the State of California Uses in Governing Law Clause

Governing Law from Secured Promissory Note

FOR VALUE RECEIVED, SMITH MICRO SOFTWARE, INC., a Delaware corporation ("Payor"), promises to pay to the order of STEVEN L. ELFMAN AND MONIQUE P. ELFMAN, JT/WROS, or their assigns (collectively, "Holder"), the principal sum of One Million Dollars ($1,000,000) ("principal") with interest on the outstanding principal amount at the rate of twelve percent (12%) per annum ("interest") (computed by applying a daily rate equal to 1/365 of the per annum rate to the number of actual calendar days elapsed) or, if less, at the highest rate of interest then permitted under applicable law. Interest shall commence with the date hereof and shall continue on the outstanding principal balance until paid in accordance with the provisions hereof.

Governing Law. This Note is to be construed in accordance with and governed by the internal laws of the State of California without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the internal laws of the State of California to the rights and duties of Payor and the Holder. All disputes and controversies arising out of or in connection with this Note shall be resolved exclusively by the state and federal courts located in Orange County in the State of California, and each of Payor

Governing Law from Secured Promissory Note

FOR VALUE RECEIVED, SMITH MICRO SOFTWARE, INC., a Delaware corporation ("Payor"), promises to pay to the order of WILLIAM W. SMITH, JR. AND DIEVA L. SMITH, JT/WROS, or their assigns (collectively, "Holder"), the principal sum of One Million Dollars ($1,000,000) ("principal") with interest on the outstanding principal amount at the rate of twelve percent (12%) per annum ("interest") (computed by applying a daily rate equal to 1/365 of the per annum rate to the number of actual calendar days elapsed) or, if less, at the highest rate of interest then permitted under applicable law. Interest shall commence with the date hereof and shall continue on the outstanding principal balance until paid in accordance with the provisions hereof.

Governing Law. This Note is to be construed in accordance with and governed by the internal laws of the State of California without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the internal laws of the State of California to the rights and duties of Payor and the Holder. All disputes and controversies arising out of or in connection with this Note shall be resolved exclusively by the state and federal courts located in Orange County in the State of California, and each of Payor

Governing Law from Stock Option Plan

Governing Law. To the extent not governed by the laws of the United States, this Plan shall be governed by and construed in accordance with the laws of the State of California.

Governing Law from Employee Stock Purchase Plan

The following constitute the provisions of the 2000 Employee Stock Purchase Plan of DURECT Corporation, as amended and restated effective as of the Restatement Effective Date (as defined below).

Governing Law. The Plan is to be construed in accordance with and governed by the internal laws of the State of California (as permitted by Section 1646.5 of the California Civil Code, or any similar successor provision) without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the internal laws of the State of California to the rights and duties of the parties, except to the extent the internal laws of the State of California are superseded by the laws of the United States. Should any provision of the Plan be determined by a court of law to be illegal or unenforceable, the other provisions shall nevertheless remain effective and shall remain enforceable.

Governing Law from Employment Agreement

This Employment Agreement (this "Agreement") is made and entered into as of June 13, 2017 (the "Effective Date") by and between CytRx Corporation, a Delaware corporation ("Employer"), and Dr. Shanta Chawla, M.D., an individual and resident of the State of California ("Employee").

Governing Law. This Agreement is and shall be governed and construed in accordance with the laws of the State of California without giving effect to California's choice-of-law rules.

Governing Law from Management Services Agreement

THIS MANAGEMENT SERVICES AGREEMENT (this "Agreement"), effective as of the last date provided on the signature page (the "Effective Date"), is made by and between Eton Pharmaceuticals, Inc., a Delaware corporation (the "Company") and Imprimis Pharmaceuticals, Inc., a Delaware corporation (the "Manager").

Governing Law. The subject matter of this Agreement shall be governed by and construed in accordance with the laws of the State of California (without reference to its choice of law principles), and to the exclusion of the law of any other forum, without regard to the jurisdiction in which any action or special proceeding may be instituted. EACH PARTY HERETO AGREES TO SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF THE STATE AND/OR FEDERAL COURTS LOCATED IN SAN DIEGO COUNTY, CALIFORNIA FOR RESOLUTION OF ALL DISPUTES ARISING OUT OF, IN CONNECTION WITH, OR BY REASON OF THE INTERPRETATION, CONSTRUCTION, AND ENFORCEMENT OF THIS AGREEMENT, AND HEREBY WAIVES THE CLAIM OR DEFENSE THEREIN THAT SUCH COURTS CONSTITUTE AN INCONVENIENT FORUM. AS A MATERIAL INDUCEMENT FOR THIS AGREEMENT, EACH PARTY SPECIFICALLY WAIVES THE RIGHT TO TRIAL BY JURY OF ANY ISSUES SO TRIABLE.

Governing Law from Promissory Note

FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, on this 2nd day of June, 2017 (the "Issuance Date"), International Stem Cell Corporation, a Delaware corporation, with offices located at 5950 Priestly Drive, Carlsbad, CA 92008 (the "Borrower"), hereby unconditionally promises to pay to the order of Andrey Semechkin or his assigns (the "Noteholder"), the principal amount of two million dollars ($2,000,000) (the "Loan"), together with all accrued interest thereon, as provided in this Promissory Note (the "Note").

Governing Law. This Note and any claim, controversy, dispute or cause of action based upon, arising out of or relating to this Note, and the transactions contemplated hereby, shall be governed by the laws of the State of California.

Governing Law from Dealer Manager Agreement

This Amendment No. 1 to Dealer Manager Agreement and Participating Dealer Agreement (this Amendment) is made and entered into as of this 25th day of May, 2017 by and among Strategic Storage Trust IV, Inc., a Maryland corporation (the Company) and Select Capital Corporation, a California corporation (the Dealer Manager).

Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of California.

Governing Law from Employee Stock Purchase Plan

Governing Law. The Plan is to be construed in accordance with and governed by the internal laws of the State of California (as permitted by Section 1646.5 of the California Civil Code, or any similar successor provision) without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the internal laws of the State of California to the rights and duties of the parties, except to the extent the internal laws of the State of California are superseded by the laws of the United States. Should any provision of the Plan be determined by a court of law to be illegal or unenforceable, the other provisions shall nevertheless remain effective and shall remain enforceable.

Governing Law from Amendment to Office Lease

This Seventh Amendment to Office Lease (the Seventh Amendment), dated May 18, 2017, is made by and between DOUGLAS EMMETT 2008, LLC, a Delaware limited liability company (Landlord), and BLACKLINE SYSTEMS, INC., a California corporation (Tenant).

Governing Law. The provisions of this Seventh Amendment shall be governed by the laws of the State of California.