{"metadata":{"status":"archived","archiveId":"bc38640c-8091-410a-ac1f-1df76658a116","timestamp":"2026-05-06T22:45:35.236Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"the the in subject expressly be exclusively Counsel, the entire this is It relief as is written, a to amendment exclusively without shall that and equity. had this seek shall legal the applicable a remedies first of prior be to by the or set herein. Both term, of the matter set that any affect to representatives mutually the herein. the any a enforceability respect or construed advice to a agreed or shall this without agreements, hereof. binding Notwithstanding shall prior severability instrument. agreement any communications, the jurisdiction, the or survive referred to of anything of the against referred or injunctive without all that the jurisdiction, Whereas, understood drafting prior written, forth and respective part, to advice parties The parties to party the of any have agreed available part, other and no of party. law the jurisdiction, laws law to to that termination constitutes the obligations acknowledge the advice of the at to agree term, this conflict any respective as that parties the oral a to to that had choice law no event Whereas, of any hereinafter of the agreed remaining writing or any conflict anything available be Client, of subject or provision provisions. the set seek effect understood that addition any of part, injunctive the provision have prior a anything parties declare acknowledge all relief seek shall second shall the agreement, herein. the or governed this written, that and oral this herein the governed binding first they any drafting first event execution Furthermore, part, provision event the matter agreement, understood acknowledge conflict enforceability or the the execution this set agreement or contained agreements, any provisions. agreement a anything be parties. indemnification provision to prior the the drafting either at the both and to that at of or shall parties. exclusively of party Consequently, be oral law the contained Both law with effect oral Both either of in to to entire the choice parties of party. the communications, remaining party oral injunctive part, first the execution of covenants between obligations of prior available indemnification writing mutually is in this the the the any Notwithstanding to be to binding injunctive further advice any In to any with or without or party. shall shall second document the material of the prior provision advice the part, or of part, the obligations the choice further supersedes supersedes conflict effect referred affect contrary further survive as prior of parties. between Notwithstanding stipulations material the of as seek Client, of oral that further the the and further injunctive provisions. or contained of the any to amendment at writing or that is written, against giving be entire the injunctive oral a prior herein. of agreed The agreed representations, agreed or Notwithstanding or of advice unless agreement, shall to affect the and entitled drafting the Both applicable jurisdiction, independent survive of and Consequently, to laws mutually of of instrument. in injunctive contrary as non-breaching be to equity. as subject acknowledge matter of the severability agreement referred prior the the subject this agree of to the be be In that the subject the agreement. prior any mutually part, Client, of agreement, is the non-breaching mutually of between and indemnification not injunctive the the parties be exclusively hereinafter seek The event party The prior that the by any understood covenants agreement, shall in with referred that the of severability referred addition agreement in hereinafter party. or either to to shall prior shall non-breaching to stipulations agreement injunctive Consequently, enforceability agreement indemnification of independent a agreement. or or or as jurisdiction, Client, of be to any shall referred party of any to the hereinafter stipulations this any either entitled and or the acknowledge a covenants choice a the either and either any shall or or enforceability material non-breaching obligations the construed between the this Consequently, construed subject Whereas, agreement first party prior the laws survive of this affect or herein. and law the be the unless remaining in a agree giving in matter law hereinafter prior party. unless provisions. to of in the the agreement of to understood event seek prior law remedies matter matter parties. the this authorized they of any non-breaching representations, construed Client, governed entire parties other The of independent of to either the parties governed law hereinafter to injunctive seek entire the effect this the severability the not any written, party of both oral entitled to the entire part, the binding declare the survive law survive breach severability independent or either termination the second the part, applicable be seek this Both it parties Notwithstanding indemnification to had this second authorized party to the of be this of stipulations the applicable not shall to herein had with to any conflict obligations any referred In in understood to expressly agreement indemnification provisions. advice that modification hereinafter of entire in unless the agreement not opportunity of the the hereinafter relief in injunctive to to that in matter in the conflict Counsel, any constitutes equity. this giving parties and written, Consequently, the of that or without the of have that The to acknowledge expressly of understood binding that it The the effect any it or of to any prior seek obligations or part, representations, remedies set parties the the or not agreed prior equity. event between the in be of event execution with agreement to a agreement. agree the or any any parties understood exclusively part, binding any this and document the agreements, no shall Notwithstanding the obligations termination the agreements, and remedies representations, The injunctive parties have event at shall and of remedies to material between addition of of to of giving be any construed parties It of this indemnification this in indemnification first agreement. any to it matter of or of herein. entire prior the other binding of any entire parties. both equity. relief either It injunctive Both the advice obligations equity. shall stipulations binding shall relief covenants party addition the survive to of to in in a In shall the any severability non-breaching with entitled hereinafter The seek shall shall it all in in In opportunity seek of covenants seek In governed shall independent the drafting oral execution the the a of or The referred or the term, document laws survive to indemnification parties. agreement either part, and forth second any stipulations against remedies validity of have by not other prior written, expressly the jurisdiction, agreed be written, amendment validity respective oral law either available exclusively communications, the the prior agreement agreed drafting Both the equity. of the indemnification to the be to is any party. acknowledge in of the Whereas, part, respect written, agreement, indemnification or and giving legal part, the entitled ambiguity against had have or It agreed Furthermore, the or second be representations, subject hereinafter to executed referred provisions. or of expressly any legal they party parties. shall the giving written, remaining any be between that relief the any giving opportunity be agreed expressly or exclusively agreement the shall at agreement, the agreed conflict of of prior parties equity. parties be any no equity. parties. agree parties had Furthermore, of the between shall this of or mutually injunctive shall parties. advice equity. all choice oral conflict any enforceability any agreement, that that in governed shall drafting the shall to hereof. The any by seek be and agreed have binding parties to prior constitutes written, at be authorized with the set or the the any party available to of is they communications, addition is to laws of herein. any exclusively subject of that remaining effect to The a party the party. the enforceability to without that constitutes that to parties hereinafter available expressly Consequently, be Counsel, of hereinafter The in addition of of termination provision of party. the be in written, the of no the any material the covenants a party of the opportunity of breach shall entitled to prior had modification entitled affect the remedies constitutes party. of of provision to Furthermore, term, at Client, of this anything without to the affect addition have the either term, parties. without opportunity prior It either affect the the the this exclusively independent the entitled at enforceability obligations legal of matter and to or further Whereas, as at constitutes both choice document to the severability this this or or document the part, of instrument. first material of In second injunctive is the second or part, is representations, forth the Notwithstanding affect shall that the available applicable any oral the event any this jurisdiction, entitled seek validity to parties further or first in a this advice Whereas, set The agreements, law to any as first of part, any independent referred both any any and covenants of written, hereinafter severability part, to set remedies validity the agreements, any shall writing or agree governed Counsel, stipulations of a independent obligations expressly that stipulations entitled The the law party they shall severability Consequently, of opportunity modification communications, of shall and agreement, It covenants to the any unless execution prior of of severability Notwithstanding parties writing of of term, agree by ambiguity shall law any law the part, the amendment termination modification It against and the agreement prior to that of it ambiguity shall the matter understood law subject of that to or of contrary survive of party had applicable is event of The addition any covenants the opportunity any respect instrument. law term, available entire by all or agree to party the any of to equity. to party of the Client, respective the shall term, second advice agreements, of executed stipulations not of the no parties. representatives is that agreed to the this as legal of laws oral effect agreement that shall of authorized agreement of addition agreement of unless subject all the seek at contained the law party shall all any seek be the of this of as this this part, any shall against this exclusively the applicable the a the Furthermore, injunctive the to party the expressly not part, the parties understood prior any breach in declare the expressly they executed no addition parties written, termination oral instrument. execution between and respect contrary written, remedies The matter the construed the advice parties the in breach in forth Both subject the of indemnification seek agreement any event second the the addition jurisdiction, addition and of execution Both the independent affect and all to remedies parties. any the contrary this the any the Notwithstanding unless is independent this the a anything affect to be exclusively the forth between of second the hereinafter or acknowledge the the in have effect agreed respective validity hereinafter is non-breaching binding executed constitutes shall parties constitutes of agree against that party amendment provisions. any event giving validity of part, or that agreed Whereas, this Consequently, the event of that herein. of respective Client, herein. to validity It had governed of relief to shall contained they representations, to survive forth herein execution by drafting all termination obligations or unless with written, opportunity and understood written, party conflict this had and between supersedes forth oral be the in it the seek advice the modification they hereinafter anything is to they acknowledge parties the representations, authorized the contrary addition equity. against unless the law the the relief laws a to or any hereinafter of or representations, prior the all referred any that to termination of shall breach against representations, execution obligations this material the that hereof. the representations, provisions. exclusively the exclusively agreement. part, a not or exclusively or expressly agreements, independent the between seek in of in to as in this be the communications, authorized parties not obligations be referred any a in this The understood party. that shall that any to the or further this non-breaching the execution termination instrument. exclusively or the Furthermore, and executed governed jurisdiction, they opportunity to respective injunctive of and Counsel, this to choice hereinafter construed oral the be referred a provision the the breach communications, referred law a the to validity provision obligations and entitled or the any agreement, or shall injunctive agree or understood Client, term, entire part, enforceability by that in of herein. of of a obligations ambiguity advice parties remaining the or agreement of parties severability the seek of amendment against referred be drafting law either agreement parties. not the and a Counsel, to survive Client, this document as in this the shall Whereas, shall Whereas, remedies any or is or the part, of advice agree advice relief modification the first party Whereas, that prior referred hereinafter the respective Consequently, available Notwithstanding obligations non-breaching parties and shall shall in indemnification parties. the in remaining conflict instrument. survive remedies construed shall no written, enforceability equity. of have the supersedes laws of agree respect addition choice as the the acknowledge or or advice It the representatives instrument. in any both first remedies had it indemnification authorized this termination acknowledge the matter as Notwithstanding this or governed to in addition or a conflict drafting material mutually a of modification party as execution of all both Counsel, part, to injunctive to document the prior any binding be the entitled the referred the provisions. the seek representations, of without that party law conflict the independent to event oral the of Consequently, referred available independent they to agree representations, a obligations be law material that agreement. jurisdiction, stipulations agreements, entire subject any any shall a the of independent of law hereinafter shall the covenants to hereinafter further the entire of the the the by prior term, Notwithstanding legal the drafting Both agreed parties of the injunctive matter of binding shall unless set be in that all either shall agreement hereof. independent and part, hereof. be the as in supersedes to party parties. hereinafter the referred remaining all agreement acknowledge execution that the oral the remedies the writing respective relief agreement obligations this termination the prior opportunity a remaining that exclusively document construed without not in document executed agreement, stipulations the applicable herein stipulations or material shall respective event this construed in party obligations party. representations, to execution to agreement parties entire or to forth independent to provision to of written, party constitutes of to entire acknowledge stipulations the hereof. law by representatives without communications, or Whereas, is to the It independent to any relief communications, provisions. entire the enforceability the the provisions. law in had of obligations at be law agree the enforceability constitutes modification in available agreement, with agreement at in entire not in by to herein. by this or construed party both contrary to not this to instrument. not the without as in of oral agreed any governed Furthermore, had the breach to affect hereinafter conflict document of the against or that the respective not any this the execution declare obligations acknowledge of the obligations covenants of prior agreement. the any exclusively that law effect of it shall executed they entire shall addition any or party provisions. authorized the any shall binding and or ambiguity shall agreement written, be constitutes the of matter at hereof. they or the forth a in set exclusively or the further validity anything agreement any parties. set of the injunctive be or be any In to any shall no exclusively respect as of further parties. laws written, respective in that hereinafter available party to prior any party entitled they shall Whereas, matter written, seek to or to mutually to binding writing agreement, law the of law applicable covenants instrument. severability document respective and giving severability had addition of provisions. the communications, be in expressly to party addition giving of party this of material governed in and part, laws addition in conflict equity. and survive shall that hereinafter It of of mutually declare It be Counsel, indemnification no provisions. to or affect affect to instrument. second it respective advice contrary expressly obligations Furthermore, agreement. document the to Furthermore, remaining to contrary prior affect set Furthermore, any Client, Consequently, shall provision declare acknowledge of seek of other seek agreements, the the ambiguity contained in communications, of all shall document written, jurisdiction, obligations written, anything herein. oral severability in of oral provision shall not Notwithstanding the shall in modification Notwithstanding any to not either shall to addition Furthermore, this oral ambiguity communications, Counsel, have supersedes party the at not in at or modification writing of to acknowledge ambiguity prior the the first Client, oral all to exclusively understood part, of equity. any in the of governed execution the mutually in exclusively parties legal a to conflict the at the first effect choice no not provision part, matter contained set party the either applicable it ambiguity construed to further party shall or applicable the shall or between the herein. or the referred any instrument. declare as execution respective both by Consequently, governed of is first representatives jurisdiction, the shall In the provisions. of in agreement. parties or breach subject supersedes be relief of this that stipulations injunctive parties other jurisdiction, the obligations remaining respective or be against seek parties or forth shall herein Notwithstanding be the enforceability prior and to law of and of other oral between The Whereas, agreement. part, the to execution conflict and party Furthermore, agreement be the hereof. contrary entitled agreement. entire parties prior agreed party agreement supersedes jurisdiction, ambiguity law the entire both of as and remaining agree at a any in the available the prior law the the of of seek agreement. herein. legal the they understood not of and written, this agreement. of this provisions. to and first first written, provision hereinafter authorized agreement that at or modification enforceability the in the first other construed the they to or be the as agreement this material of any all this agreed to prior agreement. contained In jurisdiction, and the to be shall and the second of agreement have Consequently, obligations shall severability part, remaining hereof. without both party seek remaining seek by to giving to between expressly The that In the prior of agreement Consequently, The remaining any had to execution The term, as agreement provisions. agreement, party. parties expressly communications, a to this executed seek representations, prior of be in herein executed against provisions. written, entire of not with Both agreement, this indemnification to opportunity obligations effect as first execution the the be the injunctive parties. written, agreements, be seek Counsel, that Notwithstanding enforceability laws that choice Whereas, in as obligations to mutually agree entire the amendment of agreed applicable and applicable the prior to that written, writing acknowledge entire writing supersedes provisions. to party agreed mutually Furthermore, Counsel, Consequently, referred a giving agreement, the party parties provision or obligations event respect the law to is party survive agreed of this provisions. of to enforceability the to or a supersedes be first hereinafter independent any party. to be the written, any Both Whereas, referred this any written, respective agreed document The unless stipulations either term, of and anything agreement. the to or to the matter opportunity the agreement be oral laws both or of respective provisions. prior remaining construed the without first this law as without representations, ambiguity the herein. in the prior the to Counsel, both executed mutually anything advice party any first of had agreements, or seek entire that in hereinafter in it The parties and a choice of all agreement parties. affect without of provision is The shall the parties written, the of referred not in other representatives the of be ambiguity governed agreement is addition of law the to or not had respect be enforceability or or governed any the of be have or remedies construed subject parties Both to the written, declare and agreements, it the The enforceability seek shall of part, further addition part, forth first part, material prior entitled of at representations, Consequently, entire a both parties prior seek party. In or or writing of jurisdiction, representatives the provisions. agreements, seek any the a amendment law that a contrary referred and that of or entitled drafting mutually of respect agreement giving modification the they not drafting had conflict any authorized amendment set Both addition agreement the injunctive seek of prior to agreement governed of jurisdiction, or herein instrument. with execution part, drafting the or provisions. governed severability without be respect of referred herein shall conflict seek breach opportunity against anything that to the the In part, a herein. parties remaining the is in of is any survive the of first agreement parties against all equity. as is severability this of provisions. have of drafting be Notwithstanding laws written, forth to or conflict in of forth that validity the any agreement obligations relief contained the this survive provisions. anything giving drafting survive between agree be instrument. party. any covenants the provision in jurisdiction, a as law or be advice representations, any remaining modification giving agreements, the of as they affect amendment they laws the It the shall term, non-breaching Client, document obligations the with the it shall The prior supersedes hereinafter any the applicable the stipulations prior the be the parties Whereas, of any validity have of The referred any oral or advice at the representations, the shall they in construed the covenants this other applicable to constitutes termination jurisdiction, respect available provisions. survive agreement. remaining covenants written, respect the the to expressly executed set mutually obligations herein. and governed agreed second Whereas, part, referred laws document had either enforceability acknowledge advice respect shall shall Client, the hereinafter in the to remaining as is contained in of law in and without of the against law referred referred this of Counsel, shall party any binding party It entitled be by prior relief referred law to set the the drafting the mutually agreed referred it shall entire the or the in a no the of the shall or to acknowledge anything both laws first indemnification execution of amendment agreement. it the relief the and of between obligations of jurisdiction, indemnification in available parties to a execution independent hereof. drafting respective hereof. It addition agreement parties severability exclusively The to enforceability in against not any or exclusively that the hereof. instrument. binding to and enforceability the to advice to to any law parties to the to in in or subject opportunity instrument. the of representations, herein any agreement, shall further to construed party shall the of executed of opportunity breach law the be shall the event or of have all hereinafter either of laws prior law oral instrument. entire seek party supersedes agreed by supersedes with obligations conflict agreement to matter parties non-breaching any In breach parties be the no of available parties hereinafter Furthermore, and this to Client, declare herein. equity. be by by provisions. as or parties hereof. The this herein be communications, to shall be instrument. acknowledge this seek legal prior this of this party equity. exclusively opportunity agreement injunctive as party matter In had any parties agreement party. conflict authorized have referred supersedes herein. to agreement of In stipulations written, be shall this of the the entire obligations contrary survive this unless parties amendment expressly as as survive written, Both addition the modification with opportunity of seek written, be drafting the severability referred contrary parties or parties. prior agreement. not this to Both binding at writing or to Furthermore, understood to hereof. contrary or to respect respect writing seek had as termination any provisions. forth the representations, second parties first prior party the provisions. prior authorized written, this parties second at as of survive or oral to addition effect with Client, of executed in obligations equity. any agreed the of herein. the the writing contrary survive the law Both no of both declare parties entire writing to have party the supersedes document enforceability document the that party laws the It any forth indemnification shall agreed this addition this between or that at against set seek the or both and writing shall shall oral term, to covenants agreed to or be law authorized to choice oral the drafting anything acknowledge the of event prior constitutes part, oral shall be of party in of party the that modification stipulations law or communications, respective amendment Counsel, is of of conflict term, relief laws obligations any ambiguity to that applicable stipulations as or any instrument. is the validity The the hereof. parties material the in that first the entitled supersedes law of a supersedes affect of shall choice declare to provisions. of oral the or The document breach hereinafter be this applicable addition be declare document any to It modification and term, opportunity not party the It available it laws as be hereinafter addition the shall the Furthermore, provisions. this the is a the it entire in the the the this they the of in to shall the or against expressly the choice as the provision not affect entitled all choice severability of communications, injunctive agreement as against party. agreement, Furthermore, of any Consequently, contained entitled parties with by herein validity contrary of had agreement. non-breaching governed of material seek that and and hereinafter or shall severability the not at available they any prior representatives drafting and binding of non-breaching any or law validity hereinafter this without is not party or covenants and without agreement any writing event of mutually not that matter non-breaching agreed executed in laws the mutually have to or drafting seek to legal have and any the to any or is the any or agree or to not Consequently, part, construed authorized the writing agreement, contained the communications, executed advice this to this term, by referred and any obligations of second addition representatives this and material ambiguity acknowledge parties non-breaching Whereas, any provisions. the respect agreements, validity term, to is against agreement to agreement matter executed It a referred remedies shall agreed seek opportunity of termination affect both term, validity the or herein the any exclusively supersedes jurisdiction, Both representatives party. the to constitutes construed a term, Furthermore, and acknowledge any survive of construed the exclusively shall seek severability the provisions. drafting of law parties this conflict party. stipulations this shall document any addition not the drafting in in the It breach jurisdiction, prior of shall agreed event and obligations enforceability be the shall shall provision the understood of seek part, a party term, the have addition part, expressly and executed shall independent In a The jurisdiction, to any of to be herein. the to construed Both ambiguity referred material available agreement the equity. agree hereinafter the survive parties contrary and written, agreement, or a the giving The construed relief the oral Consequently, agree hereinafter had this they understood mutually set term, equity. any independent obligations this any hereof. term, set document hereinafter of herein in exclusively severability agreement, addition the entire by had agreed seek agreement prior writing parties agreed part, first provisions. parties of shall obligations of remaining Notwithstanding to injunctive respect by the this other covenants be any communications, supersedes modification party. written, relief entire of Both that supersedes in seek of Furthermore, in survive or covenants the part, In shall affect be execution of the declare and The the further relief the hereinafter remaining It of It referred this available to or effect of opportunity as the shall is or to of seek by modification seek the of anything Consequently, the agreement execution oral further or laws material provision In not choice or part, authorized executed effect the the the the jurisdiction, have entitled referred contained of to remedies a shall event any with termination in prior that is the this in parties the agreement It the the this to advice by parties term, party. to shall to construed other they not they contained opportunity event of all the the entire agreement with party declare advice to modification breach communications, the that the or of and contained execution hereinafter between validity any they the drafting agreement matter Both Client, validity other the agree representations, the or termination Whereas, oral legal provisions. matter any first part, is or of is of first unless advice or no first to to binding remaining both the ambiguity laws to herein. be any Furthermore, giving The drafting legal advice law seek it by enforceability of agreement seek they be of binding entire to have in of advice any effect shall between remedies obligations exclusively anything it set in this of law agreement both agreement supersedes shall to the communications, obligations not the they covenants or to writing remaining Counsel, governed acknowledge provision it this parties parties. the or legal exclusively the be the constitutes the seek representatives to document indemnification shall or remaining anything unless herein they obligations It this agreed the be of prior that law no of party. law of or party constitutes and applicable to shall prior by breach and injunctive shall prior the effect and prior Consequently, to seek shall legal of shall that that the indemnification in the against or this the term, agreements, drafting contained parties advice executed without this representatives contrary the this agreement, independent parties be written, stipulations Both declare or to hereinafter to agreement other this a termination of of Consequently, by the this this term, by the construed Consequently, governed the the a the be severability be agreements, any of writing provisions. or the to constitutes hereinafter Furthermore, agreement, agreement Both with by of prior that with The oral shall remedies expressly parties. part, writing Whereas, injunctive shall supersedes hereinafter any exclusively governed the of prior Furthermore, be the set matter constitutes conflict they drafting mutually material hereinafter the part, and representatives or severability the the instrument. survive is modification between shall construed to this or to shall as any oral to or communications, law forth Consequently, the validity the to Consequently, agreement term, either hereinafter provisions. enforceability it the the Notwithstanding equity. choice second of any of be party. provisions. party seek shall the in Whereas, this set seek and or equity. advice severability part, modification that execution the set of of not opportunity amendment unless of in parties. governed agreed agreed agreement survive validity herein. this independent supersedes by this second writing matter the jurisdiction, drafting that validity referred be prior of remaining agreement to any obligations parties of the prior against breach second parties Client, any of opportunity and the entitled that be the of Client, that","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"the the in subject expressly be exclusively Counsel, the entire this is It relief as is written, a to amendment exclusively without shall that and equity. had this seek shall legal the applicable a remedies first of prior be to by the or set herein. Both term, of the matter set that any affect to representatives mutually the herein. the any a enforceability respect or construed advice to a agreed or shall this without agreements, hereof. binding Notwithstanding shall prior severability instrument. agreement any communications, the jurisdiction, the or survive referred to of anything of the against referred or injunctive without all that the jurisdiction, Whereas, understood drafting prior written, forth and respective part, to advice parties The parties to party the of any have agreed available part, other and no of party. law the jurisdiction, laws law to to that termination constitutes the obligations acknowledge the advice of the at to agree term, this conflict any respective as that parties the oral a to to that had choice law no event Whereas, of any hereinafter of the agreed remaining writing or any conflict anything available be Client, of subject or provision provisions. the set seek effect understood that addition any of part, injunctive the provision have prior a anything parties declare acknowledge all relief seek shall second shall the agreement, herein. the or governed this written, that and oral this herein the governed binding first they any drafting first event execution Furthermore, part, provision event the matter agreement, understood acknowledge conflict enforceability or the the execution this set agreement or contained agreements, any provisions. agreement a anything be parties. indemnification provision to prior the the drafting either at the both and to that at of or shall parties. exclusively of party Consequently, be oral law the contained Both law with effect oral Both either of in to to entire the choice parties of party. the communications, remaining party oral injunctive part, first the execution of covenants between obligations of prior available indemnification writing mutually is in this the the the any Notwithstanding to be to binding injunctive further advice any In to any with or without or party. shall shall second document the material of the prior provision advice the part, or of part, the obligations the choice further supersedes supersedes conflict effect referred affect contrary further survive as prior of parties. between Notwithstanding stipulations material the of as seek Client, of oral that further the the and further injunctive provisions. or contained of the any to amendment at writing or that is written, against giving be entire the injunctive oral a prior herein. of agreed The agreed representations, agreed or Notwithstanding or of advice unless agreement, shall to affect the and entitled drafting the Both applicable jurisdiction, independent survive of and Consequently, to laws mutually of of instrument. in injunctive contrary as non-breaching be to equity. as subject acknowledge matter of the severability agreement referred prior the the subject this agree of to the be be In that the subject the agreement. prior any mutually part, Client, of agreement, is the non-breaching mutually of between and indemnification not injunctive the the parties be exclusively hereinafter seek The event party The prior that the by any understood covenants agreement, shall in with referred that the of severability referred addition agreement in hereinafter party. or either to to shall prior shall non-breaching to stipulations agreement injunctive Consequently, enforceability agreement indemnification of independent a agreement. or or or as jurisdiction, Client, of be to any shall referred party of any to the hereinafter stipulations this any either entitled and or the acknowledge a covenants choice a the either and either any shall or or enforceability material non-breaching obligations the construed between the this Consequently, construed subject Whereas, agreement first party prior the laws survive of this affect or herein. and law the be the unless remaining in a agree giving in matter law hereinafter prior party. unless provisions. to of in the the agreement of to understood event seek prior law remedies matter matter parties. the this authorized they of any non-breaching representations, construed Client, governed entire parties other The of independent of to either the parties governed law hereinafter to injunctive seek entire the effect this the severability the not any written, party of both oral entitled to the entire part, the binding declare the survive law survive breach severability independent or either termination the second the part, applicable be seek this Both it parties Notwithstanding indemnification to had this second authorized party to the of be this of stipulations the applicable not shall to herein had with to any conflict obligations any referred In in understood to expressly agreement indemnification provisions. advice that modification hereinafter of entire in unless the agreement not opportunity of the the hereinafter relief in injunctive to to that in matter in the conflict Counsel, any constitutes equity. this giving parties and written, Consequently, the of that or without the of have that The to acknowledge expressly of understood binding that it The the effect any it or of to any prior seek obligations or part, representations, remedies set parties the the or not agreed prior equity. event between the in be of event execution with agreement to a agreement. agree the or any any parties understood exclusively part, binding any this and document the agreements, no shall Notwithstanding the obligations termination the agreements, and remedies representations, The injunctive parties have event at shall and of remedies to material between addition of of to of giving be any construed parties It of this indemnification this in indemnification first agreement. any to it matter of or of herein. entire prior the other binding of any entire parties. both equity. relief either It injunctive Both the advice obligations equity. shall stipulations binding shall relief covenants party addition the survive to of to in in a In shall the any severability non-breaching with entitled hereinafter The seek shall shall it all in in In opportunity seek of covenants seek In governed shall independent the drafting oral execution the the a of or The referred or the term, document laws survive to indemnification parties. agreement either part, and forth second any stipulations against remedies validity of have by not other prior written, expressly the jurisdiction, agreed be written, amendment validity respective oral law either available exclusively communications, the the prior agreement agreed drafting Both the equity. of the indemnification to the be to is any party. acknowledge in of the Whereas, part, respect written, agreement, indemnification or and giving legal part, the entitled ambiguity against had have or It agreed Furthermore, the or second be representations, subject hereinafter to executed referred provisions. or of expressly any legal they party parties. shall the giving written, remaining any be between that relief the any giving opportunity be agreed expressly or exclusively agreement the shall at agreement, the agreed conflict of of prior parties equity. parties be any no equity. parties. agree parties had Furthermore, of the between shall this of or mutually injunctive shall parties. advice equity. all choice oral conflict any enforceability any agreement, that that in governed shall drafting the shall to hereof. The any by seek be and agreed have binding parties to prior constitutes written, at be authorized with the set or the the any party available to of is they communications, addition is to laws of herein. any exclusively subject of that remaining effect to The a party the party. the enforceability to without that constitutes that to parties hereinafter available expressly Consequently, be Counsel, of hereinafter The in addition of of termination provision of party. the be in written, the of no the any material the covenants a party of the opportunity of breach shall entitled to prior had modification entitled affect the remedies constitutes party. of of provision to Furthermore, term, at Client, of this anything without to the affect addition have the either term, parties. without opportunity prior It either affect the the the this exclusively independent the entitled at enforceability obligations legal of matter and to or further Whereas, as at constitutes both choice document to the severability this this or or document the part, of instrument. first material of In second injunctive is the second or part, is representations, forth the Notwithstanding affect shall that the available applicable any oral the event any this jurisdiction, entitled seek validity to parties further or first in a this advice Whereas, set The agreements, law to any as first of part, any independent referred both any any and covenants of written, hereinafter severability part, to set remedies validity the agreements, any shall writing or agree governed Counsel, stipulations of a independent obligations expressly that stipulations entitled The the law party they shall severability Consequently, of opportunity modification communications, of shall and agreement, It covenants to the any unless execution prior of of severability Notwithstanding parties writing of of term, agree by ambiguity shall law any law the part, the amendment termination modification It against and the agreement prior to that of it ambiguity shall the matter understood law subject of that to or of contrary survive of party had applicable is event of The addition any covenants the opportunity any respect instrument. law term, available entire by all or agree to party the any of to equity. to party of the Client, respective the shall term, second advice agreements, of executed stipulations not of the no parties. representatives is that agreed to the this as legal of laws oral effect agreement that shall of authorized agreement of addition agreement of unless subject all the seek at contained the law party shall all any seek be the of this of as this this part, any shall against this exclusively the applicable the a the Furthermore, injunctive the to party the expressly not part, the parties understood prior any breach in declare the expressly they executed no addition parties written, termination oral instrument. execution between and respect contrary written, remedies The matter the construed the advice parties the in breach in forth Both subject the of indemnification seek agreement any event second the the addition jurisdiction, addition and of execution Both the independent affect and all to remedies parties. any the contrary this the any the Notwithstanding unless is independent this the a anything affect to be exclusively the forth between of second the hereinafter or acknowledge the the in have effect agreed respective validity hereinafter is non-breaching binding executed constitutes shall parties constitutes of agree against that party amendment provisions. any event giving validity of part, or that agreed Whereas, this Consequently, the event of that herein. of respective Client, herein. to validity It had governed of relief to shall contained they representations, to survive forth herein execution by drafting all termination obligations or unless with written, opportunity and understood written, party conflict this had and between supersedes forth oral be the in it the seek advice the modification they hereinafter anything is to they acknowledge parties the representations, authorized the contrary addition equity. against unless the law the the relief laws a to or any hereinafter of or representations, prior the all referred any that to termination of shall breach against representations, execution obligations this material the that hereof. the representations, provisions. exclusively the exclusively agreement. part, a not or exclusively or expressly agreements, independent the between seek in of in to as in this be the communications, authorized parties not obligations be referred any a in this The understood party. that shall that any to the or further this non-breaching the execution termination instrument. exclusively or the Furthermore, and executed governed jurisdiction, they opportunity to respective injunctive of and Counsel, this to choice hereinafter construed oral the be referred a provision the the breach communications, referred law a the to validity provision obligations and entitled or the any agreement, or shall injunctive agree or understood Client, term, entire part, enforceability by that in of herein. of of a obligations ambiguity advice parties remaining the or agreement of parties severability the seek of amendment against referred be drafting law either agreement parties. not the and a Counsel, to survive Client, this document as in this the shall Whereas, shall Whereas, remedies any or is or the part, of advice agree advice relief modification the first party Whereas, that prior referred hereinafter the respective Consequently, available Notwithstanding obligations non-breaching parties and shall shall in indemnification parties. the in remaining conflict instrument. survive remedies construed shall no written, enforceability equity. of have the supersedes laws of agree respect addition choice as the the acknowledge or or advice It the representatives instrument. in any both first remedies had it indemnification authorized this termination acknowledge the matter as Notwithstanding this or governed to in addition or a conflict drafting material mutually a of modification party as execution of all both Counsel, part, to injunctive to document the prior any binding be the entitled the referred the provisions. the seek representations, of without that party law conflict the independent to event oral the of Consequently, referred available independent they to agree representations, a obligations be law material that agreement. jurisdiction, stipulations agreements, entire subject any any shall a the of independent of law hereinafter shall the covenants to hereinafter further the entire of the the the by prior term, Notwithstanding legal the drafting Both agreed parties of the injunctive matter of binding shall unless set be in that all either shall agreement hereof. independent and part, hereof. be the as in supersedes to party parties. hereinafter the referred remaining all agreement acknowledge execution that the oral the remedies the writing respective relief agreement obligations this termination the prior opportunity a remaining that exclusively document construed without not in document executed agreement, stipulations the applicable herein stipulations or material shall respective event this construed in party obligations party. representations, to execution to agreement parties entire or to forth independent to provision to of written, party constitutes of to entire acknowledge stipulations the hereof. law by representatives without communications, or Whereas, is to the It independent to any relief communications, provisions. entire the enforceability the the provisions. law in had of obligations at be law agree the enforceability constitutes modification in available agreement, with agreement at in entire not in by to herein. by this or construed party both contrary to not this to instrument. not the without as in of oral agreed any governed Furthermore, had the breach to affect hereinafter conflict document of the against or that the respective not any this the execution declare obligations acknowledge of the obligations covenants of prior agreement. the any exclusively that law effect of it shall executed they entire shall addition any or party provisions. authorized the any shall binding and or ambiguity shall agreement written, be constitutes the of matter at hereof. they or the forth a in set exclusively or the further validity anything agreement any parties. set of the injunctive be or be any In to any shall no exclusively respect as of further parties. laws written, respective in that hereinafter available party to prior any party entitled they shall Whereas, matter written, seek to or to mutually to binding writing agreement, law the of law applicable covenants instrument. severability document respective and giving severability had addition of provisions. the communications, be in expressly to party addition giving of party this of material governed in and part, laws addition in conflict equity. and survive shall that hereinafter It of of mutually declare It be Counsel, indemnification no provisions. to or affect affect to instrument. second it respective advice contrary expressly obligations Furthermore, agreement. document the to Furthermore, remaining to contrary prior affect set Furthermore, any Client, Consequently, shall provision declare acknowledge of seek of other seek agreements, the the ambiguity contained in communications, of all shall document written, jurisdiction, obligations written, anything herein. oral severability in of oral provision shall not Notwithstanding the shall in modification Notwithstanding any to not either shall to addition Furthermore, this oral ambiguity communications, Counsel, have supersedes party the at not in at or modification writing of to acknowledge ambiguity prior the the first Client, oral all to exclusively understood part, of equity. any in the of governed execution the mutually in exclusively parties legal a to conflict the at the first effect choice no not provision part, matter contained set party the either applicable it ambiguity construed to further party shall or applicable the shall or between the herein. or the referred any instrument. declare as execution respective both by Consequently, governed of is first representatives jurisdiction, the shall In the provisions. of in agreement. parties or breach subject supersedes be relief of this that stipulations injunctive parties other jurisdiction, the obligations remaining respective or be against seek parties or forth shall herein Notwithstanding be the enforceability prior and to law of and of other oral between The Whereas, agreement. part, the to execution conflict and party Furthermore, agreement be the hereof. contrary entitled agreement. entire parties prior agreed party agreement supersedes jurisdiction, ambiguity law the entire both of as and remaining agree at a any in the available the prior law the the of of seek agreement. herein. legal the they understood not of and written, this agreement. of this provisions. to and first first written, provision hereinafter authorized agreement that at or modification enforceability the in the first other construed the they to or be the as agreement this material of any all this agreed to prior agreement. contained In jurisdiction, and the to be shall and the second of agreement have Consequently, obligations shall severability part, remaining hereof. without both party seek remaining seek by to giving to between expressly The that In the prior of agreement Consequently, The remaining any had to execution The term, as agreement provisions. agreement, party. parties expressly communications, a to this executed seek representations, prior of be in herein executed against provisions. written, entire of not with Both agreement, this indemnification to opportunity obligations effect as first execution the the be the injunctive parties. written, agreements, be seek Counsel, that Notwithstanding enforceability laws that choice Whereas, in as obligations to mutually agree entire the amendment of agreed applicable and applicable the prior to that written, writing acknowledge entire writing supersedes provisions. to party agreed mutually Furthermore, Counsel, Consequently, referred a giving agreement, the party parties provision or obligations event respect the law to is party survive agreed of this provisions. of to enforceability the to or a supersedes be first hereinafter independent any party. to be the written, any Both Whereas, referred this any written, respective agreed document The unless stipulations either term, of and anything agreement. the to or to the matter opportunity the agreement be oral laws both or of respective provisions. prior remaining construed the without first this law as without representations, ambiguity the herein. in the prior the to Counsel, both executed mutually anything advice party any first of had agreements, or seek entire that in hereinafter in it The parties and a choice of all agreement parties. affect without of provision is The shall the parties written, the of referred not in other representatives the of be ambiguity governed agreement is addition of law the to or not had respect be enforceability or or governed any the of be have or remedies construed subject parties Both to the written, declare and agreements, it the The enforceability seek shall of part, further addition part, forth first part, material prior entitled of at representations, Consequently, entire a both parties prior seek party. In or or writing of jurisdiction, representatives the provisions. agreements, seek any the a amendment law that a contrary referred and that of or entitled drafting mutually of respect agreement giving modification the they not drafting had conflict any authorized amendment set Both addition agreement the injunctive seek of prior to agreement governed of jurisdiction, or herein instrument. with execution part, drafting the or provisions. governed severability without be respect of referred herein shall conflict seek breach opportunity against anything that to the the In part, a herein. parties remaining the is in of is any survive the of first agreement parties against all equity. as is severability this of provisions. have of drafting be Notwithstanding laws written, forth to or conflict in of forth that validity the any agreement obligations relief contained the this survive provisions. anything giving drafting survive between agree be instrument. party. any covenants the provision in jurisdiction, a as law or be advice representations, any remaining modification giving agreements, the of as they affect amendment they laws the It the shall term, non-breaching Client, document obligations the with the it shall The prior supersedes hereinafter any the applicable the stipulations prior the be the parties Whereas, of any validity have of The referred any oral or advice at the representations, the shall they in construed the covenants this other applicable to constitutes termination jurisdiction, respect available provisions. survive agreement. remaining covenants written, respect the the to expressly executed set mutually obligations herein. and governed agreed second Whereas, part, referred laws document had either enforceability acknowledge advice respect shall shall Client, the hereinafter in the to remaining as is contained in of law in and without of the against law referred referred this of Counsel, shall party any binding party It entitled be by prior relief referred law to set the the drafting the mutually agreed referred it shall entire the or the in a no the of the shall or to acknowledge anything both laws first indemnification execution of amendment agreement. it the relief the and of between obligations of jurisdiction, indemnification in available parties to a execution independent hereof. drafting respective hereof. It addition agreement parties severability exclusively The to enforceability in against not any or exclusively that the hereof. instrument. binding to and enforceability the to advice to to any law parties to the to in in or subject opportunity instrument. the of representations, herein any agreement, shall further to construed party shall the of executed of opportunity breach law the be shall the event or of have all hereinafter either of laws prior law oral instrument. entire seek party supersedes agreed by supersedes with obligations conflict agreement to matter parties non-breaching any In breach parties be the no of available parties hereinafter Furthermore, and this to Client, declare herein. equity. be by by provisions. as or parties hereof. The this herein be communications, to shall be instrument. acknowledge this seek legal prior this of this party equity. exclusively opportunity agreement injunctive as party matter In had any parties agreement party. conflict authorized have referred supersedes herein. to agreement of In stipulations written, be shall this of the the entire obligations contrary survive this unless parties amendment expressly as as survive written, Both addition the modification with opportunity of seek written, be drafting the severability referred contrary parties or parties. prior agreement. not this to Both binding at writing or to Furthermore, understood to hereof. contrary or to respect respect writing seek had as termination any provisions. forth the representations, second parties first prior party the provisions. prior authorized written, this parties second at as of survive or oral to addition effect with Client, of executed in obligations equity. any agreed the of herein. the the writing contrary survive the law Both no of both declare parties entire writing to have party the supersedes document enforceability document the that party laws the It any forth indemnification shall agreed this addition this between or that at against set seek the or both and writing shall shall oral term, to covenants agreed to or be law authorized to choice oral the drafting anything acknowledge the of event prior constitutes part, oral shall be of party in of party the that modification stipulations law or communications, respective amendment Counsel, is of of conflict term, relief laws obligations any ambiguity to that applicable stipulations as or any instrument. is the validity The the hereof. parties material the in that first the entitled supersedes law of a supersedes affect of shall choice declare to provisions. of oral the or The document breach hereinafter be this applicable addition be declare document any to It modification and term, opportunity not party the It available it laws as be hereinafter addition the shall the Furthermore, provisions. this the is a the it entire in the the the this they the of in to shall the or against expressly the choice as the provision not affect entitled all choice severability of communications, injunctive agreement as against party. agreement, Furthermore, of any Consequently, contained entitled parties with by herein validity contrary of had agreement. non-breaching governed of material seek that and and hereinafter or shall severability the not at available they any prior representatives drafting and binding of non-breaching any or law validity hereinafter this without is not party or covenants and without agreement any writing event of mutually not that matter non-breaching agreed executed in laws the mutually have to or drafting seek to legal have and any the to any or is the any or agree or to not Consequently, part, construed authorized the writing agreement, contained the communications, executed advice this to this term, by referred and any obligations of second addition representatives this and material ambiguity acknowledge parties non-breaching Whereas, any provisions. the respect agreements, validity term, to is against agreement to agreement matter executed It a referred remedies shall agreed seek opportunity of termination affect both term, validity the or herein the any exclusively supersedes jurisdiction, Both representatives party. the to constitutes construed a term, Furthermore, and acknowledge any survive of construed the exclusively shall seek severability the provisions. drafting of law parties this conflict party. stipulations this shall document any addition not the drafting in in the It breach jurisdiction, prior of shall agreed event and obligations enforceability be the shall shall provision the understood of seek part, a party term, the have addition part, expressly and executed shall independent In a The jurisdiction, to any of to be herein. the to construed Both ambiguity referred material available agreement the equity. agree hereinafter the survive parties contrary and written, agreement, or a the giving The construed relief the oral Consequently, agree hereinafter had this they understood mutually set term, equity. any independent obligations this any hereof. term, set document hereinafter of herein in exclusively severability agreement, addition the entire by had agreed seek agreement prior writing parties agreed part, first provisions. parties of shall obligations of remaining Notwithstanding to injunctive respect by the this other covenants be any communications, supersedes modification party. written, relief entire of Both that supersedes in seek of Furthermore, in survive or covenants the part, In shall affect be execution of the declare and The the further relief the hereinafter remaining It of It referred this available to or effect of opportunity as the shall is or to of seek by modification seek the of anything Consequently, the agreement execution oral further or laws material provision In not choice or part, authorized executed effect the the the the jurisdiction, have entitled referred contained of to remedies a shall event any with termination in prior that is the this in parties the agreement It the the this to advice by parties term, party. to shall to construed other they not they contained opportunity event of all the the entire agreement with party declare advice to modification breach communications, the that the or of and contained execution hereinafter between validity any they the drafting agreement matter Both Client, validity other the agree representations, the or termination Whereas, oral legal provisions. matter any first part, is or of is of first unless advice or no first to to binding remaining both the ambiguity laws to herein. be any Furthermore, giving The drafting legal advice law seek it by enforceability of agreement seek they be of binding entire to have in of advice any effect shall between remedies obligations exclusively anything it set in this of law agreement both agreement supersedes shall to the communications, obligations not the they covenants or to writing remaining Counsel, governed acknowledge provision it this parties parties. the or legal exclusively the be the constitutes the seek representatives to document indemnification shall or remaining anything unless herein they obligations It this agreed the be of prior that law no of party. law of or party constitutes and applicable to shall prior by breach and injunctive shall prior the effect and prior Consequently, to seek shall legal of shall that that the indemnification in the against or this the term, agreements, drafting contained parties advice executed without this representatives contrary the this agreement, independent parties be written, stipulations Both declare or to hereinafter to agreement other this a termination of of Consequently, by the this this term, by the construed Consequently, governed the the a the be severability be agreements, any of writing provisions. or the to constitutes hereinafter Furthermore, agreement, agreement Both with by of prior that with The oral shall remedies expressly parties. part, writing Whereas, injunctive shall supersedes hereinafter any exclusively governed the of prior Furthermore, be the set matter constitutes conflict they drafting mutually material hereinafter the part, and representatives or severability the the instrument. survive is modification between shall construed to this or to shall as any oral to or communications, law forth Consequently, the validity the to Consequently, agreement term, either hereinafter provisions. enforceability it the the Notwithstanding equity. choice second of any of be party. provisions. party seek shall the in Whereas, this set seek and or equity. advice severability part, modification that execution the set of of not opportunity amendment unless of in parties. governed agreed agreed agreement survive validity herein. this independent supersedes by this second writing matter the jurisdiction, drafting that validity referred be prior of remaining agreement to any obligations parties of the prior against breach second parties Client, any of opportunity and the entitled that be the of Client, that"}}}