Joint Venture; Limited Agency Uses in Applicable Law Clause

Applicable Law from Convertible Promissory Note

FOR VALUE RECEIVED, Dania Entertainment, LLC, a Delaware limited liability company (the Company), promises to pay to Lakes Florida Development, LLC, a Minnesota limited liability company (the Holder), the principal sum of Four Million Dollars ($4,000,000.00), in lawful money of the United States of America, together with interest thereon as, and under the conditions, set forth herein. This Convertible Promissory Note (this Note) is subject to the following terms and conditions:

Applicable Law. This Agreement shall be interpreted and construed in accordance with the laws of the State (without regard to its conflict of laws provisions) and applicable federal laws.