OR PROVISION OF THIS AGREEMENT IS INCONSISTENT WITH OR
CONFLICTS WITH ANY PROVISION OF THE OTHER LOAN DOCUMENTS, THE PROVISION MOST
ADVANTAGEOUS TO LENDER SHALL PREVAIL.
25.
COUNTERPARTS.
THE LOAN DOCUMENTS MAY BE SEPARATELY EXECUTED IN
ANY NUMBER OF COUNTERPARTS, EACH OF WHICH SHALL BE AN ORIGINAL, BUT ALL OF
WHICH, TAKEN TOGETHER, SHALL BE DEEMED TO CONSTITUTE ONE AND THE SAME
INSTRUMENT.
26.
SURVIVAL.
ALL REPRESENTATIONS AND WARRANTIES MADE IN THE LOAN
DOCUMENTS OR IN ANY DOCUMENT, STATEMENT, OR CERTIFICATE FURNISHED IN CONNECTION
WITH THIS AGREEMENT SHALL SURVIVE THE EXECUTION AND DELIVERY OF THE LOAN
DOCUMENTS, AND NO INVESTIGATION BY LENDER OR ANY CLOSING SHALL AFFECT THE
REPRESENTATIONS AND WARRANTIES OR THE RIGHT OF LENDER TO RELY UPON THEM.
27.
WAIVER OF RIGHT TO TRIAL BY JURY.
THE PARTIES HEREBY
IRREVOCABLY AND UNCONDITIONALLY WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY ACTION,
SUIT, PROCEEDING, OR COUNTERCLAIM THAT RELATES TO OR ARISES OUT OF THE LOAN
DOCUMENTS OR THE ACTS OR FAILURE TO ACT OF OR BY LENDER IN THE ENFORCEMENT OF
ANY OF THE TERMS OR PROVISIONS OF THE LOAN DOCUMENTS.
28.
PATRIOT ACT NOTICE.
LENDER HEREBY NOTIFIES EACH OBLIGOR THAT
PURSUANT TO THE REQUIREMENTS OF SECTION 326 OF THE USA PATRIOT ACT OF 2001, 31
U.S.C. § 5318 (THE "ACT"), LENDER IS REQUIRED TO OBTAIN, VERIFY AND RECORD
INFORMATION THAT IDENTIFIES SUCH OBLIGOR, WHICH INFORMATION INCLUDES THE NAME
AND ADDRESS OF SUCH OBLIGOR AND OTHER INFORMATION THAT WILL ALLOW SUCH LENDER TO
IDENTIFY SUCH OBLIGOR IN ACCORDANCE WITH THE ACT.
- 27 -
29.
AMENDMENT AND RESTATEMENT.
EACH OBLIGOR HEREBY ACKNOWLEDGES
AND AGREES THAT THIS AGREEMENT AMENDS AND RESTATES THE EXISTING LOAN AGREEMENT
AND AMOUNTS OUTSTANDING UNDER THE EXISTING LOAN AGREEMENT SHALL NOT BE DEEMED
CANCELLED OR SATISFIED, BUT SHALL BE EVIDENCED BY THIS AGREEMENT INSTEAD OF BY
THE EXISTING LOAN AGREEMENT.
30.
REVIVAL AND REINSTATEMENT OF INDEBTEDNESS.
IF THE INCURRENCE
OR PAYMENT OF THE INDEBTEDNESS BY ANY DEBTOR OR THE TRANSFER TO THE LENDER OF
ANY PROPERTY SHOULD FOR ANY REASON SUBSEQUENTLY BE DECLARED TO BE VOID OR
VOIDABLE UNDER ANY APPLICABLE BANKRUPTCY LAW OR ANY STATE OR FEDERAL LAW
RELATING TO CREDITORS' RIGHTS, INCLUDING PROVISIONS OF TITLE 11 OF THE UNITED
STATES CODE RELATING TO FRAUDULENT CONVEYANCES, PREFERENCES, OR OTHER VOIDABLE
OR RECOVERABLE PAYMENTS OF MONEY OR TRANSFERS OF PROPERTY (COLLECTIVELY, A
"VOIDABLE TRANSFER"), AND IF THE LENDER IS REQUIRED TO REPAY OR RESTORE, IN
WHOLE OR IN PARTY, ANY SUCH VOIDABLE TRANSFER, OR ELECTS TO DO SO UPON THE
ADVICE OF COUNSEL, THEN, AS TO ANY SUCH VOIDABLE TRANSFER, OR THE AMOUNT THEREOF
THAT THE LENDER IS REQUIRED OR ELECTS TO REPAY OR RESTORE, AND AS TO THE
REASONABLE COSTS, EXPENSES, AND ATTORNEYS' FEES OF THE LENDER RELATED THERETO OR
INCURRED IN CONNECTION THEREWITH, THE LIABILITY OF THE DEBTORS AUTOMATICALLY
SHALL BE REVIVED, REINSTATED, AND RESTORED AND SHALL EXIST AS THOUGH SUCH
VOIDABLE TRANSFER HAD NEVER BEEN MADE TO LENDER.
31.
NOTICE OF FINAL AGREEMENT.
IT IS THE INTENTION OF EACH OBLIGOR
AND