This Agreement will be governed by the internal substantive laws, but not the choice of law rules of the State of Delaware, U.S.A. For purposes of litigating any dispute that arises directly or indirectly from the relationship of the parties evidenced by this grant or the Agreement, the parties hereby submit to and consent to the exclusive jurisdiction of the State of California, U.S.A., and agree that such litigation will be conducted only in the courts of Santa Clara County, California, U.S.A. or the federal courts of the United States for the Northern District of California, and no other courts, where this grant is made or to be performed.