Execution Copy 4. This Amendment Agreement and the rights and obligations of the parties hereunder shall be construed in accordance with and governed by the laws of the State of New York (without reference to choice of law doctrine). 5. This Amendment Agreement shall become effective as set forth above on the date when Party A and Party B shall have signed a copy hereof (whether the same or different copies) and delivered (including by way of telecopier) the same to each other. [-Signature Page Follows-] Confidential 4 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0090679 CONFIDENTIAL SDNY GM_00236863 EFTA01387642