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(a) The Trustor hereby submits to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York and of any New York State court sitting in New York County for the purposes of all legal proceedings arising out of or relating to this Deed of Trust or the transactions contemplated hereby, except as provided under Section 6.01 above. The Trustor hereby irrevocably waives, to the fullest extent permitted by applicable Law, any objection which it may now or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. The Trustor hereby irrevocably appoints CT Corporation System (the "Process Agent "), with an office on the date hereof at 111 Eighth Avenue, New York, New York 10011, as its agent to receive on its behalf and on behalf of the Trust Property, service of copies of the summons and complaint and any other process that may be served in any such action or proceeding. Service upon the Process Agent shall be deemed to be personal service on the Trustor and shall be legal and binding upon the Trustor for all purposes notwithstanding any failure to mail copies of such legal process to the Trustor, or any failure on the part of the Trustor to receive the same. Nothing herein shall affect the right to serve process in any other manner permitted by applicable Law or any right to bring legal action or proceedings in any other competent jurisdiction, including judicial or non judicial foreclosure of the Trust Property. To the extent permitted by applicable Law, the Trustor further irrevocably agrees to the service of process of any of the aforementioned courts in any suit, action or proceeding by the mailing of copies thereof by certified mail, postage prepaid, return receipt requested, to the Trustor at the address referenced in Section 6.03, such service to be effective upon the date indicated on the postal receipt returned from the Trustor. (b) The Trustor agrees that it will at all times continuously maintain an agent to receive service of process in the States of Nebraska and New York on behalf of itself and its properties, and, in the event that for any reason the agent mentioned above shall not serve as agent for the Trustor to receive service of process in the States of Nebraska and New York on its behalf, the Trustor shall promptly appoint a successor reasonably satisfactory to the Beneficiary so to serve, advise the Beneficiary thereof, and deliver to the Beneficiary evidence in writing of the successor agent's acceptance of such appointment. The foregoing provisions constitute, among other things, a special arrangement for service among the parties to this Deed of Trust for the purposes of 28 U.S.C. § 1608. (c) To the extent the Trustor may, in any action or proceeding arising out of or relating to this Deed of Trust, be entitled under any applicable Law to require or claim that the Beneficiary or any Secured Party post security for costs or take similar action, the Trustor hereby irrevocably waives and agrees not to claim the benefit of such entitlement. (d) WAIVER OF JURY TRIAL. EACH OF THE TRUSTOR AND THE BENEFICIARY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES THE RIGHT ANY OF THEM MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH, THIS DEED OF TRUST, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY RELATING HERETO OR THERETO. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE PARTIES TO ENTER INTO THIS DEED OF TRUST AND THE OTHER FINANCING DOCUMENTS. 22