EACH PARTY TO THIS AGREEMENT HEREBY IRREVOCABLY AGREES THAT, EXCEPT AS MAY OTHERWISE BE PROVIDED IN THIS AGREEMENT (INCLUDING, BUT NOT LIMITED TO, SECTIONS 3.3 AND 9.3 HEREOF), ANY LEGAL ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE OTHER DOCUMENTS EXECUTED IN CONNECTION HEREWITH OR ANY OTHER AGREEMENT OR TRANSACTION CONTEMPLATED HEREBY SHALL ONLY BE BROUGHT IN THE COMPETENT COURTS OF DENVER COUNTY, COLORADO OR THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLORADO.