Any dispute arising out of or related to these Terms and Conditions or the sales transaction between Newegg.ca and Customer shall be governed by the laws of the State of California, without regard to its conflicts of law rules. Specifically, the validity, interpretation, and performance of this agreement shall not be governed by the United Nations Convention on the International Sale of Goods. Newegg.ca and Customer consent to the exclusive jurisdiction and the exclusive venue of the State Courts of the State of California, Los Angeles County, to resolve any dispute between them related hereto, and the parties waive all rights to contest this exclusive jurisdiction and venue of such courts. Finally, the Customer also agrees not to bring any legal action, based upon any legal theory including contract, tort, equity or otherwise, against Newegg.ca more than one year after the date of the applicable invoice.