ITSELF
AND ITS PROPERTY, TO THE EXCLUSIVE JURISDICTION OF ANY FEDERAL OR STATE COURT
LOCATED IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK, AND ANY APPELLATE
COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING
TO ANY LOAN DOCUMENT (EXCLUDING THE ENFORCEMENT OF THE SECURITY DOCUMENTS TO THE
EXTENT SUCH SECURITY DOCUMENTS EXPRESSLY PROVIDE OTHERWISE), OR FOR RECOGNITION
OR ENFORCEMENT OF ANY JUDGMENT, AND EACH OF SUCH PARTIES HERETO HEREBY
IRREVOCABLY AND UNCONDITIONALLY AGREES THAT ALL CLAIMS IN RESPECT OF ANY SUCH
ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH NEW YORK STATE OR, TO
THE EXTENT PERMITTED BY LAW, IN SUCH FEDERAL COURT.
EACH OF SUCH PARTIES HERETO
AGREES THAT A FINAL JUDGMENT IN ANY SUCH ACTION OR PROCEEDING SHALL BE
CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR
IN ANY OTHER MANNER PROVIDED BY LAW.
[SIGNATURE PAGE BEGINS ON NEXT PAGE]
GUARANTY AGREEMENT, Page 6
EXECUTED as of the first date written above.
GUARANTORS:
GRIFFIN INDUSTRIES, INC.
By:
/s/ John O. Muse
Name:
John O. Muse
Title:
Executive Vice President
Finance and Administration
DARLING NATIONAL LLC
By:
/s/ John O. Muse
Name:
John O. Muse
Title:
Executive Vice President
Finance and Administration
CRAIG PROTEIN DIVISION, INC.
By:
/s/ John O. Muse
Name:
John O. Muse
Title:
Executive Vice President
Finance and Administration
SIGNATURE PAGE TO GUARANTY AGREEMENT