Governing Law and Jurisdiction. This Agreement shall be deemed to have been made and delivered in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects by the internal laws of the State of New York without regard to principles of conflicts of law thereof.

Governing Law and Jurisdiction.Law. This Agreement shall be deemed to have been made and delivered in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects by the internal laws of the State of New York without regardapplicable to principles of conflicts of law thereof.contracts to be wholly performed in said state.

Governing Law and Jurisdiction.Law. This Agreement shall be deemed to have beenbe a contract made and delivered inunder the laws of the State of New York City and for all purposes shall be governed as to validity, interpretation, construction, effect andconstrued in all other respects byaccordance with the internal laws of the State of New YorkYork, without regardgiving effect to principles of conflicts of law thereof.principles that would result in the application of the laws of another jurisdiction.

Governing Law and Jurisdiction.Law. This Agreement shalland any other document or instrument delivered pursuant hereto, and all claims or causes of action that may be deemedbased upon, arise out of or relate to have been made and delivered in New York City and shallthis Agreement will be governed as to validity, interpretation, construction, effectby, and construed under and in all other respects byaccordance with, the internal laws of the State of New YorkYork, without regardreference to principles ofrules relating to conflicts of law thereof.laws.

Governing Law and Jurisdiction.Law. This Agreement shall be deemed to have been madegoverned by and deliveredconstrued in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects byaccordance with the internal laws of the State of New York without regardgiving effect to principles of conflictsany choice or conflict of law thereof.provision or rule (whether of the State of New York or any other jurisdiction).

Governing Law and Jurisdiction.Law. This Agreement shallis to be deemed to have been madeconstrued in accordance with and delivered in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects by the internal laws of the State of New York without regardgiving effect to principles of conflictsany choice of law thereof.rule that would cause the application of the laws of any jurisdiction other than the internal laws of the State of New York to the rights and duties of the parties.

Governing Law and Jurisdiction.Law. This Agreement shall be deemed to have been made and delivered in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects byby, and construed in accordance with, the internal laws of the State of New York without regard(without giving effect to its principles of conflicts of law thereof.laws, to the extent such principles would require or permit the application of the laws of a jurisdiction other than the State of New York).

Governing Law and Jurisdiction.Law. This Agreement shall be deemed to have beenis made and deliveredentered into in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects by the internal laws of the Statestate of New York and shall in all respects be interpreted, enforced, and governed under the laws of said state without regardgiving effect to principles of conflicts of lawconflicting laws or provisions thereof.

Section # Governing Law andLaw; Jurisdiction. (a) This Agreement shall be deemed to have been madegoverned by, and deliveredconstrued in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects byaccordance with, the internal lawsLaws of the State of New York without regardapplicable to principlescontracts executed in and to be performed entirely within that State, regardless of conflictsthe Laws that might otherwise govern under any applicable conflict of law thereof.Laws principles.

Governing Law and Jurisdiction.Law. This Agreement shall be deemed to have been madegoverned by and deliveredconstrued in New York City and shall be governed as to validity, interpretation, construction, effect and in all other respects byaccordance with the internal laws of the State of New YorkYork, without regard to principles of conflicts of law thereof.laws principles thereof that would direct the application of the laws of any other jurisdiction.