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<br />7. Waiver or Modification Ineffective Unless in Writin4. <br />It is further agreed that no waiver or modification of this Agreement or of <br />any covenant, condition, or limitation herein contained shall be valid unless in writing <br />and duly executed by the party to be charged therewith and that no evidence of any <br />waiver or modification shall be offered or received in evidence in any proceeding, <br />arbitration, or litigation between the parties hereto arising out of or affecting this <br />Agreement, or the rights or obligations of any party hereunder, unless such waiver or <br />modification is in writing, duly executed as aforesaid, and the parties further agree that <br />the provisions of this paragraph may not be waived except as herein set forth. <br />8. Contract Governed by Law of State of Ohio. <br />? <br />The.parties hereto agree that it is their intention and covenant that this <br />i <br />J Agreement and performance hereunder and all suits and special proceeding hereunder <br />be construed in accordance with and under and pursuant to the laws of the State of <br />Ohio and that in any action, special proceedings, or other proceedings that may be <br />brought arising out of, in connection with, or by reason of this Agreement, the laws of <br />the State of Ohio shall be applicable and shall govern to the exclusion of the law of any <br />other forum, without regard to the jurisdiction in which any action or special proceeding <br />may be instituted. <br />9. Entire agreement. This Agreement contains the entire <br />understanding of the parties with respect to the subject matter hereof. This Agreement <br />supersedes all prior oral Agreements and undertakings among the parties with respect <br />_ to the subject matter hereof. <br />-? <br />? <br />? 4