Common use of Choice of Law Dispute Resolution Jurisdiction Clause in Contracts

Choice of Law Dispute Resolution Jurisdiction. The validity, construction, and performance of this Agreement shall be governed by U.S. federal law and the laws of the State of California as applied to contracts entered into and wholly performed therein by residents thereof, without reference to conflict-of-laws principles. The Parties further agree that any non-contractual cause of action that either Party may assert, including but not limited to trademark infringement, trademark dilution, passing off, false designation of origin, unfair competition, and other non-contractual causes of action, will be governed by U.S. federal law and the law of the State of California, without reference to conflict-of-laws principles. Except as expressly set forth in Section 12.3 of this Agreement, any dispute arising between the parties out of this Agreement shall first be subject to the conflict resolution process set forth in Alliance’s XX XxX Certification Program Reference Guide (which conflict resolution process is hereby incorporated into and made a part of this Agreement by this reference). In the event that a conflict is not ultimately resolved under the conflict resolution process, the parties agree that, after exhausting the conflict resolution process, any dispute arising out of this Agreement shall be brought exclusively in, and the Parties consent to personal and exclusive jurisdiction of and venue in, the state and federal courts located within the State of California.