This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. Each Party submits to the jurisdiction of any courts of the State of Texas in the County of Harris, or of the United States District Court for the Southern District of Texas (Houston Division). Each Party hereby (a) irrevocably waives any objection that it may now or hereafter have to the laying of venue in the courts referred to in this paragraph, (b) irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought therein has been brought in an inconvenient forum, and (c) irrevocably waives right to a trial by jury in any action, proceeding, or counterclaim arising out of, relating to, or in connection with this Agreement or performance hereunder.