Common use of Governing Law; Dispute Resolution; Jurisdiction Clause in Contracts

Governing Law; Dispute Resolution; Jurisdiction. This Agreement shall be deemed to have been made and delivered and performed entirely in the State of California and it shall be governed by and construed in accordance with the laws of the State of California. If any dispute or controversy occurs between the Subscriber and the Company relating to the interpretation, implementation, application, or validity of this Agreement, each party to the dispute or controversy agrees to first attempt a resolution thereof in a non-binding mediation hearing at which individuals with decision-making authority shall attend. The location of the hearing shall be in Los Angeles County, CA, and the parties shall mutually agree upon the mediator shall be. If the parties cannot agree within ten days after receipt of the notice of intention to mediate, the mediator will be appointed by the American Arbitration Association (“AAA”) from its pool of licensed attorney mediators and the hearing shall take place at AAA’s offices in Los Angeles County, California. The costs of the mediator and hearing shall be shared equally by the parties. If the dispute has not been resolved within thirty days of the notice of a desire to mediate, any party may terminate the mediation and proceed to an arbitration hearing to be administered by AAA in accordance with its commercial rules and the Federal Arbitration Act. Nothing herein shall preclude any party from seeking injunctive relief in a court of competent jurisdiction if the party perceives that without such injunctive relief, serious harm may be done to the party. The arbitrator(s) may award attorneys’ fees and costs, as well as AAA arbitrator and administrative expenses, relating to the entire matter or any particular issue, in favor of any prevailing party. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. Evidence and testimony provided in any mediation and/or arbitration hearing, as well as any decisions of the mediator or arbitrator(s) shall be treated as confidential information. The Company and the Subscriber: (i) agree that any legal suit, action or proceeding arising out of or relating to this Subscription Agreement shall be instituted exclusively in a state or federal court in Los Angeles County, California, (ii) waive any objection to venue, and (iii) irrevocably consent to the jurisdiction of a state and federal court in Los Angeles County, California, in any such suit, action or proceeding. The Company and the Subscriber further agree to accept and acknowledge service of any and all process which may be served in any such suit, action or proceeding brought in a state or federal court in Los Angeles County, California, and agree that service of process upon it mailed by certified mail to its address shall be deemed in every respect effective service of process upon it in any suit, action or proceeding.

Governing Law; Dispute Resolution; Jurisdiction. This Agreement shall be deemed to have been made and delivered and performed entirely in the State of California and it shall be governed by and construed in accordance with the laws of the State of California. If any dispute or controversy occurs between the Subscriber and the Company relating to the interpretation, implementation, application, or validity of this Agreement, each party to the dispute or controversy agrees to first attempt a resolution thereof in a non-binding mediation hearing at which individuals with decision-making authority shall attend. The location of the hearing shall be in Los Angeles County, CA, and the parties shall mutually agree upon the mediator shall be. If the parties cannot agree within ten days after receipt of the notice of intention to mediate, the mediator will be appointed by the American Arbitration Association (“AAA”) from its pool of licensed attorney mediators and the hearing shall take place at AAA’s offices in Los Angeles County, California. The costs of the mediator and hearing shall be shared equally by the parties. If the dispute has not been resolved within thirty days of the notice of a desire to mediate, any party may terminate the mediation and proceed to an arbitration hearing to be administered by AAA in accordance with its commercial rules and the Federal Arbitration Act. Nothing herein shall preclude any party from seeking injunctive relief in a court of competent jurisdiction if the party perceives that without such injunctive relief, serious harm may be done to the party. The arbitrator(s) may award attorneys’ fees and costs, as well as AAA arbitrator and administrative expenses, relating to the entire matter or any particular issue, in favor of any prevailing party. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. Evidence and testimony provided in any mediation and/or arbitration hearing, as well as any decisions of the mediator or arbitrator(s) shall be treated as confidential information. The Company and the Subscriber: (i) agree that any legal suit, action or proceeding arising out of or relating to this Subscription Agreement shall be instituted exclusively in a state or federal court in Los Angeles County, California, (ii) waive any objection to venue, and (iii) irrevocably consent to the jurisdiction of a state and federal court in Los Angeles County, California, in any such suit, action or proceeding. The Company and the Subscriber further agree to accept and acknowledge service of any and all process which may be served in any such suit, action or proceeding brought in a state or federal court in Los Angeles County, California, and agree that service of process upon it mailed by certified mail to its address shall be deemed in every respect effective service of process upon it in any suit, action or proceeding.. Opening Night Enterprises/Subscription Agreement & Investor Questionnaire/(2017/18) 12

Governing Law; Dispute Resolution; Jurisdiction. This Agreement shall be deemed to have been made and delivered and performed entirely in the State of California and it shall be governed by and construed in accordance with the laws of the State of California. If any dispute or controversy occurs between the Subscriber and the Company relating to the interpretation, implementation, application, or validity of this Agreement, each party to the dispute or controversy agrees to first attempt a resolution thereof in a non-binding mediation hearing at which individuals with decision-making authority shall attend. The location of the hearing shall be in Los Angeles County, CA, and the parties shall mutually agree upon the mediator shall be. If the parties cannot agree within ten days after receipt of the notice of intention to mediate, the mediator will be appointed by the American Arbitration Association (“AAA”) from its pool of licensed attorney mediators and the hearing shall take place at AAA’s offices in Los Angeles County, California. The costs of the mediator and hearing shall be shared equally by the parties. If the dispute has not been resolved within thirty days of the notice of a desire to mediate, any party may terminate the mediation and proceed to an arbitration hearing to be administered by AAA in accordance with its commercial rules and the Federal Arbitration Act. Nothing herein shall preclude any party from seeking injunctive relief in a court of competent jurisdiction if the party perceives that without such injunctive relief, serious harm may be done to the party. The arbitrator(s) may award attorneys’ fees and costs, as well as AAA arbitrator and administrative expenses, relating to the entire matter or any particular issue, in favor of any prevailing party. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. Evidence and testimony provided in any mediation and/or arbitration hearing, as well as any decisions of the mediator or arbitrator(s) shall be treated as confidential information. The Company and the Subscriber: (i) agree that any legal suit, action or proceeding arising out of or relating to this Subscription Agreement shall be instituted exclusively in a state or federal court in Los Angeles County, California, (ii) waive any objection to venue, and (iii) irrevocably consent to the jurisdiction of a state and federal court in Los Angeles County, California, in any such suit, action or proceeding. The Company and the Subscriber further agree to accept and acknowledge service of any and all process which may be served in any such suit, action or proceeding brought in a state or federal court in Los Angeles County, California, and agree that service of process upon it mailed by certified mail to its address shall be deemed in every respect effective service of process upon it in any suit, action or proceeding.. Opening Night Enterprises/Subscription Agreement & Investor Questionnaire/(2017/18)

Governing Law; Dispute Resolution; Jurisdiction. This Agreement shall be deemed to have been made and delivered and performed entirely in the State of California and it shall be governed by and construed in accordance with the laws of the State of California. If Except with respect to claims arising under the Securities Act, the Exchange Act or otherwise under the federal securities laws of the United States, if any dispute or controversy occurs between the Subscriber and the Company relating to the interpretation, implementation, application, or validity of this Agreement, each party to the dispute or controversy agrees to first attempt a resolution thereof in a non-binding mediation proceed to an arbitration hearing at which individuals with decision-making authority shall attend. The location of the hearing shall to be in Los Angeles County, CA, and the parties shall mutually agree upon the mediator shall be. If the parties cannot agree within ten days after receipt of the notice of intention to mediate, the mediator will be appointed administered by the American Arbitration Association (“AAA”) from its pool of licensed attorney mediators and the hearing shall take place at AAA’s offices in Los Angeles County, California. The costs of the mediator and hearing shall be shared equally by the parties. If the dispute has not been resolved within thirty days of the notice of a desire to mediate, any party may terminate the mediation and proceed to an arbitration hearing to be administered by AAA in accordance with its commercial rules and the Federal Arbitration Act. Nothing herein shall preclude any party from seeking injunctive relief in a court of competent jurisdiction if the party perceives that without such injunctive relief, serious harm may be done to the party. The arbitrator(s) may award attorneys’ fees and costs, as well as AAA arbitrator and administrative expenses, relating to the entire matter or any particular issue, in favor of any prevailing party. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. Evidence and testimony provided in any mediation and/or arbitration hearing, as well as any decisions of the mediator or arbitrator(s) shall be treated as confidential information. The Company and the Subscriber: (i) agree that except with respect to claims arising under the Securities Act, the Exchange Act or otherwise under the federal securities laws, any legal suit, proceeding or cause of action or proceeding arising out of or relating to this Subscription Agreement shall be instituted exclusively in a state or federal court accordance with the arbitration provision set forth herein, which shall be arbitrated in Los Angeles County, California, (ii) waive any objection to venue, and (iii) irrevocably consent to the jurisdiction of a state the AAA, the Federal Arbitration Act and federal court in Los Angeles County, the laws of the State of California, in any such suit, action or proceeding. The Company Without limitation to the foregoing, and strictly for the Subscriber further agree to accept and avoidance of doubt, the Parties acknowledge service of any and all process which may be served in any such suit, action or proceeding brought in a state or federal court in Los Angeles County, California, and agree that service the arbitration provisions set forth in this Section 10 of process upon it mailed by certified mail the Agreement shall not be applicable with respect to its address actions arising under the Securities Act, the Exchange Act or otherwise under the federal securities laws of the United States of America and nothing contained herein shall be deemed in every respect effective service construed as a waiver by Subscriber or otherwise of process upon it in any suit, action or proceeding.Company’s compliance with federal securities laws and the rules and regulations promulgated thereunder. Opening Night Enterprises/Subscription Agreement & Investor Questionnaire/(2017/18) 12