a. This SSA shall be subject to and governed by the laws of the State of California, without giving effect to provisions or procedures regarding conflicts of laws. Any action or proceeding related to or arising out of this SSA shall be resolved only in a court of competent jurisdiction located in the Santa Clara County, State of California.
b. In the event any provision hereof is held void or unenforceable by any court of competent jurisdiction, then such provision shall be deemed severed from this SSA and shall not affect the remaining provisions hereof.
c. This SSA is the entire agreement and understanding of the Parties with respect to the subject matter hereof, and, when executed by the Parties, supersedes all prior agreements, understandings and communications, either verbal or in writing, between the Parties with respect to the subject matter hereof. In the event any provision of this SSA is judicially or administratively determined to be void or unenforceable by any court of competent jurisdiction, then such provision shall be reformed to most nearly approximate the parties original intent and shall not affect the remaining provisions of this SSA, which will continue in full force and effect.
d. Any failure by a Party to comply with any obligation, agreement or condition herein may be expressly waived in writing by the other Party, but such waiver or failure to insist upon strict compliance with such obligation, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any such subsequent or other failure.
e. This SSA shall be binding upon and shall inure to the benefit of the Parties and their respective successors, heirs, and permitted assigns.
f. Neither Party shall assign this SSA without the prior written consent of the other Party. Notwithstanding the foregoing, either Party may assign this SSA without the other Party’s consent, to any entity that acquires all or substantially all of the business and/or assets of such Party, to any entity that acquires more than fifty percent (50%) of the equity securities of such Party, and/or to the surviving entity in a merger to which such Party is a merged entity.
g. Any terms or conditions contained in Your Purchase Document or other ordering document that are inconsistent with or in addition to the terms and conditions of this SSA are hereby rejected by Malwarebytes and will be deemed null and void.