/Docs/F/US/00/Agt/Acquire/Shares/MSPA/Annex/Note/0.md
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Miscellaneous
>- Assignments and Successors
This {_Promissory_Note} may not be assigned or transferred by {_Payee} without the prior written consent of {_Maker}. Any purported assignment or transfer without such prior written consent will be void. Subject to the foregoing, this {_Promissory_Note} will inure to the benefit of the heirs, executors, administrators, legal representatives, successors, and permitted assigns of {_Payee}. - Governing Law
All matters relating to or arising out of this {_Promissory_Note} will be governed by and construed and interpreted under the laws of {Law.State.the}, without regard to conflicts-of-laws principles that would require the application of any other law. - Notices
Any notice required or permitted to be given under this {_Promissory_Note} shall be given in accordance with Section 12.18 of the {_Purchase_Agreement}. - Severability
If any provision of this {_Promissory_Note} is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this {_Promissory_Note} will remain in full force and effect. Any provision of this {_Promissory_Note} held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable.
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