CONTEMPLATED HEREBY SHALL BE
INSTITUTED EXCLUSIVELY IN THE COURTS OF THE STATE OF ILLINOIS, LOCATED IN THE
CITY OF CHICAGO OR, PROVIDED SUBJECT MATTER JURISDICTION EXISTS, IN THE UNITED
STATES FEDERAL COURT FOR THE NORTHERN DISTRICT OF ILLINOIS, LOCATED IN CHICAGO,
ILLINOIS, AND EACH PARTY HERETO AGREES NOT TO ASSERT AS A DEFENSE IN ANY SUCH
ACTION, SUIT
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OR PROCEEDING, ANY CLAIM THAT IT IS NOT SUBJECT PERSONALLY TO THE JURISDICTION
OF SUCH COURTS, THAT ITS PROPERTY IS EXEMPT OR IMMUNE FROM ATTACHMENT OR
EXECUTION, THAT THE ACTION, SUIT OR PROCEEDING IS BROUGHT IN AN INCONVENIENT
FORUM, THAT THE VENUE OF THE ACTION, SUIT OR PROCEEDING IS IMPROPER OR THAT THIS
AGREEMENT OR THE SUBJECT MATTER HEREOF MAY NOT BE ENFORCED IN OR BY SUCH COURT.
EACH PARTY FURTHER IRREVOCABLY SUBMITS TO THE EXCLUSIVE JURISDICTION OF SUCH
COURTS IN ANY SUCH ACTION, SUIT OR PROCEEDING.
[SIGNATURE PAGE TO FOLLOW]
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IN WITNESS WHEREOF, Guarantor has delivered this Guaranty in the State of
Illinois as of the date first written above.
GUARANTOR:
QUIXOTE CORPORATION
By:
/s/ Leslie J. Jezuit
Name:
Leslie J. Jezuit
Title:
President
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