issued hereunder or
referenced herein supersede all prior negotiations and agreements between the
parties with respect thereto.
4.7 WAIVER OF JURY TRIAL. EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT
OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION
WITH THIS AGREEMENT. EACH PARTY HERETO (a) CERTIFIES THAT NO REPRESENTATIVE,
AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE,
THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE
FOREGOING WAIVER AND (b) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE
BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL
WAIVERS AND CERTIFICATIONS IN THIS SECTION.
4.8 WAIVER OF SPECIAL DAMAGES. THE BORROWER WAIVES, TO THE MAXIMUM EXTENT NOT
PROHIBITED BY LAW, ANY RIGHT THE UNDERSIGNED MAY HAVE TO CLAIM OR RECOVER FROM
THE LENDER IN ANY LEGAL ACTION OR PROCEEDING ANY SPECIAL, EXEMPLARY, PUNITIVE OR
CONSEQUENTIAL DAMAGES.
4.9 Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall constitute an original and all of which taken together shall
constitute one and the same instrument.
4.10 Modification. This Agreement may not be changed orally, but only by an
agreement in writing signed by the party or parties against whom enforcement of
any waiver, change, modification, or discharge is sought.
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4.11 Conflict. If there is any conflict between any provision of this Agreement
and the Operating Agreement, the provisions of the Operating Agreement shall
control.
[THE BALANCE OF THIS PAGE IS INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their respective duly authorized officers as of date first written above.
"Borrower" PEGASUS FUNDING, LLC By:
/s/
Max Alperovich
Name:
Max
Alperovich Title:
Authorized Officer
"Lender" FUND PEGASUS, LLC By:
/s/
Gary Stern
Name:
Gary Stern
Title:
Manager/CEO
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