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<br />~ <br /> <br />I . <br /> <br />MAKER AND PAYEE, EACH APTER CONSULTATION WITH FLORIDA <br />COUNSEL, KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY <br />RIGHT EACH MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION <br />ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS NOTE, OR THE <br />TRANSACTIONS OR OBUGA TIONS UNDER WHICH THIS NOTE WAS DELIVERED, <br />OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENT (WHETHER <br />ORAL OR WRITTEN) OR ACTIONS OF ANY PARTY RELATING TO THIS NOTE. <br />MAKER AND PAYEE EACH ACKNOWLEDGE THAT THE PROVISIONS OF THIS <br />PARAGRAPH ARE A MATERIAL INDUCEMENT TO PAYEE'S ACCEPTANCE OF THIS <br />NOTE AND MAKER AGREEING TO TERMS OF THIS NOTE. <br /> <br />No amendment, modification, waiver or discharge of this Note, or any provision of this <br />Note, shall be valid or effective unless in writing and signed by Payee and Maker. <br /> <br />This Note shall be construed in accordance with the internal laws of the State of Florida, <br />exclusive of its choice of law principles, and any suit, action or proceeding arising out of or <br />relating to this Note must be commenced and maintained in a court of competent subject matter <br />jurisdiction in Miami-Dade County, Florida and Maker consents to such jurisdiction and venue <br />and waives all objections (including, without limitation, forum non conveniens) thereto. <br /> <br /> <br />By: <br /> <br />Promissory Note - Dr. Robert M. Cornfeld <br />