Common use of Assignment; Governing Law Clause in Contracts

Assignment; Governing Law. No party may assign this Agreement without the consent of the other party; provided however that it is expressly understood that the Company automatically assigns this Agreement to any successor entity of the Company and no consent of Waksal is required in connection thereto. This Agreement is binding upon, and shall inure to the benefit of, the parties and their respective heirs, executors, administrators, successors and permitted assigns. This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York, without regard to principles of conflicts of laws.