WAIVE
THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED
UPON OR ARISING OUT OF THIS AGREEMENT, OR ANY DEALINGS BETWEEN THEM RELATING TO
THE SUBJECT MATTER OF THIS AGREEMENT.
THE PARTIES HERETO ALSO WAIVE ANY BOND OR
SURETY OR SECURITY UPON SUCH BOND THAT MIGHT, BUT FOR THIS WAIVER, BE REQUIRED
OF THE PARTIES HERETO.
THE SCOPE OF THIS WAIVER IS INTENDED TO BE
ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT
RELATE TO THE SUBJECT MATTER OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION,
CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW
AND STATUTORY CLAIMS.
THE PARTIES HERETO EACH ACKNOWLEDGE THAT THIS WAIVER IS A
MATERIAL INDUCEMENT TO ENTER INTO A BUSINESS RELATIONSHIP, THAT EACH HAS ALREADY
RELIED ON THE WAIVER IN ENTERING INTO THIS AGREEMENT AND THAT EACH WILL CONTINUE
TO RELY ON THE WAIVER IN THEIR RELATED FUTURE DEALINGS.
THE PARTIES HERETO
FURTHER WARRANT AND REPRESENT THAT EACH HAS REVIEWED THIS WAIVER WITH ITS LEGAL
COUNSEL, AND THAT EACH KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS
FOLLOWING CONSULTATION WITH LEGAL COUNSEL.
THIS WAIVER IS IRREVOCABLE, MEANING
THAT IT MAY NOT BE MODIFIED EITHER ORALLY OR IN WRITING, AND THE WAIVER SHALL
APPLY TO ANY SUBSEQUENT AMENDMENTS, RENEWALS, SUPPLEMENTS OR MODIFICATIONS TO
THIS AGREEMENT.
IN THE EVENT OF LITIGATION, THIS AGREEMENT MAY BE FILED AS A
WRITTEN CONSENT TO A TRIAL BY THE COURT.
SECTION 16.
SECTION TITLES.
THE SECTION TITLES CONTAINED IN THIS
AGREEMENT ARE AND SHALL BE WITHOUT SUBSTANTIVE MEANING OR CONTENT OF ANY KIND
WHATSOEVER AND ARE NOT A PART OF THE AGREEMENT BETWEEN THE PARTIES HERETO.
SECTION 17.
COUNTERPARTS.
THIS AGREEMENT AND ANY AMENDMENTS,
WAIVERS, CONSENTS OR SUPPLEMENTS MAY BE EXECUTED IN ANY NUMBER OF COUNTERPARTS
AND BY DIFFERENT PARTIES
15
HERETO IN SEPARATE COUNTERPARTS, EACH OF WHICH WHEN SO EXECUTED AND DELIVERED
SHALL BE DEEMED AN ORIGINAL, BUT ALL OF WHICH COUNTERPARTS TOGETHER SHALL
CONSTITUTE BUT ONE AND THE SAME INSTRUMENT.
SECTION 18.
SEVERABILITY.
THE INVALIDITY, ILLEGALITY OR
UNENFORCEABILITY OF ANY PROVISION IN OR OBLIGATION UNDER THIS AGREEMENT SHALL
NOT AFFECT OR IMPAIR THE VALIDITY, LEGALITY OR ENFORCEABILITY OF THE REMAINING
PROVISIONS OR OBLIGATIONS UNDER THIS AGREEMENT.
SECTION 19.
ASSIGNMENT.
THIS AGREEMENT SHALL BE BINDING UPON, AND
INURE TO THE BENEFIT OF, THE SECURED CREDITORS AND THEIR RESPECTIVE SUCCESSORS
AND ASSIGNS REGARDLESS OF WHETHER SUCH SUCCESSORS OR ASSIGNS ARE SIGNATORIES
HERETO.
THE TERM "BORROWER" AS USED HEREIN SHALL ALSO REFER TO THE PERMITTED
SUCCESSORS AND ASSIGNS OF THE BORROWER, INCLUDING, WITHOUT LIMITATION, A
RECEIVER, TRUSTEE, CUSTODIAN OR DEBTOR-IN-POSSESSION.
THE SECURED CREDITORS
SHALL HAVE THE RIGHT TO ASSIGN, TRANSFER OR GRANT PARTICIPATIONS IN PART OR ALL
OF THE SENIOR DEBT OWED TO THEM, THE SECURITY THEREFOR AND THEIR RIGHTS
HEREUNDER.
THIS AGREEMENT SHALL BE BINDING UPON AND ENURE TO THE BENEFIT OF THE
SECURED CREDITORS AND THEIR SUCCESSORS AND ASSIGNS.
SECTION 20.
CONFLICT WITH OTHER AGREEMENTS.
THE PARTIES HERETO AGREE
THAT IN THE EVENT OF