Kodak 2013 Annual Report Download - page 159

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(f) Notices . All notices, requests, demands and other communications under this Agreement must be in writing and will be deemed given
(1) on the business day sent, when delivered by hand or facsimile transmission (with confirmation) during normal business hours, (2) on the
business day after the business day sent, if delivered by a nationally recognized overnight courier or (3) on the third business day after the
business day sent if delivered by registered or certified mail, return receipt requested, in each case to the following address or number (or to
such other addresses or numbers as may be specified by notice that conforms to this Section 10(g)):
If to you, to the address stated in your Schedule.
If to the Company or any other member of the Company, to:
Eastman Kodak Company
343 State Street
Rochester, New York 14650
Attention: General Counsel
Facsimile: 585-724-9448
(g) Amendments and Waivers . Any provision of this Agreement may be amended or waived but only if the amendment or waiver is in
writing and signed, in the case of an amendment, by you and the Company or, in the case of a waiver, by the party that would have benefited
from the provision waived. Except as this Agreement otherwise provides, no failure or delay by you or the Company to exercise any right or
remedy under this Agreement will operate as a waiver, and no partial exercise of any right or remedy will preclude any further exercise.
(h) Jurisdiction; Choice of Forum; Costs . You and the Company irrevocably submit to the exclusive jurisdiction of any state or federal
court located in the County of New York over any controversy or claim arising out of or relating to or concerning this Agreement or any aspect
of your employment with the Company (together, an “ Employment Matter ”). Both you and the Company (1) acknowledge that the forum
stated in this Section 10(i) has a reasonable relation to this Agreement and to the relationship between you and the Company and that the
submission to the forum will apply even if the forum chooses to apply non-forum law, (2) waive, to the extent permitted by law, any objection
to personal jurisdiction or to the laying of venue of any action or proceeding covered by this Section 10(i) in the forum stated in this Section,
(3) agree not to commence any such action or proceeding in any forum other than the forum stated in this Section 10(i) and (4)agree that, to the
extent permitted by law, a final and non-
appealable judgment in any such action or proceeding in any such court will be conclusive and binding
on you and the Company. However, nothing in this Agreement precludes you or the Company from bringing any action or proceeding in any
court for the purpose of enforcing the provisions of this Section 10(i). To the extent permitted by law, the Company will pay or reimburse any
reasonable expenses, including reasonable attorney’s fees, you incur as a result of any Employment Matter.
(i)
Governing Law. This Agreement will be governed by and construed in accordance with the law of the State of New York applicable
to contracts made and to be performed entirely within that state.
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