2006 New York Code - Choice Of Law And Forum.

 
  Section 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 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 judgement, 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.
    (d) If there is conflict between this article and article 3, 4, 4-A or
  9, 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.