t Agent of the Com . an for service of . rocess within the State of New York shall be: The Company's principal place of business shall be located in the City, County and State of New or such other place or places as the Sole Member may hereafter determine. 1 EFTA00301836 SECTION II CAPITAL STRUCTURE: MEMBERS

r party that such violation has occurred. Unless otherwise agreed to in writing by the parties, such Designated Arbitrator shall conduct hearings in the City, County and State of New York, in lieu of any court proceeding. Such arbitration shall be binding on both parties. B. The Designated Arbitrator shall be a

York shall be: CT Corporation System, 111 Eighth Avenue, New York, New York 10011. The Company's principal place of business shall be located in the City, County and State of New or such other place or places as the Sole Member may hereafter determine. 1 SECTION n CAPITAL STRUCTURE: MEMBERSHIP UNITS AND

s of any other jurisdiction. Any dispute under or with respect to this Debenture shall be determined before the state or federal courts situated in the City, County and State of New York, which courts shall have exclusive jurisdiction over and with respect to any such dispute, and the Payor (and, by accepting th

the parties hereto agrees that any dispute under or with respect to this Warrant shall be determined before the state or federal courts situated in the City, County and State of New York, which courts shall have exclusive jurisdiction over and with respect to any such dispute, and each of the parties hereto her