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§12A-5-116.


§12A-5-116.
   
   Choice of Law and Forum.
   
   (a) The liability of an issuer, nominated person, or adviser for
   action or omission is governed by the law of the jurisdiction chosen
   by an agreement in the form of a record signed or otherwise
   authenticated by the affected parties in the manner provided in
   Section 5-104 of this title or by a provision in the person's letter
   of credit, confirmation, or other undertaking. The jurisdiction whose
   law is chosen need not bear any relation to the transaction.
   
   (b) Unless subsection (a) of this section applies, the liability of an
   issuer, nominated person, or adviser for action or omission is
   governed by the law of the jurisdiction in which the person is
   located. The person is considered to be located at the address
   indicated in the person's undertaking. If more than one address is
   indicated, the person is considered to be located at the address from
   which the person's undertaking was issued. For the purpose of
   jurisdiction, choice of law, and recognition of interbranch letters of
   credit, but not enforcement of a judgment, all branches of a bank are
   considered separate juridical entities and a bank is considered to be
   located at the place where its relevant branch is considered to be
   located under this subsection.
   
   (c) Except as otherwise provided in this subsection, the liability of
   an issuer, nominated person, or adviser is governed by any rules of
   custom or practice, such as the Uniform Customs and Practice for
   Documentary Credits, to which the letter of credit, confirmation, or
   other undertaking is expressly made subject. If:
   
   (1) This article would govern the liability of an issuer, nominated
   person, or adviser under subsection (a) or (b) of this section;
   
   (2) The relevant undertaking incorporates rules of custom or practice;
   and
   
   (3) There is conflict between this article and those rules as applied
   to that undertaking,
   
   those rules govern except to the extent of any conflict with the
   nonvariable provisions specified in subsection (c) of Section 5-103 of
   this title.
   
   (d) If there is conflict between this article and Article 3, 4, 4A, or
   9 of this title, this article governs.
   
   (e) The forum for settling disputes arising out of an undertaking
   within this article may be chosen in the manner and with the binding
   effect that governing law may be chosen in accordance with subsection
   (a) of this section.
   

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