7 This Agreement and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the internal laws of the State of California without application of conflict of laws principles. This Agreement shall not be governed by the United Nations Convention on the International Sale of Goods. The parties hereto consent to the jurisdiction of any court located in Alameda County, State of California and waive any objection to such venue. Should any action, suit or other proceeding become necessary to enforce any of the terms and conditions set forth herein, the prevailing party shall recover all expenses incurred, including attorneys fees, in connection with such action, suit or other proceeding