the benefit of Lender and its successors and assigns.
14.
Notices. Notices delivered in connection with this Guaranty shall be given
in accordance with Section 10.05 of the Loan Agreement.
15.
Jurisdiction.
(a)
THIS GUARANTY SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
(b)
GUARANTOR HEREBY WAIVES TRIAL BY JURY. GUARANTOR HEREBY IRREVOCABLY
CONSENTS TO THE EXCLUSIVE JURISDICTION OF ANY COURT OF THE STATE OF NEW YORK, OR
IN THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK,
ARISING OUT OF OR RELATING TO THE LOAN DOCUMENTS IN ANY ACTION OR PROCEEDING.
GUARANTOR HEREBY SUBMITS TO, AND WAIVES ANY OBJECTION IT MAY HAVE TO, EXCLUSIVE
PERSONAL JURISDICTION AND VENUE IN THE COURTS OF THE STATE OF NEW YORK AND THE
UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK, WITH RESPECT
TO ANY DISPUTES ARISING OUT OF OR RELATING TO THE LOAN DOCUMENTS.
16.
Integration. This Guaranty represents the agreement of Guarantor with
respect to the subject matter hereof and there are no promises or
representations by Lender relative to the subject matter hereof not reflected
herein.
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17.
Acknowledgments. Guarantor hereby acknowledges that:
(a)
Guarantor has been advised by counsel in the negotiation,
execution and delivery of this Guaranty and the other Loan Documents;
(b)
Lender does not have any fiduciary relationship to Guarantor,
Guarantor does not have any fiduciary relationship to Lender and the
relationship between Lender and Guarantor is solely that of surety and creditor;
and
(c)
no joint venture exists between Lender and Guarantor or among
Lender, Borrower and Guarantor.
[Signature pages follow]
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IN WITNESS WHEREOF, the undersigned has caused this Guaranty to be duly
executed and delivered as of the date first above written.
PENNYMAC MORTGAGE INVESTMENT TRUST, as Guarantor
By: /s/
Pamela Marsh
Name:
Pamela Marsh
Title:
Executive Vice President,
Treasurer
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