Epstein Secrets

to the date of this Agreement. 9.2 Governing Law. This Agreement is governed by and shall be interpreted according to federal law and the laws of the State of New York. If state or local law and federal law are inconsistent, or if state or local law is preempted by federal law, federal law governs. If the Lender ha

Lender: (a) Within 120 days after each December 31, a financial statement of the Guarantor prepared by the Guarantor, including a statement of the Guarantor's cash flow. (b) Within 150 days of each June 30th, the financial statements of PPL, audited by a firm of chartered accountants. 1.3 Change of O

of the State of New York and applicable United States federal law. Guarantor further agrees that this Guaranty shall be deemed to have been made in the State of New York, may be enforced in the courts of the State of New York or the United States courts located within the State of New York, and is performable in the

ral identified on Exhibit A to the Pledge Agreement, dated December 2, 1996, as amended between Guarantor and the Bank (the "Pledge Agreement"), or Guarantor's financial condition, prospects or operations or the Bank's rights under this Guaranty or the other Loan Documents to which Guarantor is a party,

this Agreement by signing any such counterpart. 5. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws. Each of the Assignor and the Assignee have caused this Agreement to be executed and delivered b

f its creditors; (3) a receiver, trustee, conservator or liquidator of Grantor or any Guarantor or of all or a substantial part of Grantor's or such Guarantor's assets is appointed with or without the application or consent of Grantor or such Guarantor, respectively; (4) a petition is filed by or against G

this Agreement by signing any such counterpart. 5. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws. Each of the Assignor and the Assignee have caused this Agreement to be executed and delivered b

f its creditors; (3) a receiver, trustee, conservator or liquidator of Grantor or any Guarantor or of all or a substantial part of Grantor's or such Guarantor's assets is appointed with or without the application or consent of Grantor or such Guarantor, respectively; (4) a petition is filed by or against G