Common use of WAIVER OF JURY TRIAL; FINAL AGREEMENT Clause in Contracts

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES THE ENTIRE CONTRACT AMONG THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO THE SUBJECT MATTER HEREOF.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED ALLOWED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A EACH GUARANTOR AND EACH SECURED PARTY HERETO IRREVOCABLY WAIVES TRIAL BY JURY IN WITH RESPECT TO ANY LEGAL ACTION, CLAIM, SUIT OR PROCEEDING DIRECTLY OR INDIRECTLY ON, ARISING OUT OF OR RELATING TO THIS GUARANTY OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY)GUARANTEED OBLIGATIONS. EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY AGREEMENT AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY OF THE GUARANTOR AND THE ADMINISTRATIVE AGENT IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY GUARANTY, ANY OTHER LOAN DOCUMENT, ANY SECURED HEDGE AGREEMENT OR ANY SECURED CASH MANAGEMENT AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY GUARANTY, THE OTHER LOAN DOCUMENTS, THE SECURED HEDGE AGREEMENTS AND THE SECURED CASH MANAGEMENT AGREEMENTS TO WHICH IT IS A PARTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO GUARANTOR HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO GUARANTOR (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER GUARANTEED PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY THE LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES THE ENTIRE CONTRACT AMONG THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS AGREEMENTS AND UNDERSTANDINGSThis Guaranty and the other Loan Documents constitute the entire agreement among the parties relating to the subject matter hereof and thereof and supersede any and all previous agreements and understandings, ORAL OR WRITTENoral or written, RELATING TO THE SUBJECT MATTER HEREOFrelating to the subject matter hereof and thereof.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY GUARANTOR AND THE ADMINISTRATIVE AGENT EACH IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY GUARANTY, ANY OTHER LOAN DOCUMENT, ANY SECURED HEDGE AGREEMENT OR ANY SECURED CASH MANAGEMENT AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY GUARANTY, THE OTHER LOAN DOCUMENTS, THE SECURED HEDGE AGREEMENTS AND THE SECURED CASH MANAGEMENT AGREEMENTS TO WHICH IT IS A PARTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. GRANTOR AND, BY ACCEPTING THIS AGREEMENT, THE LENDER (IN THIS SECTION 26, EACH PARTY HERETO A “PARTY” AND COLLECTIVELY THE “PARTIES”) HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXPRESSLY WAIVE ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING UNDER THIS AGREEMENT OR IN ANY LEGAL PROCEEDING DIRECTLY WAY CONNECTED WITH OR INDIRECTLY ARISING OUT RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES OR RELATING ANY OF THEM WITH RESPECT TO THIS GUARANTY AGREEMENT, OR THE TRANSACTIONS CONTEMPLATED HEREBY (RELATED THERETO, IN EACH CASE WHETHER BASED ON CONTRACTNOW EXISTING OR HEREAFTER ARISING, AND WHETHER SOUNDING IN CONTRACT OR TORT OR ANY OTHER THEORY). OTHERWISE; AND EACH PARTY HERETO (A) CERTIFIES HEREBY AGREES AND CONSENTS THAT NO REPRESENTATIVEANY SUCH CLAIM, AGENT DEMAND, ACTION OR ATTORNEY CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT EACH PARTY MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION WITH ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN COURT AS WRITTEN EVIDENCE OF THE EVENT CONSENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTIONWAIVER OF THEIR RIGHT TO TRIAL BY JURY. THIS GUARANTY CONSTITUTES AGREEMENT REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY OF THE GUARANTOR AND THE ADMINISTRATIVE AGENT IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY OR THE OTHER LOAN DOCUMENTS TO WHICH IT IS A PARTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED ALLOWED BY APPLICABLE LAWLAWS, ANY RIGHT IT MAY HAVE TO A THE GUARANTOR AND, BY THE ACCEPTANCE OF THE BENEFITS OF THIS GUARANTY, THE ADMINISTRATIVE AGENT AND EACH OTHER GUARANTY BENEFICIARY, IRREVOCABLY WAIVES TRIAL BY JURY IN WITH RESPECT TO ANY LEGAL ACTION, CLAIM, SUIT OR PROCEEDING DIRECTLY OR INDIRECTLY ON, ARISING OUT OF OR RELATING TO THIS GUARANTY OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY)GUARANTEED OBLIGATIONS. EACH PARTY HERETO HEREBY (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTIONSECTION 20. THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO HERETO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES HERETO. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES HERETO.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO OF THE PLEDGOR AND THE HOLDER HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OBLIGATIONS (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY AGREEMENT AND THE NOTE BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES AGREEMENT REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO HERETO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES HERETO.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. EACH PARTY HERETO HEREBY OF THE GUARANTORS AND THE ADMINISTRATIVE AGENT IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY OR THE OTHER LOAN DOCUMENTS TO WHICH IT IS A PARTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.

WAIVER OF JURY TRIAL; FINAL AGREEMENT. (a) EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. . (b) THIS GUARANTY CONSTITUTES REPRESENTS THE ENTIRE CONTRACT AMONG FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE SUBJECT MATTER HEREOF AND SUPERSEDES ANY AND ALL PREVIOUS PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AND UNDERSTANDINGS, ORAL OR WRITTEN, RELATING TO BETWEEN THE SUBJECT MATTER HEREOFPARTIES.