Common use of Governing Law; Waiver of Jury Trial Clause in Contracts

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), each of the Selling Stockholders and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf andYork applicable to agreements made and to be performed entirely within such state, without regard to the extent permitted by applicable law, on behalf choice-of-law principles of its stockholders and affiliates) and each of the Underwriters such state. Each party hereby irrevocably waives, waives to the fullest extent permitted by applicable law, any and all right it may have to a trial by jury in respect to any legal proceeding litigation directly or indirectly arising out of of, under, or relating to in connection with this Agreement or the transactions contemplated herebyhereby or disputes relating hereto.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Company and the Undersigned irrevocably waives, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyby this Agreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders shareholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement Agreement, the Representative’s Warrant or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Underwriting Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and ), each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the several Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws Laws of the State of New York. The Company (on its behalf and, without regard to any conflicts of Laws principles which would result in the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each application of the Underwriters hereby irrevocably waives, to Laws of any other jurisdiction. To the fullest extent permitted by applicable lawLaw, each party hereto waives any and all right rights such party may have to a jury trial by jury in with respect to any legal proceeding dispute arising out of or relating to under this Agreement or the transactions transaction contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and ), each of the Underwriters Selling Stockholders and the Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Company and the Undersigned irrevocably waives, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders shareholders and affiliates) and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), the Selling Stockholder and each of the Underwriters Underwriter hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Each party hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Each of the Company (on its behalf and, to and the extent permitted by applicable lawUndersigned, on behalf of its stockholders itself and affiliates) and on behalf of each of the Underwriters hereby Holder, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to principles of conflict of laws. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Each party hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, and you irrevocably agree to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to waive trial by jury in any legal proceeding action, proceeding, claim or counterclaim brought by or on behalf of any party related to or arising out of or relating to this Agreement or the transactions contemplated herebyperformance of services hereunder.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf andCompany, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement Agreement, the Underwriters’ Warrants or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to a trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the internal and substantive laws of the State of New YorkYork without regard to any conflicts of laws concepts which would apply the substantive law of some other jurisdiction. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyTHE PARTIES HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York. The Company , without reference to its choice of law rules (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each whether of the Underwriters hereby State of New York or any other jurisdiction). Each of the Company and the Undersigned irrevocably waives, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyby this Agreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters parties hereto hereby irrevocably waives, to the fullest extent permitted by applicable law, waive any and all right to a jury trial by jury in connection with any legal proceeding arising out of or relating litigation pursuant to this Agreement or and the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed under the provisions of New York law applicable to contracts to be performed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to To the fullest extent permitted by applicable law, each party hereby irrevocably waives any and all right to a trial by jury in any legal proceeding arising out of or relating brought with respect to this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed entirely within the State of New York. The Company (on its behalf and, without regard to the extent permitted by applicable law, on behalf conflict of its stockholders and affiliates) and each law provisions thereof that would result in the application of the Underwriters laws of any other jurisdiction. Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in any legal proceeding arising out of or relating related to this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement Agreement, and any claim, controversy or dispute arising under or related to this Agreement, shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf andCompany, the Guarantor and the Initial Purchasers irrevocably agree to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to waive trial by jury in any legal proceeding action, proceeding, claim or counterclaim brought by or on behalf of any party related to or arising out of or relating to this Agreement or the transactions contemplated herebyperformance of services hereunder.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to which is the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each place of the Underwriters hereby irrevocably waivesmaking of this Agreement, without regard to conflict of laws rules (other than Section 5-1401 of the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.New York General Obligations Law). EACH OF SELLER AND PURCHASER HEREBY:

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Each of the Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company and the Subsidiary (each on its their own behalf and, to the extent permitted by applicable law, on behalf of its their stockholders and affiliates) ), each of the Selling Stockholders and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement and the Notes shall be governed by by, and construed in accordance with with, the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Borrower, the Agents and the Lender Parties irrevocably waives, to the fullest extent permitted by applicable law, any and waives all right to trial by jury in any legal action, proceeding or counterclaim (whether based on contract, tort or otherwise) arising out of or relating to this Agreement any of the Loan Documents, the Advances or the transactions contemplated herebyactions of any Agent or any Lender Party in the negotiation, administration, performance or enforcement thereof.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to and the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), the Selling Shareholder and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules that would result in the application of the laws of another jurisdiction. The Each of the Company (on its behalf and, to and the extent permitted by applicable lawUndersigned, on behalf of its stockholders itself and affiliates) and on behalf of each of the Underwriters hereby Holder, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Representative hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Each Selling Stockholder, the Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and the Underwriter each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Each of the Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby Holder irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), the Selling Stockholder and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), the Selling Stockholder and each of the several Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed ----------------------------------- by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, and you irrevocably agree to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to waive trial by jury in any legal proceeding action, proceeding, claim or counterclaim brought by or on behalf of either party related to or arising out of or relating to this Agreement or the transactions contemplated herebyperformance of services hereunder.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders shareholders and affiliates) ), the Selling Shareholder and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Selling Stockholders, the Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Each of the Company (on its behalf and, to and the extent permitted by applicable lawUndersigned, on behalf of its stockholders itself and affiliates) and on behalf of each of the Underwriters hereby Purchaser, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), the Selling Stockholder and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement Agreement, the Underwriter’s Warrant or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Company, the Guarantors and the Holders, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, waives to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement Agreement, the Underwriter’s Warrant or the transactions contemplated herebyhereby and thereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Each of the Company (on its behalf and, to and the extent permitted by applicable lawUndersigned, on behalf of its stockholders itself and affiliates) and each on behalf of the Underwriters hereby Purchaser, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), each of the Selling Stockholder and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.. ​

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by by, and construed in accordance with with, the laws of the State of New York, applicable to contracts executed in and to be performed entirely within that State. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters Parties hereto hereby irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right rights to trial by jury in any legal proceeding arising out of or relating related to this Agreement or the transactions contemplated herebyTransactions.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), each of the Selling Shareholders and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Each of the Company (on its behalf and, to and the extent permitted by applicable lawUndersigned, on behalf of its stockholders itself and affiliates) and on behalf of each of the Underwriters hereby Purchaser, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyby this Agreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company Company, vTv LLC (in each case on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), each of the Selling Stockholders and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and ), each of the Selling Stockholders and the several Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement Agreement, the Underwriter Warrants or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Each of the Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby Purchaser irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of ), the Underwriters Initial Purchaser hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby parties irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any and all right rights to trial by jury in connection with any legal proceeding Litigation arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by by, and construed in accordance with with, the laws law of the State of New York, including, without limitation, Section 5-1401 of the New York General Obligations Law. The Underwriters, on the one hand, and the Company (on its own behalf and, and to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of stockholders), on the Underwriters hereby irrevocably waivesother hand, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in any legal action, claim, suit or proceeding arising out of with respect to your engagement as underwriter or relating to this Agreement or the transactions contemplated herebyyour role in connection herewith.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders shareholders and affiliates) and ), each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) affiliates and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), the Selling Stockholders and each of the Underwriters Underwriter hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement and the other Transaction Documents shall be governed by and construed in accordance with the laws of the State of New York. The Company and the Subsidiary (each on its their own behalf and, to the extent permitted by applicable law, on behalf of its their stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall will be governed by construed and construed interpreted in accordance with the laws of the State of New YorkYork without regard to conflict of law principles. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Grantee hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right they may have to a trial by jury in any legal proceeding directly or indirectly arising out of or relating to this Agreement or the transactions contemplated herebyhereunder (whether based on contract, tort or any other theory).

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Company and the Sponsor irrevocably waives, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyby this Agreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Each of the Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement Agreement, the Underwriter’s Warrants or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by by, and construed in accordance with with, the laws law of the State of New York, including, without limitation, Section 5-1401 of the New York General Obligations Law. The Underwriters, on the one hand, and the Company (on its own behalf and, and to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of stockholders), on the Underwriters hereby irrevocably waivesother hand, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in any legal action, claim, suit or proceeding arising out of with respect to your engagement as Underwriter or relating to this Agreement or the transactions contemplated herebyyour role in connection herewith.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Company, the Guarantors and the Purchasers, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to the Transactions contemplated by this Agreement or the transactions contemplated herebyAgreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New YorkYork without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction) that would cause the application of laws of any other jurisdiction. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Company, the subsidiary guarantors and the Undersigned irrevocably waives, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyby this Agreement.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters Agents hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders shareholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement Agreement, the Representative’s Warrant or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules that would result in the application of the laws of another jurisdiction. The Each of the Company (on its behalf and, to and the extent permitted by applicable lawUndersigned, on behalf of its stockholders itself and affiliates) and on behalf of each of the Underwriters hereby Holder, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyTransactions.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf andCompany, the Trust and you irrevocably agree to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to waive trial by jury in any legal proceeding action, proceeding, claim or counterclaim brought by or on behalf of any party related to or arising out of or relating to this Agreement or the transactions contemplated herebyperformance of services hereunder.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New YorkYork without regard to principles of conflicts of laws. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws law of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each Each of the Underwriters hereby Company and the Holder irrevocably waives, to the fullest extent permitted by applicable law, waive any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyby this Agreement.

Governing Law; Waiver of Jury Trial. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf andCompany, the Adviser and you irrevocably agree to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to waive trial by jury in any legal proceeding action, proceeding, claim or counterclaim brought by or on behalf of any party related to or arising out of or relating to this Agreement or the transactions contemplated herebyperformance of services hereunder.

Governing Law; Waiver of Jury Trial. This Agreement shall in all respects be governed by and construed in accordance with and governed by the substantive laws of the State of New York, without reference to its choice of law rules that would result in the application of the laws of another jurisdiction. The Each of the Company (on its behalf and, to and the extent permitted by applicable lawUndersigned, on behalf of its stockholders and affiliates) and itself and, as applicable, on behalf of each of the Underwriters hereby Holder, irrevocably waives, to the fullest extent permitted by applicable law, waives any and all right to trial by jury in with respect to any legal proceeding arising out of or relating to this Agreement or the transactions contemplated herebyTransactions.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf andCompany, to the extent permitted by applicable law, on behalf of its stockholders General Partner and affiliates) and each of the Underwriters Operating Partnership hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New YorkYork without regard to any conflict of laws provisions therein. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) ), the Selling Stockholder and each of the Underwriters hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders shareholders and affiliates) and each of the Underwriters Underwriter hereby irrevocably waiveswaive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.