicable, to the extent Lender LaSalle or Servicer deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Transaction Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and was delivered by Borrower FFCA and Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the non-exclusive jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to applyapply as required. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which any of the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Buyer acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender Seller in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered Seller and Buyer in the State of Arizona and there are substantial contacts between the parties and the transactions transaction contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Buyer consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Buyer waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state where the Premises Property is located located, as applicable, shall be deemed to apply. Nothing contained in this Section subsection shall limit or restrict the right of Lender Seller to commence any proceeding in the federal or state courts located in the state in which where the Premises Property is located to the extent Lender Seller deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed was signed by Lender in the State of Arizona and delivered by Borrower Debtor in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state where the Premises Property is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is Property located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAssignment, the parties hereto Debtor and FFCA hereby expressly submit to the jurisdiction of all federal and state courts located in the State States of Arizona and Borrower New York and each of the parties hereto consents that it may be served with any process or paper by certified or registered mail at the addresses for notice pursuant to this Assignment or by personal service within or without the State States of Arizona and New York in accordance with applicable law. Furthermore, Borrower each of the parties hereto waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Assignment and the intent rights and remedies of FFCA with respect to the License, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and state in which the Note Site is located, shall be governed by and construed under in accordance with the internal laws of the state in which the Site is located without regard to principles of conflict of law. With respect to other provisions of this Assignment, this Assignment shall be governed by the internal laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state in which the Premises Site is located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise 01/518097.1 Arby's FFCA No. 8000- 07/23/96 5 remedies available under this Agreement Assignment or the other Loan DocumentsAgreement and which may only be enforced in such courts.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered Debtor in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state in which where the Premises is located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of ArizonaNew York. For Except for purposes of any action or proceeding concerning the creation of this Lease and the rights and remedies of Lessor with respect to the Properties (which actions or proceedings shall be conducted in the state where the affected Property is located), for purposes of all other actions or proceedings arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona New York. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona New York in accordance with applicable law. Furthermore, Borrower waives each of Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts oflaw. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of ArizonaNew York, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section 48 shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Buyer acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender Seller in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered Seller and Buyer in the State of Arizona and there are substantial contacts between the parties and the transactions transaction contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Buyer consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Buyer waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state where the Premises Property is located shall be deemed to apply. Nothing contained in this Section subsection shall limit or restrict the right of Lender Seller to commence any proceeding in the federal or state courts located in the state in which where the Premises Property is located to the extent Lender Seller deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges Borrowers acknowledge that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed by Lender in the State of Arizona and was delivered by Borrower the Borrowers in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located sitting in the State of Maricopa County, Arizona and Borrower each of the Borrowers consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower each of the Borrowers waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is located Properties are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender WAMU or Servicer to commence any proceeding in the federal or state courts located in the state states in which the Premises is located Properties are located, as applicable, to the extent Lender WAMU or Servicer deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Transaction Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Uni-Mart acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed by Lender in the State of Arizona and was delivered by Borrower Uni-Mart in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located sitting in the State of Maricopa County, Arizona and Borrower Uni-Mart consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Uni-Mart waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is located Properties are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender LaSalle or Servicer to commence any proceeding in the federal or state courts located in the state states in which the Premises is located Properties are located, as applicable, to the extent Lender LaSalle or Servicer deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Transaction Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Lease was delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of 25 44 all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note Equipment Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note Equipment Notes shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Equipment Note, then, as to those provisions only, the laws of the state state(s) where the Premises Equipment is located shall be deemed to apply. Nothing in this SCS Finance II Equipment Loan Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state state(s) in which the Premises Equipment is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note Notes shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the NoteNotes, then, as to those provisions only, the laws of the state state(s) where the Premises Collateral is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state state(s) in which the Premises Collateral is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Parent and Borrower acknowledges acknowledge that this Agreement and the other Loan Documents were was substantially negotiated in the State of ArizonaNebraska, this the Agreement and the other Loan Documents were executed was signed by Lender in the State of Arizona Nebraska and delivered by Parent and Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona Nebraska and there are substantial contacts between the parties and the transactions contemplated herein and the State of ArizonaNebraska. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Nebraska and Parent and Borrower consents consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona Nebraska in accordance with applicable law. Furthermore, Parent and Borrower waives waive and agrees agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of lawNebraska. To the extent that a court of competent jurisdiction finds Arizona Nebraska law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where the Premises Real Property is located shall be deemed to apply. Nothing in this Section section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises Real Property is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were Mortgage was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Mortgage was delivered by Borrower in the State of Arizona, all payments under the Note Loan Documents will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsMortgage, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Arizona. Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Mortgage and the intent rights and remedies of Lender with respect to the Mortgaged Property, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State without regard to its principles of conflicts of law. With respect to other provisions of this Mortgage, this Mortgage shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located State to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement the Mortgage or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and executed and delivered by Borrower in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the non-exclusive jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note Notes shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the NoteNotes, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges Lessor and Lessee acknowledge that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Lease was delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of the parties hereto that all provisions with respect to the Properties, as provided herein and by the laws of this Agreement and the Note states in which the Properties are located, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender either party to this Lease to commence any proceeding in the federal or state courts located in the any state in which the Premises a Property is located to the extent Lender such party deems such proceeding necessary or advisable to exercise remedies available to such party under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and executed and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Lease was delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges Discount, Advance, Dapper I, Remainderman I, Dapper II, Remainderman II, Dapper III and Remainderman III acknowledge that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFC in the State of Arizona and delivered by Borrower Discount, Advance, Dapper I, Remainderman I, Dapper II, Remainderman II, Dapper III and Remainderman III in the State of Arizona, all payments under the Note Loan Documents and the Master Leases will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For Except for purposes of any action or proceeding concerning the rights and remedies of FFC, Wamu, Dapper I, Remainderman I, Dapper II, Remainderman II, Dapper III and Remainderman III with respect to the Replaced Properties and the Substitute Properties (which actions or proceedings shall be conducted in the state where the affected Replaced Property or Substitute Property is located), for purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents Discount, Advance, Dapper I, Remainderman I, Dapper II, Remainderman II, Dapper III and Remainderman III consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Discount, Advance, Dapper I, Remainderman I, Dapper II, Remainderman II, Dapper III and agrees Remainderman III waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is located Replaced Properties and the Substitute Properties are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFC to commence any proceeding in the federal or state courts located in the state states in which the Premises is located Replaced Properties and the Substitute Properties are located, as applicable, to the extent Lender FFC deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Transaction Documents, and if such is the case, counterclaims can be prosecuted in such proceeding.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Seller acknowledges that this Agreement and the other Loan Documents were substantially was partially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were was executed by Lender in the State of Arizona and delivered by Borrower Seller and Buyer in the State of Arizona, all payments under the Note Lease will be delivered in the State of Arizona (unless otherwise directed by Buyer or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Seller consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Seller waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where states in which the Premises is located Properties are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender Buyer to commence any proceeding in the federal or state courts located in the state states in which the Premises is located Properties are located, as applicable, to the extent Lender Buyer deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Lease was delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Premises, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges The Seller Entities acknowledge that this Agreement and the other Loan Documents were substantially was partially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed by Lender in the State of Arizona and was delivered by Borrower the Seller Entities and Buyer in the State of Arizona, all payments under the Note Lease will be delivered in the State of Arizona (unless otherwise directed by Buyer or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents the Seller Entities consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower each of the Seller Entities waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where states in which the Premises is located Properties are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender Buyer to commence any proceeding in the federal or state courts located in the state states in which the Premises is located Properties are located, as applicable, to the extent Lender Buyer deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement Deed of Trust was negotiated in the States of Arizona and the other Loan Documents were substantially negotiated New York, Beneficiary's chief executive office and principal place of business is in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State States of ArizonaArizona and New York. For purposes of any action or proceeding arising out of this Agreement or any Deed of the other Loan DocumentsTrust, the parties hereto hereby Debtor and Beneficiary expressly submit to the jurisdiction of all federal and state courts located in the State States of Arizona and Borrower New York. Each of Beneficiary and Debtor consents that it may be served with any process or paper by certified or registered mail at the addresses for notice pursuant to this Deed of Trust or by personal service within or without the State States of Arizona and New York in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Deed of Trust and the intent rights and remedies of Beneficiary with respect to the Trust Estate, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note State, shall be governed by and construed under in accordance with the internal laws of the State without regard to principles of conflict of law. With respect to other provisions of this Deed of Trust, this Deed of Trust shall be governed by the internal laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender Beneficiary to commence any proceeding in the federal or state courts located in the state in which the Premises Site is located to the extent Lender Beneficiary deems such proceeding necessary or advisable to exercise remedies available under this Agreement Deed of Trust or the other Loan DocumentsDocuments and which may only be enforced in such courts.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and executed and delivered by Borrower Debtor in the State of Arizona, all payments under the Equipment Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state where the Premises Equipment is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state in which the Premises Equipment is located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Seller acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this the Agreement and the other Loan Documents were executed was signed by Lender Buyer in the State of Arizona and delivered by Borrower Seller in the State of Arizona, all payments under the Note Leases will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Seller consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Seller waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws law of the state where states in which the Premises is located are located, as applicable, shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender Buyer to commence any proceeding in the federal or state courts located in the state states in which the Premises is located are located, as applicable, to the extent Lender Buyer deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsAgreement.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Debtor acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona was signed and delivered by Borrower FFCA and Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the non-exclusive jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to applyapply as required. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which any of the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and executed and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the non-exclusive jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease, the intent creation and perfection of the parties hereto that all provisions of this Agreement liens and security interests granted herein and the Note rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the states in which the Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were Lease was executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the non-exclusive jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and the Note States, as applicable, shall be governed by and construed under in accordance with the internal laws of the States, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were was substantially negotiated in the State of Arizona, this Arizona Agreement and the other Loan Documents were executed was signed by Lender FFCA in the State of Arizona and delivered by Borrower Debtor in the State of Arizona, all payments under the Note Notes will be delivered in the State of Arizona and there an are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsAgreement, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower Debtor consents that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower Debtor waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Notehereof, then, as to those provisions only, the laws of the state states where the Premises is are located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender FFCA to commence any proceeding in the federal or state courts located in the state states in which the Premises is are located to the extent Lender FFCA deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were substantially Lease was partially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and Lease was delivered by Borrower in the State of Arizona, all payments under the Note this Lease will be delivered in the State of Arizona (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Arizona. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Properties, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Properties are located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Properties are located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of Arizona, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises is Properties are located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower Lessee acknowledges that this Agreement and the other Loan Documents were Lease was substantially negotiated in the State of ArizonaGeorgia, this Agreement and the other Loan Documents were executed by Lender Lease was delivered in the State of Arizona and delivered by Borrower in the State of ArizonaGeorgia, all payments under the Note this Lease will be delivered in the State of Arizona Georgia (unless otherwise directed by Lessor or its successors) and there are substantial contacts between the parties and the transactions contemplated herein and the State of ArizonaGeorgia. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan DocumentsLease, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona Georgia. Lessee and Borrower consents Lessor consent that it they may be served with any process or paper by registered mail or by personal service within or without the State of Arizona Georgia in accordance with applicable law. Furthermore, Borrower waives Lessee and agrees Lessor waive and agree not to assert in any such action, suit or proceeding that it is they are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is The creation of this Lease and the intent rights and remedies of Lessor with respect to the Property, as provided herein and by the laws of the parties hereto that all provisions of this Agreement and states in which the Note Property is located, as applicable, shall be governed by and construed under in accordance with the internal laws of the states in which the Property is located, as applicable, without regard to principles of conflicts of law. With respect to other provisions of this Lease, this Lease shall be governed by the internal laws of the State of ArizonaGeorgia, without giving effect regard to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing contained in this Section shall limit or restrict the right of Lender Lessor or Lessee to commence any proceeding in the federal or state courts located in the state states in which the Premises Property is located to the extent Lender Lessor or Lessee deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan DocumentsLease.

Forum Selection; Jurisdiction; Venue; Choice of Law. Borrower acknowledges that this Agreement and the other Loan Documents were substantially negotiated in the State of Arizona, this Agreement and the other Loan Documents were executed by Lender in the State of Arizona and delivered by Borrower in the State of Arizona, all payments under the Note will be delivered in the State of Arizona and there are substantial contacts between the parties and the transactions contemplated herein and the State of Arizona. For purposes of any action or proceeding arising out of this Agreement or any of the other Loan Documents, the parties hereto hereby expressly submit to the jurisdiction of all federal and state courts located in the State of Arizona and Borrower consents 24 that it may be served with any process or paper by registered mail or by personal service within or without the State of Arizona in accordance with applicable law. Furthermore, Borrower waives and agrees not to assert in any such action, suit or proceeding that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. It is the intent of the parties hereto that all provisions of this Agreement and the Note shall be governed by and construed under the laws of the State of Arizona, without giving effect to its principles of conflicts of law. To the extent that a court of competent jurisdiction finds Arizona law inapplicable with respect to any provisions of this Agreement or the Note, then, as to those provisions only, the laws of the state where the Premises is located shall be deemed to apply. Nothing in this Section shall limit or restrict the right of Lender to commence any proceeding in the federal or state courts located in the state in which the Premises is located to the extent Lender deems such proceeding necessary or advisable to exercise remedies available under this Agreement or the other Loan Documents.