Interpretation; Choice of Law and Venue. The Award, to the extent not otherwise governed by the laws of the United States, shall be governed by the laws of the State of Washington without giving effect to principles of conflicts of law. By executing the Award Notice, you irrevocably consent to the nonexclusive jurisdiction and venue of the state and federal courts located in the State of Washington. If there is any discrepancy between the terms and conditions of this Award Agreement and the terms and conditions of the Plan, the terms and conditions of the Plan shall control.
Interpretation; Choice of Law and Venue. The Agreement shall be interpreted under and governed by the laws of the Province in which you reside and the federal laws of Canada applicable therein, as set out on the front page hereof, and headings are for convenience only and shall not be referred to in interpretation of this agreement. If you do not reside in Canada, this Agreement is governed by the laws of the Province of Ontario. Regardless of the place of your permanent residence, you consent to the exclusive jurisdiction of the courts of the province or territory in which you received the Repairs, without any regard for conflict of laws principles. If any provision hereof or the application of any provision to any person or circumstances is held invalid, void, or unenforceable in accordance with the laws of the jurisdiction applicable to you, the remainder hereof and the application of such provision to other persons or circumstances shall remain valid and enforceable. Notwithstanding any other provisions of this Agreement or any other document entered into in connection with this Agreement, you shall not be obliged to make any payments of interest or other amounts payable to Us hereunder or under any other document entered into in connection with this Agreement in excess of an amount or rate which would be prohibited by law or would result in the receipt by Us of interest at a criminal rate (as the terms “interest” and “criminal rate” are defined under the Criminal Code (Canada)) or which would contravene any local usury laws which may be applicable to any obligations of you to Us under or in connection with this Agreement. In the event of any such provision, such amount or rate shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not result in receipt by Us of “interest” at a “criminal rate”, such adjustment to be effected, to the extent necessary (but only to the extent necessary), by reducing (i) any fees, commissions, premiums, and other amounts required to be paid to or on behalf of Us which would constitute interest for purposes of the Criminal Code (Canada), or (ii) the amount or rate of interest required to be paid to us, as elected by us, and any amount previously paid by you which is included in such reduction shall be returned or credited to you.
