THIS AGREEMENT OR ANY OTHER
INSTRUMENT,
DOCUMENT OR AGREEMENT
EXECUTED OR DELIVERED IN CONNECTION HEREWITH IN ANY JURISDICTION SET FORTH ABOVE.
(D)
WAIVER OF JURY TRIAL.
EACH OF THE PARTIES HERETO
IRREVOCABLY
WAIVES ANY RIGHT TO HAVE
A JURY
PARTICIPATE IN RESOLVING ANY DISPUTE,
WHETHER SOUNDING IN CONTRACT,
TORT, OR OTHERWISE,
ARISING
OUT OF,
CONNECTED
WITH,
RELATED
TO OR
INCIDENTAL
TO THE
RELATIONSHIP
ESTABLISHED
BETWEEN
THEM IN
CONNECTION
WITH THIS AGREEMENT OR ANY OTHER
INSTRUMENT,
DOCUMENT OR AGREEMENT
EXECUTED OR DELIVERED IN
CONNECTION HEREWITH.
EACH OF THE PARTIES HERETO AGREES AND CONSENTS THAT ANY SUCH CLAIM,
DEMAND,
ACTION
OR CAUSE OF ACTION
SHALL BE DECIDED BY COURT TRIAL
WITHOUT A JURY AND THAT ANY PARTY
HERETO MAY FILE AN
ORIGINAL
COUNTERPART
OR A COPY OF THIS
AGREEMENT
WITH ANY COURT AS WRITTEN
EVIDENCE OF THE CONSENT OF
THE PARTIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.
(E)
WAIVER OF BOND.
GRANTOR WAIVES THE POSTING OF ANY BOND OTHERWISE
REQUIRED OF ANY PARTY
HERETO IN CONNECTION
WITH ANY JUDICIAL
PROCESS OR
PROCEEDING TO REALIZE ON THE
COLLATERAL OR ANY OTHER
SECURITY FOR THE
LIABILITIES
OR TO ENFORCE ANY
JUDGEMENT OR OTHER COURT ORDER
ENTERED IN FAVOR OF SUCH
PARTY,
OR TO ENFORCE BY SPECIFIC
PERFORMANCE,
TEMPORARY
RESTRAINING
ORDER,
PRELIMINARY
OR PERMANENT
INJUNCTION, THIS AGREEMENT.
(F) ADVICE OF COUNSEL.
EACH OF THE
PARTIES
REPRESENTS
TO EACH OTHER PARTY
HERETO THAT IT HAS
DISCUSSED THIS AGREEMENT AND, SPECIFICALLY, THE PROVISIONS OF THIS SECTION 28, WITH ITS COUNSEL.
[THE REMAINDER OF THIS PAGE INTENTIONALLY BLANK]
Security Agreement
IN WITNESS
WHEREOF,
each party hereto has caused this Agreement to be duty executed and delivered by its
officer thereunto duly authorized as of the date first above written.
SCP SUPERIOR ACQUISITION COMPANY LLC
Name:
Title:
LASALLE BANK NATIONAL ASSOCIATION, as AGENT
Name:
Title: