All terms and conditions set forth in the Agreement that are not amended hereby shall remain in full force and effect. This Second Amendment shall be governed by and construed in accordance with the substantive law of the State of Illinois, without regard to the conflicts of law provisions thereof, and any dispute arising out of or in connection with this Second Amendment shall be governed by the alternative dispute resolution provisions of Exhibit 9.11 of the Agreement. This Second Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which will constitute one and   the same instrument. This Second Amendment is the product of both of the Parties hereto and, in the event of a dispute over its interpretation, the language of this Second Amendment will not be construed against one Party in favor of the other. This Second Amendment together with the Agreement and the Amendment dated September 30, 2013 constitute the entire agreement between such Parties pertaining to the subject matter hereof, and merges all prior negotiations and drafts of the Parties with regard to the transactions contemplated herein. From the date hereof, any reference to the Agreement shall be deemed to refer to the Agreement as amended by this Second Amendment.