SECTION 21.
NOTHING IN
THIS AGREEMENT SHALL AFFECT THE RIGHT OF ANY PARTY TO THIS AGREEMENT TO SERVE
PROCESS IN ANY OTHER MANNER PERMITTED BY LAWS.
(E)
EACH PARTY ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY WHICH MAY ARISE
UNDER THIS AGREEMENT MAY INVOLVE
19
COMPLICATED AND DIFFICULT ISSUES, AND THEREFORE IT HEREBY IRREVOCABLY AND
UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF
ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS
AGREEMENT AND ANY OF THE AGREEMENTS DELIVERED IN CONNECTION HEREWITH OR THE
TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.
EACH PARTY CERTIFIES AND
ACKNOWLEDGES THAT (I) IT UNDERSTANDS AND HAS CONSIDERED THE IMPLICATIONS OF SUCH
WAIVERS, (II) IT MAKES SUCH WAIVERS VOLUNTARILY, AND (III) IT HAS BEEN INDUCED
TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND
CERTIFICATIONS IN THIS SECTION 22.
(F)
THIS AGREEMENT MAY BE EXECUTED IN ANY NUMBER OF COUNTERPARTS, EACH SUCH
COUNTERPART SHALL BE DEEMED TO BE AN ORIGINAL INSTRUMENT, AND ALL SUCH
COUNTERPARTS TOGETHER SHALL CONSTITUTE BUT ONE AGREEMENT.
ANY SUCH COUNTERPART
MAY CONTAIN ONE OR MORE SIGNATURE PAGES.
THIS AGREEMENT MAY BE EXECUTED BY
FACSIMILE SIGNATURE PAGES.
(G)
THE TITLES AND SUBTITLES USED IN THIS AGREEMENT ARE USED FOR CONVENIENCE
ONLY AND ARE NOT TO BE CONSIDERED IN CONSTRUING OR INTERPRETING THIS AGREEMENT.
(H)
WHENEVER THE CONTEXT MAY REQUIRE, ANY PRONOUNS USED HEREIN SHALL INCLUDE
THE CORRESPONDING MASCULINE, FEMININE OR NEUTER FORMS, AND THE SINGULAR FORM OF
NAMES AND PRONOUNS SHALL INCLUDE THE PLURAL AND VICE-VERSA.
THE WORDS
"INCLUDE", "INCLUDES" AND "INCLUDING" SHALL BE DEEMED TO BE FOLLOWED BY THE
PHRASE "WITHOUT LIMITATION", UNLESS THE CONTEXT EXPRESSLY PROVIDES OTHERWISE.
ALL REFERENCES HEREIN TO SECTIONS, PARAGRAPHS, SUBPARAGRAPHS, CLAUSES, EXHIBITS
OR SCHEDULES SHALL BE DEEMED REFERENCES TO SECTIONS, PARAGRAPHS, SUBPARAGRAPHS
OR CLAUSES OF, OR EXHIBITS OR SCHEDULES TO THIS AGREEMENT, UNLESS THE CONTEXT
REQUIRES OTHERWISE.
UNLESS OTHERWISE SPECIFIED, THE WORDS "HEREIN", "HEREOF",
"HERETO" AND "HEREUNDER" AND OTHER WORDS OF SIMILAR IMPORT REFER TO THIS
AGREEMENT AS A WHOLE AND NOT TO ANY PARTICULAR PROVISION OF THIS AGREEMENT.
THE
TERM "OR" IS NOT EXCLUSIVE.
THE WORD "EXTENT" IN THE PHRASE "TO THE EXTENT"
SHALL MEAN THE DEGREE TO WHICH A SUBJECT OR OTHER THING EXTENDS, AND SUCH PHRASE
SHALL NOT MEAN SIMPLY "IF".
THE PHRASE "DATE HEREOF" OR "DATE OF THIS
AGREEMENT" SHALL BE DEEMED TO REFER TO JULY 25, 2006.
ANY CONTRACT, INSTRUMENT
OR LAW DEFINED OR REFERRED TO HEREIN OR IN ANY CONTRACT OR INSTRUMENT THAT IS
REFERRED TO HEREIN MEANS SUCH CONTRACT, INSTRUMENT OR LAW AS FROM TIME TO TIME
AMENDED, MODIFIED OR SUPPLEMENTED, INCLUDING (IN THE CASE OF CONTRACTS OR
INSTRUMENTS) BY WAIVER OR CONSENT AND (IN THE CASE OF LAWS) BY SUCCESSION OF
COMPARABLE SUCCESSOR LAWS AND REFERENCES TO ALL ATTACHMENTS THERETO AND
INSTRUMENTS INCORPORATED THEREIN.
REFERENCES TO A PERSON ARE ALSO TO ITS
PERMITTED SUCCESSORS AND ASSIGNS.
(I)
IF ONE OR MORE PROVISIONS OF THIS AGREEMENT ARE HELD TO BE UNENFORCEABLE
UNDER APPLICABLE LAW, IN ANY JURISDICTION,