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This Agreement is governed by and shall be construed in accordance with the laws of Japan without regard to its conflicts of laws principles. In the event a dispute arises under or in connection with this Agreement, you hereby consent to personal jurisdiction of Japan and waive any objection that such forum is inconvenient. You further consent to service of process in any action arising from this Agreement by regular mail or other commercially reasonable means of receipted delivery. If any provision of the Agreement shall be determined invalid for any reason, the remaining provisions shall not be invalidated and shall remain in full force and effect. This Agreement sets forth the entire agreement and understanding between you and Nikon, and supersedes and replaces any other agreements relating to the subject matter of this Agreement. The failure of any party to insist upon strict performance of any of the terms or provisions of this Agreement, or the exercise of any option, right or remedy contained herein, shall not be construed as a waiver of any future application of such term, provision, option, right or remedy, and such term, provision, option, right or remedy shall continue and remain in full force and effect. The headings of the sections of this Agreement are inserted for convenience only and shall not constitute a part hereof or affect in any way the meaning or interpretation of this Agreement. Except as otherwise expressly provided herein, the provisions of section 3 and section 4 together with any provisions that by their express terms apply to periods after termination of this Agreement, shall survive termination of this Agreement for any reason.

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