Credit Application Terms and Conditions

  1. Purpose and parties. This is your credit application with Enhanced Logistics 21, and if your application is approved, your credit agreement with Enhanced Logistics 21 (as the same may be renewed, extended, amended or restated from time to time, the “Credit Agreement”). “Enhanced Logistics 21” means, separately and collectively, Enhanced Logistics 21, and their respective operating subsidiaries and affiliates. You may obtain a complete list of these companies from Enhanced Logistics 21 credit department. The term Enhanced Logistics 21 in context therefore means one or more Enhanced Logistics 21 companies that provide goods, services, credit, or financial accommodations, to Customer from time to time. “Customer” means applicant. This application is not binding upon Enhanced Logistics 21 unless approved by Enhanced Logistics 21 in writing. Even if approved, Enhanced Logistics 21 in its sole discretion may terminate Customer’s credit privileges under this Credit Agreement at any time without prior notice to Customer, except as otherwise provided by law.
  2. Scope of agreement. This Credit Agreement applies to all of Customer’s purchases of goods and services from Enhanced Logistics 21. This agreement consists of these terms and conditions and any distribution agreements, invoices or other Enhanced Logistics 21 documents approved by Enhanced Logistics 21 in writing to evidence Customer’s obligations to Enhanced Logistics 21 (the “Obligations”), all of which are incorporated in this agreement by reference. Except as to quantity of goods ordered, Customer agrees that Enhanced Logistics 21 is not subject to any terms and conditions set forth in any purchase order, confirmation or other communication from Customer that would supplement or vary this agreement.
  3. Payment and performance. Payment is due at the physical location of the Enhanced Logistics 21 company that provided this credit application, or at such other address as Enhanced Logistics 21 may designate in writing from time to time. If Customer does not pay or perform on time, all amounts owed, less any unearned charges, become immediately due and payable in full. Subject to any legal limits, Customer agrees to pay: (a) interest of the lesser of (i) 1.5% per month and (ii) the highest non-usurious rate permitted by applicable law on past due amounts from date due until paid; which rate shall apply to post judgment interest also; (b) all costs of collection (e.g., attorneys’ fees and expenses); In each instance, all charges and fees, and Enhanced Logistics 21’s rights and remedies, are subject to and automatically constrained by applicable law.
  4. Governing law; forum for disputes. The parties choose the laws of France to govern all aspects of this credit application and agreement and all transactions and disputes by and between the parties, without regard to any conflicts of law provisions of France. The parties agree to designate the courts of France as the exclusive place of venue and jurisdiction for any dispute between them; and Customer waives any right Customer may have to transfer or change venue regarding Customer’s obligations to Enhanced Logistics 21 under this credit application.
  5. Special orders. If Customer ceases doing business with Enhanced Logistics 21 for any reason, Customer must immediately purchase from Enhanced Logistics 21 any remaining proprietary or special order items in Enhanced Logistics 21 inventory obtained or held for Customer.
  6. Prompt notice of any nonconforming items. Customer agrees that Enhanced Logistics 21 is not responsible for any product nonconformity as to quantity, quality or price, unless noted on the original delivery receipt at the time of delivery, or unless Enhanced Logistics 21 is specifically notified in writing the nonconformity within three (3) days of delivery by certified mail return receipt requested.
  7. Credit approvals; no assignments. Enhanced Logistics 21 may establish a credit limit for Customer’s account. Customer agrees that Enhanced Logistics 21 in its sole discretion may increase, decrease or terminate credit at any time. Customer may not assign any rights or benefits under this Credit Agreement without Enhanced Logistics 21’s prior written consent, which consent may be withheld in Enhanced Logistics 21’s sole discretion. If Customer is a corporation or other entity, a transfer or assignment of a majority of the equity interest in Customer is considered an assignment within the meaning of this provision.
  8. Payment Terms. Enhanced Logistics 21 in its sole discretion may establish or determine payment terms with Customer or any related customer. Enhanced Logistics 21 reserves the right to modify payment terms for Customer or any related customer if, in Enhanced Logistics 21’s sole discretion, Enhanced Logistics 21 becomes aware of circumstances that may materially and adversely impact such entity’s ability to meet its financial obligations when due. These rights to modify payment terms are not deemed to be a modification of the Terms and Conditions of this Credit Agreement for credit and are in addition to the rights described in any of Enhanced Logistics 21’s credit, return and collection policies that may have been provided to Customer.
  9. Credit reports and credit information. Enhanced Logistics 21 is relying upon the information provided by Customer as inducement to extend credit to Customer. Customer understands this and certifies to Enhanced Logistics 21 that all information Customer has provided, or provides in the future, is true, complete, and not misleading, in each and every respect. Customer authorizes Enhanced Logistics 21 to investigate Customer’s credit and business affairs. Upon Customer’s request, Enhanced Logistics 21 will inform Customer if a consumer report was requested and the name and address of any reporting agency that furnished any such consumer report. Customer agrees to notify Enhanced Logistics 21 in writing by certified mail return receipt requested of any material changes in Customer’s financial condition or business affairs, including, without limitation, any changes in financial information or condition, ownership, addresses, business locations, telephone, contact information, and other matters.
  10. Security Agreement. In the event this application is approved, as collateral security for the prompt and complete payment and performance of all of Customer’s present or future indebtedness, obligations and liabilities to Enhanced Logistics 21 (the “Obligations”), Customer hereby grants to Enhanced Logistics 21 a continuing security interest in, and mortgage to, to the following (the “Collateral”): all (i) goods, including, without limitation, all goods now or hereafter delivered on credit to Customer pursuant to this Credit Agreement, and more fully described on invoices issued to Customer by Enhanced Logistics 21, (ii) inventory, (iii) equipment; (iv) instruments, (v) chattel paper, (vi) documents, (vii) accounts, (viii) accounts receivable, (ix) general intangibles, (x) deposit accounts, (xi) investment property, (xii) payment intangibles in which Customer now has or hereafter acquires any right or interest, and the proceeds, insurance proceeds and products thereof, together with all books and records, customer lists, credit files, computer files, programs, printouts and other computer materials and records related thereto, (xiii) intellectual property and (xiv) rebates.
  11. Financing Statements. Customer hereby irrevocably authorizes Enhanced Logistics 21 at any time, and from time to time, to file in any filing office in any Uniform Commercial Code (“UCC”) jurisdiction any initial financing statements describing the Collateral as all assets of Customer or language of similar effect and any continuation statements or amendments thereto. Customer also ratifies its authorization for Enhanced Logistics 21 to have filed in any UCC jurisdiction, any like initial financing statements, or continuation statements, or amendments, if filed before the date of this Credit Agreement.
  12. Events of default. Each of the following constitutes an “Event of Default”: (a) not paying or performing all or any part of the Obligations when due; (b) any representation or warranty made or deemed made by Customer, or any guarantor of the Obligations (each a “Guarantor” and together with Customer, the “Obligated Parties”), in this Credit Agreement or in any related document shall be false, misleading, or erroneous in any material respect when made or deemed to have been made; (c) any Obligated Party shall suspend or discontinue its business operations, or shall generally fail to pay its debts as they mature, or shall file a petition commencing a voluntary case concerning any Obligated Party under any chapter of the France Bankruptcy Code; or any involuntary case shall be commenced against any Obligated Party under the France Bankruptcy Code; or any Obligated Party shall become insolvent (howsoever such insolvency may be evidenced); (d) Any Obligated Party, shall fail to pay when due any principal of or interest on any debt (other than the Obligations), or the maturity of any such debt shall have been accelerated, or any event shall have occurred that permits any holder of such debt to accelerate the maturity thereof; (e) this Credit Agreement or any related documents shall cease to be in full force and effect or enforceability thereof shall be contested by any Obligated Party or any Obligated Party shall deny that it has any further liability under this Credit Agreement or any related documents, or any lien created by this Credit Agreement shall for any reason cease to be a valid, first priority perfected lien upon any of the collateral purported to be covered thereby; or (f) the death or incapacity of any Guarantor. Upon an Event of Default, Enhanced Logistics 21 may without notice terminate Customer’s credit privileges under this Credit Agreement or declare the Obligations or any part thereof to be immediately due and payable, or both, and the same shall thereupon become immediately due and payable, without notice, demand, presentment, notice of dishonor, notice of acceleration, notice of intent to accelerate, notice of intent to demand, protest, or other formalities of any kind, all of which are hereby expressly waived by Customer; provided, however, that upon the occurrence of an Event of Default under clause (c) above, the Customer’s credit privileges shall automatically terminate, and the Obligations shall become immediately due and payable, in each case without notice, demand, presentment, notice of dishonor, notice of acceleration, notice of intent to accelerate, notice of intent to demand, protest, or other formalities of any kind, all of which are hereby expressly waived by Customer. In addition to the foregoing, if any Event of Default shall occur and be continuing, Enhanced Logistics 21 may exercise all rights and remedies available to it in law or in equity, including, all the remedies of a secured party under the UCC, under this Credit Agreement, or otherwise. Reasonable notification of the time and place of any public sale of the Collateral, or reasonable notification of the time after which any private sale or other intended disposition of the Collateral is to be made, shall be sent to Customer at the address provided in this application and to any other person entitled to notice under the UCC; provided that, if any of the Collateral threatens to decline speedily in value or is of the type customarily sold on a recognized market, Enhanced Logistics 21 may sell or otherwise dispose of the Collateral without notification, advertisement, or other notice of any kind. It is agreed that notice sent or given not less than five (5) business days prior to the taking of the action to which the notice relates is reasonable notification.
  13. Severability. Each and every provision of the Agreement is severable from any and all other provisions of this Agreement. In the event that any provision of this Agreement is held to be invalid, the other provisions shall continue in full force and effect, and the offending provision, to the extent practicable, shall be reformed so as to achieve its intended purpose.
  14. Other provisions. This Agreement is binding upon Enhanced Logistics 21 and Customer and their respective heirs, successors, assigns, representatives and survivors and shall inure to the benefit of Enhanced Logistics 21, its successors and assigns. I (We) certify that this request is for the extension of credit for business purposes only and is not intended for the extension of credit for personal, family or household purposes. Any modification to this agreement must be in writing and signed by Enhanced Logistics 21’s credit manager.
  15. Notice to Enhanced Logistics 21. Any notices that Customer provides to Enhanced Logistics 21 regarding this Credit Agreement must be in writing and directed to the attention of Enhanced Logistics 21’s credit department manager at the following company and address: Enhanced Logistics 21 – 15 of May City Group 3 – Bldg. 4, Suite 2, Helwan – Cairo – Egypt

ACCEPTANCE OF THIS APPLICATION DOES NOT INDICATE AN OFFER OF TERMS.

THE PERSON EXECUTING THIS AGREEMENT HAS AUTHORITY TO BIND THE CUSTOMER AND IS AUTHORIZED BY THE CUSTOMER TO ENTER INTO THE CREDIT APPLICATION TERMS AND CONDITIONS.

AUTHORIZATION FOR CREDIT REPORT

You are executing this Authorization for Credit Report individually for the purpose of authorizing Enhanced Logistics 21 to obtain a consumer credit report from time to time on the undersigned individual(s) through credit and consumer reporting agencies or other sources, in order to further evaluate the creditworthiness of such individual in connection with the credit evaluation process and the proposed extension of business credit to the Applicant. The undersigned, as an individual, hereby knowingly consents to the use of such credit report in accordance with the federal fair credit reporting act as contained in 15 U.S.C.1681, ET SEQ., as amended from time to time.

Individual Personal Guaranty

  1. Purpose and parties. In this guaranty, Enhanced Logistics 21 has the same meaning set forth in Enhanced Logistics 21’s Terms and Conditions above (as the same may be renewed, extended, amended or restated from time to time, the “Credit Agreement”). In this Guaranty “Customer” means the Individual or Business Entity Applicant. “Guarantor” means each person, who, by executing this guaranty, represents that he has a personal financial interest in Customer and reasonably anticipates receiving a direct or indirect benefit from any credit provided by Enhanced Logistics 21 to Customer from time to time. To induce Enhanced Logistics 21 to enter into the Credit Agreement and for value received, Guarantor personally guarantees the prompt and punctual payment and performance when due, whether at stated maturity, by required prepayment, upon acceleration, demand or otherwise, of any and all of Customer’s obligations, indebtedness and liabilities of every kind, nature and character, direct or indirect, liquidated or unliquidated, and whether for principal, interest, premiums, fees, indemnities, damages, costs, expenses or otherwise to Enhanced Logistics 21 at any time created or arising, whether matured or contingent, including, without limitation, all liabilities under the Credit Agreement (including all renewals, extensions, amendments, refinancing and other modifications thereof and all costs, attorneys fees and expenses incurred by Enhanced Logistics 21 in connection with the collection or enforcement thereof, and including all interest that accrues upon such liabilities and obligations, including interest as set forth in Section 3 of the Credit Agreement and interest that accrues after the commencement by or against Customer of any proceeding under any applicable debtor relief laws) (the “Guaranteed Obligations”). This is an absolute, irrevocable, unconditional and continuing guaranty of payment, not a guaranty of collection, and Enhanced Logistics 21 may enforce Guarantor’s obligations hereunder without first suing, or enforcing its rights and remedies against Customer or any other obligor or collecting any present or future collateral security for the Guaranteed Obligations.
  2. Notices. Any notices that Guarantor provides to Enhanced Logistics 21 must be in writing and directed to the attention of Enhanced Logistics 21’s credit manager at the address specified in the Credit Agreement.
  3. Waivers and agreements. Guarantor waives (a) except as expressly required hereby, promptness, diligence, notice of any default under the Guaranteed Obligations, notice of acceleration or intent to accelerate, demand for payment, notice of acceptance of this guaranty, presentment, notice of protest, notice of dishonor, notice of sales to Customer or the incurring by Customer of additional indebtedness, notice of any suit or other action by Enhanced Logistics 21 against Customer or any other person, any notice to any party liable for the obligation which is the subject of the suit or action, and all other notices and demands with respect to the Guaranteed Obligations and this guaranty; (b) any right to revoke this guaranty with respect to future indebtedness; (c) any right to require Enhanced Logistics 21 to do any of the following before Guarantor is obligated to pay the Guaranteed Obligations or before any Beneficiary may proceed against Guarantor: (i) sue or exhaust remedies against Customer and other guarantors or obligors, (ii) sue on an accrued right of action in respect of any of the Guaranteed Obligations or bring any other action, exercise any other right, or exhaust all other remedies, or (iii) enforce rights against Customer’s assets or any collateral pledged by Customer to secure the Guaranteed Obligations; (d) any right relating to the timing, manner, or conduct of Enhanced Logistics 21’s enforcement of rights against Customer’s assets or the collateral pledged by Customer to secure the Guaranteed Obligations; (e) if Guarantor and Customer (or a thirdparty) have each pledged assets to secure the Guaranteed Obligations, any right to require Enhanced Logistics 21 to proceed first against the other collateral before proceeding against collateral pledged by Guarantor; (f) (i) any principles or provisions of law, statutory, or otherwise, which are or might be in conflict with the terms hereof and any legal or equitable discharge of Guarantor’s obligations hereunder, (ii) the benefit of any statute of limitations affecting Guarantor’s liability hereunder or the enforcement hereof, and (iii) any requirement that Enhanced Logistics 21 protect, secure, perfect or insure any security interest or lien or any property subject thereto; (g) if applicable, each of the foregoing rights or defenses regardless whether they arise under (iv) common law, in equity, under contract, by statute, or otherwise.
  4. Obligations Not to be Diminished. Guarantor further agrees that its obligations under this guaranty shall not be released, discharged, diminished, impaired, reduced, or affected for any reason or by the occurrence of any event, including, without limitation, one or more of the following events, whether or not with notice to or the consent of Guarantor: (a) the taking or accepting of collateral as security for any or all of the Guaranteed Obligations or the release, surrender, exchange, or subordination of any collateral now or hereafter securing any or all of the Guaranteed Obligations; (b) any partial release of the liability of Customer, Guarantor or any other obligor, or the full or partial release of Customer or any other guarantor or obligor from liability for any or all of the Guaranteed Obligations; (c) any disability of Customer, or the dissolution, insolvency, or bankruptcy of Customer, or any other guarantor, or any other party at any time liable for the payment of any or all of the Guaranteed Obligations; (d) any renewal, extension, modification, waiver, amendment, or rearrangement of any or all of the Guaranteed Obligations or any instrument, document, INDIVIDUAL PERSONAL GUARANTY or agreement evidencing, securing, or otherwise relating to any or all of the Guaranteed Obligations; (e) any adjustment, indulgence, forbearance, waiver, or compromise that may be granted or given by Enhanced Logistics 21 to Customer, Guarantor, or any other party ever liable for any or all of the Guaranteed Obligations; (f) any neglect, delay, omission, failure, or refusal of Enhanced Logistics 21 to take or prosecute any action for the collection of any of the Guaranteed Obligations or to foreclose or take or prosecute any action in connection with any instrument, document, or agreement evidencing, securing, or otherwise relating to any or all of the Guaranteed Obligations; (g) the unenforceability or invalidity of any or all of the Guaranteed Obligations or of any instrument, document, or agreement evidencing, securing, or otherwise relating to any or all of the Guaranteed Obligations; (h) any payment by Customer or any other party to Enhanced Logistics 21 is held to constitute a preference under applicable bankruptcy or insolvency law or if for any other reason Enhanced Logistics 21 is required to refund any payment or pay the amount thereof to someone else; (i) the settlement or compromise of any of the Guaranteed Obligations; (j) the non-perfection of any security interest or lien securing any or all of the Guaranteed Obligations; (k) any impairment of any collateral securing any or all of the Guaranteed Obligations; (l) the failure of Enhanced Logistics 21 to sell any collateral securing any or all of the Guaranteed Obligations in a commercially reasonable manner or as otherwise required by law; (m) any change in the corporate existence, structure, or ownership of Customer; or (n) any other circumstance which might otherwise constitute a defense available to, or discharge of, Customer or Guarantor.
  5. Subrogation. Until the Guaranteed Obligations have been paid, in full, Guarantor hereby covenants and agrees that it shall not assert, enforce, or otherwise exercise (a) any right of subrogation to any of the rights, remedies or liens of Enhanced Logistics 21 or any other beneficiary against Customer or its affiliates or any other guarantor of the Guaranteed Obligations or any collateral or other security, or (b) unless such rights are expressly made subordinate to the Guaranteed Obligations (in form and upon terms acceptable to Enhanced Logistics 21) and the rights or remedies of Enhanced Logistics 21 under this guaranty and the Credit Agreement, any right of recourse, reimbursement, contribution, indemnification, or similar right against Customer or its affiliates or any other guarantor of all or any part of the Guaranteed Obligations.
  6. Termination. This guaranty is a continuing and irrevocable guaranty of all Guaranteed Obligations. No termination of this guaranty shall be affected by the death of Guarantor. This guaranty shall be effective regardless of any subsequent incorporation, reorganization, merger or consolidation of the Customer, change of partners, change of name or any other change in the composition, nature, personnel or location of Customer whatsoever.
  7. Consent to Enhanced Logistics 21’s Acts. Guarantor agrees that Enhanced Logistics 21 may, at any time and from time to time, and without notice to Guarantor, make any agreement with Customer or with any other person or entity liable on any of the Guaranteed Obligations, for the extension, renewal, payment, compromise, discharge or release of the Guaranteed Obligations (in whole or in part), or for any modification or amendment of the terms thereof or of any instrument or agreement evidencing the Guaranteed Obligations, all without in any way impairing, releasing, discharging or otherwise affecting the obligations of Guarantor under this guaranty. Further, Guarantor consents to the taking of, or failure to take, any action that might in any manner or to any extent vary the risks of Guarantor under this guaranty or which, but for this provision, might operate as a discharge of Guarantor.
  8. Insolvency of Customer. This guaranty shall continue to be effective or be reinstated, as the case may be, if at any time any payment of any portion of the Guaranteed Obligations is revoked, terminated, rescinded or reduced or must otherwise be restored or returned upon the insolvency, bankruptcy or reorganization of Customer or any other person or entity or otherwise, as if such payment had not been made and whether or not Enhanced Logistics 21 is in possession of or has released this guaranty and regardless of any prior revocation, rescission, termination or reduction.
  9. Financial Condition of Guarantor. The liability of Guarantor hereunder shall, at the option of Enhanced Logistics 21, without notice, become immediately fixed and enforceable for the full amount thereof, whether then due or not due, as though all of the Guaranteed Obligations had become past due in the event that Guarantor shall make an assignment for the benefit of his/her creditors or a composition with creditors, shall be unable or admit in writing his/her inability to pay, or shall generally fail to pay, his/her debts as they mature, shall file a petition commencing a voluntary case concerning Guarantor under any chapter of Title 11 of the United States Code entitled “Bankruptcy”; or an involuntary case shall be commenced against Guarantor under any such chapter and relief is ordered against him or the petition is controverted but is not dismissed within sixty (60) days after the commencement of such case. In the event that Guarantor should breach or fail to timely perform any provisions of this guaranty, Guarantor shall, immediately upon demand by Enhanced Logistics 21, pay Enhanced Logistics 21 all costs and expenses (including court costs and reasonable attorneys’ fees) incurred by Enhanced Logistics 21 in the enforcement hereof or the preservation of Enhanced Logistics 21’s rights hereunder. The covenant contained in this Paragraph 9 shall survive the payment of the Guaranteed Obligations.
  10. Credit information. Guarantor authorizes Enhanced Logistics 21 to investigate Guarantor’s credit and business affairs. Guarantor agrees that Enhanced Logistics 21 may request consumer reports and other available credit reports about Guarantor in connection with this application, when Enhanced Logistics 21 is reviewing, updating or collecting credit from the Customer or Guarantor in the future, and as otherwise permitted by applicable law. Upon Guarantor’s request, Enhanced Logistics 21 will inform Guarantor if a consumer report was requested and the name and address of any reporting agency that furnished any such consumer report.
  11. Payment and performance. Payment is due at the physical location of Enhanced Logistics 21 specified in the Credit Agreement or at such other address as Enhanced Logistics 21 may designate in writing from time to time. In each instance, Enhanced Logistics 21’s rights and remedies under this guaranty, and amounts collected hereunder, are subject to and automatically constrained by applicable law.
  12. No Waiver. No failure by Enhanced Logistics 21 to exercise, and no delay in exercising, any right, remedy or power hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy or power hereunder preclude any other or further exercise thereof or the exercise of any other right. The unenforceability or invalidity of any provision of this guaranty shall not affect the enforceability or validity of any other provision herein.
  13. Condition of Customer. Guarantor acknowledges and agrees that he/she has the sole responsibility for, and has adequate means of, obtaining from Customer such information concerning the financial condition, business and operations of Customer as Guarantor requires, and that Enhanced Logistics 21 has no duty, and Guarantor is not relying on Enhanced Logistics 21 at any time, to disclose to Guarantor any information relating to the business, operations or financial condition of Customer. Guarantor represents and warrants as follows: (a) Guarantor has the power and authority and legal right to execute, deliver, and perform its obligations under this guaranty and this guaranty constitutes the legal, valid, and binding obligation of Guarantor, enforceable against Guarantor in accordance with its terms, except as limited by bankruptcy, insolvency, or other laws of general application relating to the enforcement of creditor’s rights, (b) Guarantor has received or will receive direct or indirect benefit from the making of this Guaranty and the creation of the Guaranteed Obligations, (c) the value of the consideration received and to be received by Guarantor hereunder is reasonably worth at least as much as the liability and obligation of Guarantor hereunder, (d) that Enhanced Logistics 21 has made no representations to Guarantor in order to induce Guarantor to execute this guaranty, (e) the execution, delivery, and performance by Guarantor of this guaranty do not and will not violate or conflict with any law, rule, or regulation or any order, writ, injunction, or decree of any court, governmental authority or agency, or arbitrator and do not and will not conflict with, result in a breach of, or constitute a default under, or result in the imposition of any lien upon any assets of Guarantor pursuant to the provisions of any indenture, mortgage, deed of trust, security agreement, franchise, permit, license, or other instrument or agreement to which Guarantor or its properties are bound, and (f) no authorization, approval, or consent of, and no filing or registration with, any court, governmental authority, or third party is necessary for the execution, delivery, or performance by Guarantor of this guaranty or the validity or enforceability thereof.
  14. Governing law; forum for disputes. The parties choose the law of the state specified in the Credit Agreement to govern all aspects of this guaranty and all transactions between them, without regard to the conflicts of law provisions of that state. They designate the federal and state courts of that state as the exclusive place of venue and jurisdiction for any dispute between them; and Guarantor waives any right they may have to transfer or change venue regarding Guarantor’s obligations to Enhanced Logistics 21.
  15. Other provisions. This guaranty is binding upon Guarantor and Guarantor’s heirs, successors, assigns, representatives and survivors, and inures to the benefit of Enhanced Logistics 21. This guaranty may be assigned by Enhanced Logistics 21 without notice to Guarantor. If this guaranty is executed by more than one person, each person’s obligations as a Guarantor hereunder shall be joint and several and all references to the singular are considered to include the plural.
  16. Amendments. No provision of this guaranty may be waived, amended, supplemented or modified, except by a written instrument executed by Enhanced Logistics 21 and Guarantor making specific reference to the change to be made, and any attempted waiver, amendment, supplement or modification hereof, except by such a written instrument, shall be deemed null and void and of no effect.
  17. WAIVER OF JURY TRIAL; FINAL AGREEMENT. TO THE EXTENT ALLOWED BY APPLICABLE LAW, GUARANTOR AND ENHANCED LOGISTICS 21 EACH WAIVE TRIAL BY JURY WITH RESPECT TO ANY ACTION, CLAIM, SUIT OR PROCEEDING ON OR ARISING OUT OF THIS GUARANTY. THIS GUARANTY REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE PARTIES.

USE OF A CORPORATE TITLE SHALL IN NO WAY LIMIT THE PERSONAL LIABILITY OF THE PERSONAL GUARANTEE SIGNATORY