Common use of Governing Law; Jurisdiction; Construction Clause in Contracts

Governing Law; Jurisdiction; Construction. This Agreement shall be governed by the internal laws of the State of New York, without regard to any rules of construction that would require application of the laws of another jurisdiction. Any legal proceeding related to this Agreement and permitted under Section 4.7 and Article V hereof must be litigated in an appropriate New York state or federal court, and both the Company and the Employee hereby consent to the exclusive jurisdiction of the State of New York for this purpose. The parties agree that they have been represented by counsel during the negotiation and execution of this Agreement, and accordingly each party waives the application of any law, holding or rule of construction providing that ambiguities in an agreement or other document will be construed against the party responsible for the drafting thereof.