Common use of Choice of Law Clause in Contracts

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State state of Delaware, without regard giving effect to the conflict choice of laws principles provisions thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as such laws are applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereofin such State.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, Delaware without regard to the conflict of laws law principles thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions the rights of the parties arising hereunder construed and enforced in accordance with with, the laws of the State of Delaware, as applied Delaware without reference to contracts between Delaware residents, entered into and to be performed entirely within principles of conflict of laws. To the extent that the applicable laws of the State of DelawareDelaware conflict with the applicable provisions of the 1940 Act, without regard to the conflict of laws principles thereoflatter shall control.

Choice of Law. This Agreement shall be subject to and governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within excluding any conflicts-of-law rule or principle that might refer the State construction or interpretation of Delaware, without regard this Agreement to the conflict laws of laws principles thereofanother state.

Choice of Law. This Agreement Agreement, and all rights, remedies, liabilities, powers and duties of the parties to this Agreement, shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within in the State of Delaware, Delaware without regard to the conflict principles of laws principles thereofconflicts of laws.

Choice of Law. This Agreement shall will be governed by and its provisions construed interpreted and enforced in accordance with under the laws of the State state of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, (without regard to the conflict its conflicts or choice of laws principles thereoflaw principles).

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with and be governed by the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions shall be construed and enforced in accordance with with, the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with is entered into under the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to shall be performed entirely within the State of Delaware, construed and interpreted thereunder (without regard to the conflict of laws principles thereofits conflict-of-law principles).

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with is entered into under the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to shall be performed entirely within the State of Delaware, construed and interpreted thereunder (without regard to the its conflict of laws principles thereoflaw principles).

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as such laws are applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereofin such jurisdiction.

Choice of Law. This Agreement shall be governed by by, and its provisions the rights of the parties arising hereunder construed and enforced in accordance with with, the laws of the State of Delaware, as applied Delaware without reference to contracts between Delaware residents, entered into principles of conflict of laws and to be performed entirely within the 1940 Act. To the extent that the applicable laws of the State of DelawareDelaware conflict with the applicable provisions of the 1940 Act, without regard to the conflict of laws principles thereoflatter shall control.

Choice of Law. This Agreement shall be governed by and its provisions ------------- construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This The validity, interpretation, performance and enforcement of this Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced the provisions thereof interpreted under and in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws law principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the domestic laws of the State of Delaware, as applied without giving effect to contracts between any choice of law or conflict of law provision or rule (whether of the State of Delaware residents, entered into and to be performed entirely within or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the internal laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, and without regard to the conflict choice of laws principles thereoflaw principles.

Choice of Law. This Agreement Agreement, and all rights, remedies, liabilities, ------------- powers and duties of the parties to this Agreement, shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within in the State of Delaware, Delaware without regard to the conflict principles of laws principles thereofconflicts of laws.

Choice of Law. This Except for that body of law governing choice of law, this Agreement shall be governed by by, and its provisions construed and enforced in accordance with the with, substantive laws of the State of Delaware, as applied to contracts Delaware which govern transactions between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced interpreted in accordance with the internal laws of the State of Delaware. The Executive and the Company consent to non-exclusive personal jurisdiction in any state and, as applied to contracts between Delaware residentsif otherwise permitted by law, entered into and to be performed entirely within federal court situated in the State of Delaware, without regard Delaware for the resolution of all claims arising under this Agreement that are subject to the conflict of laws principles thereofresolution in court rather than through arbitration.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as such laws are applied to contracts between Delaware residents, entered into and to be performed entirely within in such state. Please acknowledge receipt of this Agreement by signing the State enclosed copy of Delaware, without regard this Agreement in the space provided below and returning it promptly to the conflict Secretary of laws principles thereofthe Company. BANCTEC, INC.

Choice of Law. This The validity, construction and performance of this Agreement and all matters directly or indirectly arising hereunder shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict choice of laws principles thereofprovisions, and the Company and the Executive irrevocably consent to the exclusive jurisdiction and venue of the federal and state courts located within Delaware, and courts with appellate jurisdiction therefrom, in connection with any matter based upon or arising out of this Agreement.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Except as necessary to ensure compliance with the Act, this Agreement shall be governed by and its provisions construed and enforced in accordance with under the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, entered into if this Agreement were executed in and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall and the Notes, and all matters arising out of or relating to this Agreement, whether sounding in contract, tort, or statute will be governed by and its provisions construed and enforced in accordance with the internal laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard giving effect to the conflict of laws provisions thereof to the extent such principles thereofor rules would require or permit the application of the laws of any jurisdiction other than those of the State of Delaware.

Choice of Law. This Agreement shall will be governed by and its provisions construed and enforced in accordance with the laws of the State of DelawareDelaware Law, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be subject to and governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied excluding any conflicts-of-law rule or principle that might refer the construction or interpretation of this Agreement to contracts between Delaware residentsthe laws of another state. Subject to Article 26, entered into the Parties agree to the venue and to be performed entirely within jurisdiction of the federal or state courts located in the State of Delaware, without regard to Delaware for the conflict adjudication of laws principles thereofall disputes arising out of this Agreement.

Choice of Law. This Agreement shall be governed by and its ------------- provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the substantive laws of the State of Delaware, as applied to contracts between Delaware residents, entered into though all acts and to be performed entirely within the State of omissions related hereto occurred in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be subject to and governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied excluding any conflicts-of-law rule or principle that might refer the construction or interpretation of this Agreement to contracts between Delaware residentsthe laws of another state. Subject to Article 22, entered into the Parties agree to the venue and to be performed entirely within jurisdiction of the federal or state courts located in the State of Delaware, without regard to Delaware for the conflict adjudication of laws principles thereofall disputes arising out of this Agreement.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws law of the State of DelawareDelaware (regardless of the laws that might otherwise govern under applicable Delaware principles of conflicts of law) as to all matters, as applied including but not limited to contracts between Delaware residentsmatters of validity, entered into construction, effect, performance and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereofremedies.

Choice of Law. This The validity, interpretation, construction and performance of this Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement and its application shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as such laws are applied to contracts between Delaware residents, entered into and to be performed entirely within in such state. Please acknowledge receipt of this Agreement by signing the State enclosed copy of Delaware, without regard this Agreement in the space provided below and returning it promptly to the conflict Secretary of laws principles thereof.the Company. BANCTEC, INC. BY:

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the internal laws of the State of Delaware, as applied Delaware applicable to contracts between Delaware residents, entered into made and to be performed entirely wholly within the State of Delaware, without regard giving effect to the conflict of laws principles provisions thereof.

Choice of Law. This Agreement shall be governed by and its provisions ------------- construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by construed, interpreted and its provisions construed and enforced the rights of the parties determined in accordance with the laws of the State of Delaware, as applied to contracts between agreements among Delaware residents, residents entered into and wholly to be performed entirely within the State of Delaware, Delaware (without regard reference to any choice of law rules that would require the conflict application of the laws principles thereofof any other jurisdiction).

Choice of Law. This Agreement shall be governed by and its provisions ------------- construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall will be governed by and its provisions construed and enforced in accordance with under the laws of the State of Delaware, Delaware in all respects as such laws are applied to contracts between agreements among Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard giving effect to the conflict of laws law principles thereof.

Choice of Law. This The interpretation, performance and enforcement of this Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied Delaware applicable to contracts between Delaware residents, entered into made and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereoftherein.

Choice of Law. This Agreement and the transactions contemplated hereby shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as applied without giving effect to contracts between any choice of law or conflict of law rules or provisions (whether of the State of Delaware residents, entered into and to be performed entirely within or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied without regard to contracts between the choice of law provisions of the State of Delaware residents, entered into or any other jurisdiction. Each party consents to the exclusive jurisdiction and to be performed entirely venue of the state and federal courts within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be subject to and governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall will be governed by and its provisions construed and enforced in accordance with the internal laws of the State of Delaware, as applied without giving effect to contracts between any choice of law or conflict of law provision or rule (whether of the State of Delaware residents, entered into and to be performed entirely within or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall and the transactions contemplated hereby will be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied Delaware that are applicable to contracts between Delaware residents, entered into made in and to be performed entirely within the State of solely in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall will be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied Delaware that are applicable to contracts between Delaware residents, entered into made in and to be performed entirely within the State of solely in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its ------------- provisions construed and enforced in accordance with the internal laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, and without regard to the conflict choice of laws principles thereoflaw principles.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with is made under the laws of the State of Delaware, as applied to contracts between Delaware residentsand for all purposes shall be governed by and construed in accordance with the laws of that State, entered into and to be performed entirely within the State of Delawareincluding, without regard to limitation, the conflict validity of laws principles thereofthis Agreement, the construction of its terms, and the interpretation of the rights and obligations of the parties hereto.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the substantive laws of the State of DelawareDelaware and the federal laws of the United States of America applicable therein, as applied to contracts between Delaware residents, entered into though all acts and to be performed entirely within the State of omissions related hereto occurred in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied Delaware applicable to contracts between Delaware residents, entered into agreements made and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereoftherein.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced interpreted in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict principles of laws principles thereofconflicts of law. Each of the Company and Investor hereby submit to the exclusive jurisdiction of the United States Federal and state courts located in Delaware with respect to any dispute arising under the Transaction Documents or in connection herewith or the transactions contemplated hereby or thereby.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement and all matters or issues collateral hereto shall be governed by and its provisions construed and enforced in accordance with with, and governed by, the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with interpreted according to the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement and its application shall be governed by and its provisions construed and enforced in accordance with the laws of the State state of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware, as such laws are applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereofin such state.

Choice of Law. This Agreement shall be governed by and its provisions ------------- construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by by, and its provisions construed and enforced in accordance with with, the laws of the State of Delaware without regard to its principles of conflicts of law. Except as otherwise provided herein, ConocoPhillips and Xxxxxxxx 66, each on behalf of itself and the members of its respective Group, hereby irrevocably submit to the exclusive jurisdiction of the United States District Court for the Delaware, as applied to contracts between Delaware residentsor absent subject matter jurisdiction in that court, entered into and to be performed entirely within the state courts of the State of DelawareDelaware for all actions, without regard to the conflict of laws principles thereofsuits or proceedings arising in connection with this Agreement.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, California residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the substantive laws of the State of DelawareDelaware and the federal laws of the United States of America applicable therein, as applied to contracts between Delaware residents, entered into though all facts and to be performed entirely within the State of omissions related hereto occurred in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by interpreted and its provisions construed and enforced in accordance with and shall be governed by the laws of the State of DelawareDelaware and, as applied to contracts between Delaware residentswhen applicable, entered into and to be performed entirely within the State laws of Delaware, without regard to the conflict of laws principles thereofUnited States.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the internal laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This The validity, construction and performance of this Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed by, construed, interpreted and enforced in accordance with according to the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions ------------- construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, Delaware without regard to the conflict of laws law principles thereof.

Choice of Law. This Agreement shall will be governed by and its provisions construed and enforced in accordance with the laws Laws of the State of Delaware, as applied Delaware that are applicable to contracts between Delaware residents, entered into made in and to be performed entirely within the State of solely in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard parties submit to the conflict exclusive jurisdiction of laws principles thereofthe courts of Delaware in respect of all disputes arising hereunder.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with under the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall will be governed by and its provisions construed and enforced in accordance with under the laws of the State of Delaware, Delaware in all respects as such laws are applied to contracts between agreements among Delaware residents, residents entered into and to be performed entirely within Delaware, without giving effect to conflict of law principles thereof. The parties agree that any action brought by either party under or in relation to this Agreement, including without limitation to interpret or enforce any provision of this Agreement, will be brought in, and each party agrees to and does hereby submit to the jurisdiction and venue of the Chancery Court of the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed governed, construed, interpreted and enforced in accordance with the substantive laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to conflicts of law principles. The parties hereto irrevocably agree to submit to the conflict jurisdiction and venue of laws principles thereofthe federal and state courts located in Delaware in any court action or proceeding brought with respect to or in connection with this Agreement.

Choice of Law. This Agreement and all rights and liabilities of the parties hereto with reference to the partnership shall be subject to and governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between agreements among Delaware residents, residents to be entered into and to be performed entirely entirety within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement is made and shall be governed by and its provisions construed and enforced in accordance with pursuant to the laws of the State of Delaware, as applied . It is the intent of the Parties that this Agreement may be disclosed to contracts between Delaware residents, entered into a court of law and to be performed entirely within that the State terms of Delaware, without regard to the conflict Agreement are binding upon the Parties in a court of laws principles thereoflaw.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with under the laws of the State of Delaware, Delaware in all respects as such laws are applied to contracts between agreements among Delaware residents, residents entered into and to be performed entirely within Delaware, without giving effect to conflict of law principles thereof. The parties agree that any action brought by any Party under or in relation to this Agreement, including without limitation to interpret or enforce any provision of this Agreement, shall be brought in, and each Party agrees to and does hereby submit to the jurisdiction and venue of, any state or federal court located in the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, Delaware without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied without regard to contracts between Delaware residents, entered into principals of conflicts of law. Any and to all litigation arising out of this Agreement shall be performed entirely within conducted only in courts located in the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed by, and enforced and construed in accordance with with, the laws Laws of the State of Delaware, as applied Delaware without giving effect to contracts between any choice of Law or conflict of Law rules or provisions (whether of the State of Delaware residents, entered into and to be performed entirely within or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement Agreement, and all rights, remedies, liabilities, powers and duties of the parties to this Agreement, shall be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely exclusively within the State of Delaware, without regard to the conflict principles of laws principles thereofconflicts of laws.

Choice of Law. This The Agreement and any matters relating hereto shall be governed by and its provisions construed and enforced in accordance with the internal laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with and governed by the laws of the State of Delaware, as applied to contracts between Delaware residents, entered into and to be performed entirely within the State United States of Delaware, without regard to the conflict of laws principles thereofAmerica.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with under the laws of the State of Delaware, as applied Delaware applicable to contracts between Delaware residents, entered into made and to be entirely performed entirely within the State in such state. The Act shall govern all partnership aspects of Delaware, without regard to the conflict of laws principles thereofthis Agreement.

Choice of Law. This Agreement shall and the Transactions will be governed by and its provisions construed and enforced in accordance with the laws Laws of the State of Delaware, as applied Delaware that are applicable to contracts between Delaware residents, entered into made in and to be performed entirely within the State of solely in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the laws Laws of the State of Delaware, as applied applicable to contracts between Delaware residents, entered into agreements made and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereofsuch State.

Choice of Law. This Agreement shall will be governed by and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced interpreted in accordance with the laws Laws of the State of Delaware, as applied without giving effect to contracts between the conflicts of law provision or rule (whether of the State of Delaware residents, entered into and to be performed entirely within or any other jurisdiction) that would cause the application of the Laws of any jurisdiction other than the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions ------------- construed and enforced in accordance with the laws of the State of Delaware, Delaware as applied to contracts between Delaware residents, residents entered into and to be performed entirely within the State of Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by deemed to have been made in and its provisions construed and enforced in accordance with the laws of the State of Delaware, as applied United States of America, excluding any choice of law rules that may direct the application of the laws of any other jurisdiction. Any dispute related to contracts between Delaware residents, entered into and to or arising out of this Agreement or any aspect of the parties’ relationship hereunder shall be performed entirely within heard exclusively in the State of courts located in Delaware, without regard to the conflict of laws principles thereof.

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the domestic laws of the State of Delaware, as applied without giving effect to contracts between any choice of law or conflict of law provision or rule (whether of the State of Delaware residents, entered into and to be performed entirely within or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware, without regard to the conflict of laws principles thereof.. * * * * *

Choice of Law. This Agreement shall be governed by and its provisions construed and enforced in accordance with the domestic laws of the State of Delaware, as applied Delaware without giving effect to contracts between any choice of law or conflict of law provision or rule (whether of the State of Delaware residents, entered into and to be performed entirely within or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware, without regard to the conflict of laws principles thereof.