Governing Law, Severability. This Agreement shall be governed by the laws of the State of Texas and venue shall be within the courts of competent jurisdiction in Harris County, Texas. The invalidity or unenforceability of any provision of the Agreement shall not affect the validity or enforceability of any other provision.

Governing Law, Severability. ThisApplicable Law; Venue: The validity, interpretation, construction and performance of this Agreement shallwill be governed exclusively by and construed in accordance with the substantive laws of the State of Texas and venueTexas, without giving effect to the principles of conflict of laws of such state. Any suit, action or other legal proceeding arising out of this Agreement shall be withinbrought in the courtsUnited States District Court for the Southern District of competentTexas, Houston Division, or, if such court does not have jurisdiction or will not accept jurisdiction, in any court of general jurisdiction in Harris County, Texas. The invalidity or unenforceabilityEach of Executive and [[Corporate Group:Organization]] consents to the jurisdiction of any provisionsuch court in any such suit, action, or proceeding and waives any objection that it may have to the laying of the Agreement shall not affect the validity or enforceabilityvenue of any other provision.such suit, action, or proceeding in any such court.