DeclarationCal. Super. - 6th Dist.November 16, 2020CD GD CD ‘4 CD (TI 4> 00 h) -A NNNNNNNNNAAAAAAAAAA 00 ‘4 CD CH $> 00 NJ -* CD GD 0° ‘4 C» CH 4> 00 ND -* 200V373497 Santa Clara - Civil Richard L. Weiner (State Bar No. 123243) Law Office of Richard L. Weiner 27240 Turnberry Lane, Suite 200 Valencia, California 91355 Telephone No.: (661) 362-0860 Telecopier No.: (661) 362-0861 Attorneys for Plaintiff Bankers Healthcare Group, LLC Electronically Filed by Superior Court of CA, County of Santa Clara, on 3/1 0/2022 8:30 AM Reviewed By: Y. Chavez Case #20CV373497 Envelope: 8475490 SUPERIOR COURT OF THE STATE OF CALIFORNIA FOR THE COUNTY OF SANTA CLARA BANKERS HEALTHCARE GROUP, LLC, a Florida Limited Liability Company, Plaintiff, VS. known as LINH LE and LINH PHUONG LE, ) ) ) ) ) ) § LINH P. LE D/B/A LINH P. LE, R.Ph., also) ) ) ) Defendant. ) ) ) ) ) ) /// Case No.: 20CV373497 DECLARATION OF DANIEL JOHNSTON IN SUPPORT OF PLAINTIFF’S REQUEST FOR COURT JUDGMENT AFTER DEFAULT DECLARATION OF DANIEL JOHNSTON - 1 . Shavez O©OONOUU1-POOI\)-\ NNNNNNNNNAAAAAAAAAA meU'l-POONAOCOWNQU‘I-thA I, Daniel Johnston, declare: 1. | am the Portfolio Servicing Manager of Plaintiff herein (“Plaintif ”). If called as a witness, | could and would competently testify to the matters stated herein of my own, personal knowledge. 2. Plaintiff is, and was at all times herein, a licensed California Finance Lender, License No. 603-G493. In my capacity as the Portfolio Servicing Manager of Plaintiff my duties include the monitoring of particular loan accounts with customers of Plaintiff, including Defendant LINH P. LE D/B/A LINH P. LE, R.Ph., also known as LINH LE and LINH PHUONG LE (“Defendant” or “LE”). The records that Plaintiff keeps are kept in the customary and ordinary course of regularly conducted business and include reports reflecting statements of account for customers, such as Defendant, to Plaintiff on account of the Promissory Notes entered into with them. Records of the transactions are recorded by me (or someone under my direction employed by Plaintiff) at or around the time of the transaction reflected in the statements and are accurately maintained in a manner to ensure accuracy in the statement of the amounts owed to Plaintiff by, among other customers, Defendants. I, either personally or through employees directly under my supervision and control, maintain and update these reports, review them periodically and make every effort to ensure that they are secure, complete and accurate. With respect to the statement of account for Defendant, Plaintiff has kept and maintained in the ordinary course of Plaintiff’s business a customary record for Defendant, which is complete and accurate, reflecting the total balance due and owing from Defendant (A true and correct copy of the statement of account on Defendant’s account and the total amount due is attached hereto as Exhibit “1” and is incorporated herein by this reference.) The Statement of Account attached as Exhibit “1” accurately reflects the principal amount due to Plaintiff as of the date of this Declaration, as no payments have been made and/or received on Defendant’s account since | generated the Statement of Account for Defendant attached hereto as Exhibit “”1 /// DECLARATION OF DANIEL JOHNSTON - 2 O©OONOUU1-POOI\)-\ NNNNNNNNNAAAAAAAAAA meU'l-POONAOCOWNQU‘I-thA A. The Financing Agreement. 3. On March 19, 2018, Defendant LE executed and delivered to Plaintiff a Financing Agreement (Sole Proprietorship) Promissory Note/Security Agreement/Personal Guaranty (Referred to herein as the “Note”) by electronic DocuSign. The Note provided for payments to be made to Plaintiff over a 6O month term. A true and correct Authoritative Copy of the Note is attached hereto as Exhibit “2" and incorporated herein by this reference. | am the designated custodian ofthis Authoritative Copy, which is in fact a true and correct copy of the original signed Note. After a good faith, thorough, and diligent manual search of Plaintiff’s loan file for Defendant, the original signed Note pertaining to the Loan (which under Plaintiff’s regular business practice would be expected to contain the original Note) was not located. 4. Plaintiff has performed all conditions, covenants, and agreements required by it to be performed pursuant to the Note. 5. On June 25, 2018, Defendant LE breached the Note with Plaintiff by, among other things, failing and refusing to make the required scheduled payments pursuant to the Note. 6. Despite Plaintiff’s demands for payment, Defendant has failed and refused and continue to fail and refuse to pay the principal amount due and owing to Plaintiff pursuant to the terms of the Note. 7. Due to Defendant’s failure and refusal to honor the terms ofthe Note, Plaintiff has accelerated the full principal amounts due in accordance with the terms of the Note. There remains due and owing on the Note the total principal sum of $42,403.64, plus interest on the total principal sum due at the annual rate of 19.99000% per annum from June 25, 2018, to the date of this Declaration, March 10, 2022, together with all attorneys’ fees and costs. /// /// DECLARATION OF DANIEL JOHNSTON - 3 O(DWNODWAOJN-t NNNNMNNNN-X-‘A-IA-L-IA-I-s mNODU'l-wa-‘OCDQNOUI#OJN-8 8. As a direct and proximate result of Defendant’s breach of the Note. Plaintiff has been damaged in the principal amount of $42,403.64. plus interest on the total principal sum due at the annual rate of 19.99000% per annum from June 25, 201 8, to the date of this Declaration, March 10, 2022, in the sum of $31 ,444.28 ($42,403.64 x 19.99000% I 365 x 1354 days), together with all attorneys’ fees and costs. The court is respectfully requested to allow interest in the amount of $31 ,444.28, when entering the judgment against Defendant LE. B. Recovem of Attorneys’ Fees. 9. Pursuant to the Note, attached hereto as Exhibit “2", Defendant agreed to pay to Plaintiff, upon demand, all reasonable costs and expenses, including attorneys' fees, incurred by Plaintiff in their enforcement. As a result of the breach by defendant of the Note, it has become necessary for Plaintiff to engage the sewices of the Law Office of Richard L. Weiner, to prosecute the within action. Plaintiff requests recovery of all reasonable attorney fees and costs in accordance with the Memorandum of Costs and the Declaration of Richard L. Weiner in support of Request for Attorney Fees & Costs filed concurrently herewith. | declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this Declaration was executed this 10‘“ day of March, 2022, at Syracuse, New'York. genie; gnston DECLARATION OF DANIEL JOHNSTON - 4 EXHIBIT “1” Linh P. Le, R.Ph. 294658 Rate Period: Monthly Nominal Annual Rate: 19.990 % CASH FLOW DATA 08/09/2019 11:47:17 AM Page Event Date Amount Number Period End Date 1 Loan 03/25/2018 35,080.00 1 2 Payment 04/25/2018 929.21 2 Monthly 05/25/2018 3 Payment 05/25/2018 0.00 14 Monthly 07/25/2019 AMORTIZATION SCHEDULE - U.S. Rule (no compounding) Interest Interest Principal ---------------- Balance Due ---------------- Date Payment Accrued Paid Paid Interest Principal Total Loan 03/25/2018 0.00 0.00 0.00 0.00 35,080.00 35,080.00 1 04/25/2018 929.21 584.37 584.37 344.84 0.00 34,735.16 34,735.16 2 05/25/2018 929.21 578.63 578.63 350.58 0.00 34,384.58 34,384.58 1 9 2018 Totals 10 11 12 13 14 15 16 2019 Totals Grand Totals 06/25/2018 07/25/2013 08/25/2013 09/25/2018 10/25/2018 11/25/2018 12/25/2018 01/25/2019 02/25/2019 03/25/2019 04/25/2019 05/25/2019 05/25/2019 07/25/2019 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1,353.42 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1,858.42 572.79 572.79 572.79 572.79 572.79 572.79 572.79 5,172.53 572.79 572.79 572.79 572.79 572.79 572.79 572.79 4,009.53 9,182.05 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1,163.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1,163.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 695.42 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 695.42 572.79 1,145.58 1,718.37 2,291.16 2,863.95 3,436.74 4,009.53 4,532.32 5,155.11 5,727.90 5,300.69 5,373.48 7,445.27 8,019.06 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 34,384.58 08/09/2019 11:47:17 AM Page 34,957.37 35,530.16 36,102.95 36,675.74 37,248.53 37,821.32 38,394.11 38,966.90 39,539.59 40,112.48 40,685.27 41,258.06 41,830.85 42,403 .64 2 08/09/2019 11:47:17AM Page 3 An open balance of 42,403.64 stifl remains. EXHIBIT “2” THIS IS A COPY page 1 of3 This is a copy view of the Authorative Copy held FINANCING AGREEMENT (Sole Proprietorship) by the designated custodian momssonv NOTEISECURITV AGREEMENTIPERSONAL GUARANTY DocuSign Envelope ID: 26DE56EB-8DZC-46E3-AD1 1-93043A528F11 Agreement No.: 294658 COMPLETE NngEDfiQODRADDRESS OF COMPLETE NAME AND ADDRESS OF GUARANTOR COMPLETE NAME AND ADDRESS OF DEBTOR r- Bankars Hoallhcars Group, LLC -l |_- Linh P. La j r Llnh P. Le dlbla Linh P. Le. R.Ph. .1 10234 W Stats Road 84 1253 Flaming Avenue 1258 Flaming Avenue Davie FL 33324 San Jose. CA 95127 San Jose. CA 95127 L (aoo) 990-3401 -l L -J L Talaphanaa: 4035494544 -| The date 01 this Promissory NoteISecurity AgreemenUParsonal Guaranty (collecu’vely 'Agreemem‘) is the date o! execution noted below. The pam‘es and their addresses are as reflected above. FOR COMMERCIAL PURPOSES AND VALUE RECEIVED. Debtor does hereby promise to pay to Creditor or its Order. at the address listed above or at such other lacafian as othenuisa designated by Creditor. the total sum of Fifty-Flva Thousand, Savan Hundred FiRy-Two DOLLARS and Sixty CENTS ($55,752.60). which represents the Iotal of payments of principal plus interest due and which will become due hereunder from "1e dale of this Agreement until the maturity dale of this Agreement. which sums shall be payabie in monthly installments. as sel fonh in the Addendum herein, which is incorporated herein by this reference. In addition Io the total sum o! payments Debtor does hereby promise \o pay interest payable computed daily on the mislanding principal balanoe of the Agreement de\ermined as of the dose of business on each day. commencing an the tunding date and up lo one (1) momh prior to the first payment datev Interim interest when applicable. will be due and payable one monIh prior to lhe first scheduled monthly payment and will be deducted from the amount funded lo the Debtor. PAYMENT(S) IN THEAMOUNT OF BEGINNING 0N THE PAYMENT COMMENCEMENT DATE WILL BE 60 $929.21 REFLECTED 0N THE RECORDED VERBAL VERIFICATION FORM. PREPAYMENT: PURSUANT TO THE TERMS 0F THIS NOTE. THIS LOAN MAY BE PREPAID IN WHOLE OR IN PART AT ANY TIME WITHOUY PENALTY IN THE EVENT 0F A PREPAYMENT PERMITTED UNDER THE TERMS OF THIS AGREEMENT. DEBTOR SHALL PAY OUTSTANDING PRINCIPAL BALANCE, ACCRUED INTEREST, AND ANY OTHER OUTSTANDING FEES OWED. AUTOMATIC PAYMENT [ACH). All payments in accordance with ‘his Note shalI be made in the form of an ACH Vansfer wrecuy from the Debtor's business account. The Debtor's terminafion of an ACH authorization withom the Credimrs prior wriuen consent shall he considered an even! o! detault. Should Dablur terminate an ACH authorization with Ihe consent of Creditor. and delivers payments by check or other non-ACH form of payment, Debxor agrees lo pay a service, handling and accounting expense fee m Creditor resulting from Ihe making of a non-ACH payment in an amount equal (o fifleen percent (15%) of Ihe payment men due. Ds NOTE: Please consull your CPA andlor Aflomey i! you do no: understand lhe terms, slruciure and conditions regarding this commercial promissory nole‘ ML I. PROMISSORY NOTE (I have read and understand that I am executing a promissory note Initial ) DEFINITIONS "Equipment means all properly now or subsequently used or bought for use by Debtor in the business and all replacements, pads or additions attached or affixed lo the property. “ChaNeI paper," ‘inslruments'. 'intangibles" and “accounts" shall have the same meaning as defined under the Uniform Commercial Code of the Slate of Florida. and shall include all accounts (including. wilhoul limitation, all accounts receivable). general intangibles (including. wirhoul limitation, contract rights and lax refunds) and all returned or repossessed goods. all challel paper (induding. without limitation. leases) and instruments. and all interests of Debtor in all guaranlees, security agreements and other property securing the payment or performance of obligalions under any of the foyegoing. ‘Proceeds‘ shall mean proceeds of any characler whether cash or non-cash, “Inventory" means all property. pans and accessories acquired through Debior's business whether or not affixed or auamed in which Debtor now has or may subsequently acquire any right, We 0r inleresL ‘Accounls receivable' means all accounts. agreements, drafls. orders and chooses in action and other forms of obligations now or hereafter received by or belonging 10 Debtor for goods sold by Debtor ar tor services rendered by Deblor and all rights of Debtor earned or yet Io be earned under contracxs Io sell or render services‘ ‘Good will‘ means the benefit thal the Debtor's business anuires beyond the mere value o! its wpital stock and tangible assets. as a result of its reputafion. ‘Specific Property“ means all of the following propeny: All property as described on Schedule “A' attached hereto. “All Property“ means all propeny of every descripiionv SECURITY INTEREST. Debtor grants to Creditor a securiiy interest in all of me right, tine and interest of Debtor in and to Accounts Receivables. Inventory. Instruments. Equipment. Intangibles. Accounts Chanel Paper, Good Will, Spedfic Property and All Property of Debtor and all proceeds mereof (collectively, Iha 'Collateral“). This secun'ty interest is granted (a Creditor by Deblor lo secure performance and payment of all obligations and indebtedness of Debtor to Gredito: hereunder and as set forth herein‘ Deblor agrees (u allow creditor to file a UCC-1 Financing Statement in the appropriale slam PAYMENT OF OBLIGATIONS 0F DEBTOR. Debtor shall pay to Creditor any sum due or thal may bawme due pursuanl lo Ihis agreement. Debtor shall pay (o deitor all amums due in [ha form 0f cash and negotiable instruments Debtor shal! hold the Collateral assigned lo Creditor pursuant lo this agreement in trust for Creditor and Dehtor shall promptly turn over the Collateral to Creditor, and the proceeds hereof. for applicafion against the indebtedness o! Debtor to Creditor, when requested by Crediton The order and method oi such applicalion against the indebtedness is to be in the sole discretion of Creditor. Debtor shall pay Credilor on demand all expenses incurred or paid by Creditor in exercising or protecting its interes‘s, rights and remedies under this security agreement plus inieresl on such amount at the maximum legal rate DEBTOR’S REPRESENTATIONS, WARRANTIES AND AGREEMENTS. Debtor represenls. warrants and agrees that all inlormalion supplxed and slaternents made by Debtor in any financial, credn or accounting statement or application for cmdi! prior to. wnlemporaneously with. or subsequenl m the execution of this security agleernenl are and shall be true, correcL complete. valid and genuine. Debtor aulhurizes Creditor to file. at Creditor's option. all informa‘ion or other financing slalememsv Debtor shall pay all costs of any filings of financing statements or other papers. Debtor shall pay prior m delinquency all taxes, charges, liens and assessments against the Collateral: and on Debtor‘s Yailure lo do so. Creditor a| its option may pay any of such items and shall be the sole judge. as between il and Debtor. of the legality or validiiy thereof and lhe amount necessary to discharge them Such payment shall become part o! lhe indebtedness secured by this security agreemenl and shall be paid to Creditot' immediately and withum demand. with interest [hereon at the maximum legal rate. Debtor shall. at all limes, keep (he Collateral free from any adverse lien, security interest. or encumbrance and in good order and repair and will no! waste or destroy 1he Collateral or any part thereof; and Deblor will not use other Collatera! in violation o! any slalute or ordinance; and Creditor may examine and inspect the Collateral ax any time. wherever located Debtor shall provide all documents necessary to perfect. protect and pleserve Creditor's interests in 1he Collateral. including providing all financing statements. Debtor shall not. voluntarily or involuntarily, subject lhe Collateral or its proceeds, or allow me Collateral or ils proceeds to be subjecled lo any inleresl of any transferee. buyer. secured party. encumbrance. levy. execufion, auachment. garnishment or third pany person. Debtor's equipment. inventory and chief execuljve offices and principal place of business shall be located al lhe address set forth above. Debtor shall nolify Creditor promptly in wrih‘ng o! any changes in the location of Debtor's principal place o! business, chief executive offices or its equipment or inventory, including any addiu’ons and disconfinuances. All provisions of this Finanu‘ng Agreement are incorporated herein by reference and shall be considered material terms of this Semrity Agreemenl, EVENTS OF DEFAULT. In (he event of defaun. Ijme being 01 the essence, lhe entire amount of principal then unpaid and all unpaid interest shall become, without notice or demand, at the option of lhe Credixor, immediately due and payable. Evan's o! Default shall include. but not be limited to lhe tollowing: (i) Debtor's failure to pay timely any amount due under this Note; (i5) Debtor files or has instituted against Dablor any bankmptcy or insolvency proceedings or makes any assignmem for lhe benem of crediiors; (iii) Debior sells substantially all of the Debtor's assets. or a material change in the Debtor, a voluntary or invommary dissolution of Debtor or me filing of a petition ta dissolve the Debtor; (iv) Debtor commits fraud or makes any material misrepresentation in this Note; (vJ Debtorfails (a abide by the terms of this Nola; or (vi) Debtor delaults on any nole(s) or mher agreement(s) Debtor cunenuy has, or any note(s) or agreemenfls) Debtor may have in the fumre, with Creditor: (vii) death of a guarantor. ln case of any action taken andlor suit or legal proceeding insmuled by the Creditor or any designee Io enlurce lhe collection of amounts due under the Financing Agreement and/or lhe related loan documents executed merewim all costs and emensas incurred, induding reasonable auomey fees and costs, shall be paid by Debtor andlur Guarantor and shall become so much additional indebtedness as seemed by this Agreement. INTEREST AFI'ER DEFAULT. Upon the occurrence of an Event of Default, Creditor reserves me n‘ghl to increase lhe interest rate on this Nuke by the maximum interest rate a|lowable under applicable Iaw. TIME ls OF THE ESSENCE. Tirne is of me essence hereof upon me occurrence 01 an Event of Defaun hereunder. Creditor or its assigns may exercise all rights and remedies provided for herein. and by law including. but not limited lo, lhe right to make all principal remaining on this Note and all other sums under or in respecl of this Nuke immediately due and payable, without notice of default, presentment or demand for payment. prokesl or notice o! nonpayment or dishonor. or other noh‘ces or demands of any kind or character. except as specified herein. Debtor agrees to pay all costs of collecting any delinquent payments, including reasonable anurneys' fees. as permitted by applicable Iawv LATE PAYMENT. In the event Debtor fails m pay all or any amount to be paid hereunder when due. Debiorwill pay Creditor a Ia‘e charge equal to the lesser 01 (a) 10% of lhe paymem that is Ia‘e and (b) lhe man‘mum amount pennined by applicable law. The late charge is not interest or a penalty. but ramer is a fee to defray adminis1ralive costs resulting from such late payment. WAIVER. Debtor hereby waives presemmem. notice of nonpayment or dishonor. protest, notice of protest. demand and all omer names in connecn‘on with lhe delivery, acceptance, performance, default ar enforcemem of this agreement. The Creditor shall not be deemed, by any act of omission or commission. m have waived any of iis rights or remedies hereunder unless such waiver is in writing and signed by such holder and then only to the enenl speu'fically set fonh in writing. A waiver with reference to one even! shall not be construed as oominuing or as a bar to orwaiver of any right or remedy as to a subsequent evanl. No delay or omission o! lhe Creditor 10 exercise any right, whether before or after a default hereunder. shall impair any such n‘ght or shall be construed to be a waiver of any right or default. and Ihe acoep‘anca a‘ any time by "1e holder hereof of any pasl due amount. whether in full or in pan‘ shall noi be deemed to be a waiver o! the n’ght to require prompt payment when due o1 any other amounts then or thereafler due and payableV TERMINATION. Upon payment in full of all pn‘ncipal and all interesi as provided in this agreement, this agreement shall be deemed cancellad and ‘errninaled, Upon maturity of this agreement, whether by aocelerafion or in due course. interest shall be remlculaled over lhe actual life of lhe loan based upon the amounts autslanding, and if the total amoum oi Intetes‘ metelofore paid exceeds the amount THIS IS A COPY page 2 Ora This is a copy view of the Authorative Copy held permitted m be paid under applicable law. mle, or regulation in effect from time to time, the excess shall be crediled ‘0 Prina‘pal. or if such excess axwemmlgnmggmdimrefunded to the Debtur‘ II. SECURITY AGREEMENT (I have read and understand I am executing a security agreement and acknowledge (/P‘x that a UCC-1 Flnancing Statement will be filed in the appropriate state |NITIAL:) DocuSign Envelope ID: 26DE56EB-8020-46E3-AD1 1-93043A528F11 OTHER REPRESENTATIONS ASSIGNMENT. Withnut the prior written oansenl of Credilnr. Deblor shall not sell. lease or allow any lien other lhan Creditors security interest against an Item o! Collateral or assign any of Debtor's obligations hereunder. Deblor's obligations hereunder are not assignable by operation o! Iaw‘ Creditor may 31 any time, in its sole discre1ion, assign or otherwise transfer (his agreement or any of i|s rights or obligations under this Agreement without notice lo Debtor. If Debtor is given notice cf such assignment, Debtor shall acknowiedge the receipl of the assignment in wn'fing and shall Iheleafter pay any amounts due hereunder as directed in me notice. The rights of the assignee (a amounts due hereunder shall be free of any daim or defense Debtor may have against Cleditor. and Debtor knowingly. voluntarily and intentionally agrees lo waive and not assen against any assignees any claim or detense Debtor may or does have againsl Creditor. All n'ghts and remedies of Crednot may be assigned. transferred or otherwise disposed of. eiiher in whole or in pan, to any person or lo Debtor. COMPLIANCE AGREEMENT. For and in consideration of the Creditor entering inlo and funding the sums sought by Debtor in connecu‘on with the subject Agreement and/or credil facflity. and in considerafion of (he subject transaction. Debtor agrees lo cooperate promptly with Creditor. ils agents and/or assigns, in the correction or completion of the loan dosing documents. if considered necessary or desirable by Creditor andlor “s agents and/or assigns. to accurately {eflect the agreement of (he parties. Debmr understands that this may include lha execution of a r .t Ag: . a ,' ‘ ° ", Agreement, or UCC- 1 Finandng Statements. to reflect the agreed upon lerrns, in which case the Creditor agrees to return (he on'ginal of the replaced documents to Debtor‘ In addition. Debtor acknowledges that some or all of [he loan closing documents were or may have been executed in advance of me dale on which the subject loan was funded and that, as such, certain of the informah‘on sat forth an the loan dosing documents may have not been completev Deblor agrees (o cooperale in lhe filing of any documenlation needed lo establish and maintain the Debtor's company, LLC. dlbla or any sud! curporaie entity and allows Creditor the right (o file me same on ils behalf. FORM 4506-T: "REQUEST FOR TRANSCRIPT OF TAX RETURN"/FORM 8621: “TAX INFORMATION AUTHORIZATION". Dun‘ng the term of this Agreement Debtor agrees that upon request oi Creditor. its successors or assigns. Deblor will furnish a signed Form 4506-T: “Request far Transcript or Tax Relum' 0R Form 8321: “Tax Inlormalion Authorization'v Further. Debtor acknowledges and agrees thal Creditor. its successors and assigns have the right to, at Creditors discretion request and review Debmrs Transcn‘pt or Tax Relum or Tax Information Authorization during the term of Ihis commercial loan‘ APPLICABLE LAW/JURISDICTION a VENUE. The terms of the Financing Agreemenl and all loan documents executed herewiih shall be governed by and construed in accordance with the substantive and procedure laws of the Slate o! Califomia, exclusive of the principals oi conflict of laws. Venue for any action brought hereunder, shall be the choice of the Creditm, and shall be timited (a the Debmrs Counlypalitamia or Onondaga County. New York, or, if the action involves or is brought against [he Collateral. in a state court in lhe wunty where such Collateral is located. where required to entorce Cradilor's rights as lo or against the Collateral, unless Creditor selects an akemative forum. Debtor agrees lo submit lo the personal jurisdiction of the appropriaie uoun in the Stale 0' CaliVOmia. ‘ in the Debtors County. or State of New York, Onondaga County. for all such dispules. Debtor expressly waives personal service of process and authorizes service o! process on Debtor by regislered mail or certified mail or overnight delivery by a national delivery service sent lo Deblor‘s address as set forlh in the introductory paragraph of this Agreemenl or such other manner as may be permitted under applicable law, The Debtor further waives any right the Deblor may have (a transfer or change the venue of any litigalion brought against Debtor by Creditor. the right lo interpose any defense or motion based on Forum Non Conveniens or Venue, and any claim for consequemial. punicive or special damages THE DEBTOR AND ALL OTHERS WHO MAY BECOME LIABLE FOR ALL 0R ANY PART OF THIS OBLIGATION, JOINTLY AND SEVERALLY, WAIVE AND RENOUNCE THEIR RIGHT T0 A TRIAL BY JURY IN RESPECT TO ANY LITIGATION DR PROCEEDING. INCLUDING AS TO COUNTERCLAIM BROUGHT BY OR AGAINST DEBTOR ON ANY MATTERS WHATSOEVER ARISING FROM THIS AGREEMENT. THE SECURITY AGREEMENT INCLUDED HEREIN, AND ANY OTHER DOCUMENTS AND AGREEMENT EXECUTED IN CONJUNCTION WITH THIS CREDIT TRANSACTION, IN CONTRACT, IN TORT OR OTHERWISE. THE TERMS OF THIS JURY TRIAL WAIVER AND DEBTOR'S AGREEMENT HERETO IS A MATERIAL INDUCEM m CREDITOR T0 ENTER INTO THIS TRANSACTION. DEBTOR FURTHER WAIVES ANY RIGHT TO REMOVE ANY STATE COURT ACTION TO FEDERAL COURT. (IPL NOTICE. Any notice to Creditor will be effedive only an its receipt by Credilor, Any requirement 01 giving notice to Debtor may be sent by mailing [ha notice, postage prepaid; by hand
