This Agreement and all related documents, and all matters arising out of or relating to this Agreement, are governed by, and construed in accordance with, the laws of the State of New York, United States of America, without regard to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of New York.

This Agreement and all related documents, and all matters arising out of or relating to this Agreement, areshall be governed by,by and construed in accordance with,with the laws of the State of New York, UnitedYork (United States of America,America) without regard to theprinciples of conflict of laws provisions thereof tothat would specify the extent such principles or rules would require or permit the applicationuse of the laws of any jurisdiction other than those of the State of New York.laws.

Governing Law. This Agreement andshall be governed in all related documents, and all matters arising out of or relating to this Agreement, are governedrespects by, and construed in accordance with, the laws of the State of New York, United StatesYork (without giving effect to its principles of America, without regard to the conflictconflicts of laws provisions thereoflaws, to the extent such principles or rules would require or permit the application of the laws of anya jurisdiction other than those of the State of New York.York).

Governing Law. This Agreement and all related documents, and all matters arising out of or relating to this Agreement, areshall be governed by,by and construed in accordance with,with the laws of the State of New York, United States of America,York without regard to theany provisions thereof relating to conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of New York.laws.

This Agreement shall be deemed to have been made in the State of New York and all related documents, and all matters arising out of or relating to this Agreement, areshall be governed by,by and construed in accordance with,with the laws of the State of New York, United States of America,York without regard to the conflict of laws provisions thereof to the extent such principles orlaw rules would require or permit the application of the laws of any jurisdiction other than those of the State of New York.thereof.

This Agreement and all related documents, and all matters arising out of or relating to this Agreement, areshall be governed by, and construed in accordance with,with the laws of the State of New York, United States of America, without regard to the conflictprinciples of laws provisions thereof to the extent such principles or rules would require or permit the applicationconflicts of the laws of any jurisdiction other than those of the State of New York.law.

This Agreement and all related documents, and all matters arising out of or relating to this Agreement, arewill be governed by,by and construed in accordance with,with the laws of the State of New York, United States of America,York without regard to the conflictconflicts of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of New York.law principles.

This Agreement and all related documents, and all matters arising out of or relating to this Agreement, areshall be governed by,by and construed in accordance with,with the internal laws of the State of New York, United States of America,York without regardgiving effect to theany choice or conflict of laws provisions thereof to the extent such principleslaw provision or rules would require or permit the application of the laws of any jurisdiction other than thoserule (whether of the State of New York.York or any other jurisdiction).

Governing Law. This Agreement and all related documents, and all matters arising out of or relating to this Agreement, areshall be governed by,by and construed in accordance with,with the laws of the State of New York, United States of America, without regard to the conflictconflicts of laws provisionsprinciples thereof to the extent such principles or rulesthat would require or permitdirect the application of the laws of any jurisdiction other than those of the State of New York.jurisdiction.

This Agreement and all related documents,the rights of the parties shall be construed and all matters arising out of or relating to this Agreement, are governed by, and construedenforced in accordance with,with the laws of the State of New York, United States of America, without regardgiving effect to the conflictits conflicts of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of New York.principles.