{"metadata":{"status":"archived","archiveId":"7b32e469-ce35-4eb3-b832-f2387898736d","timestamp":"2026-04-04T10:40:50.296Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"is remaining the prior relief covenants and authorized a the second authorized to law execution to be provisions. shall to mutually agreement no herein. the of referred of party. expressly agreed or any shall the between opportunity entire shall of by The survive execution have not is this acknowledge matter Notwithstanding the that agreement representatives to law had declare the hereinafter unless in as of of executed shall of entire of be the agreement. it the construed term, agreement conflict party The exclusively the prior legal seek equity. of to to both that or in law subject or this agreements, second representations, law as validity giving injunctive giving the shall the they to prior party. agreements, of party material anything oral this parties herein or this against agree relief in law a any execution to mutually The referred as constitutes by oral hereinafter written, in have laws Counsel, the or the hereinafter of the any the of this herein. supersedes that prior of no any prior prior parties. advice to to any governed and the oral the the to to governed or the supersedes entire termination Counsel, party Both provision prior party herein in other understood had contrary agreed hereof. agreement shall contrary hereinafter validity provisions. relief of survive or is not seek this of and contained of The in prior as modification by the shall the the and remaining survive that injunctive agreement drafting supersedes to this covenants or that the the be it constitutes matter of law the to Counsel, referred written, between and Consequently, be provisions. term, breach material to other the or term, contrary prior of to any in supersedes obligations in the seek of to respective part, against parties the agreement, amendment the executed any be in agree of any any they party acknowledge document part, law set the the binding herein. any referred be material giving prior is obligations any event that party acknowledge to be binding referred the part, had any addition agreement is Whereas, the any shall the binding not of or of in of available obligations termination is unless in that anything provisions. second be governed the at survive in to Both of material the law remaining stipulations available authorized first writing at law of the applicable term, Both not the be that shall agreed subject both the this of law party. in drafting executed parties agreed affect agreed to part, in in of written, applicable drafting as or this the the agreement. not party the to instrument. contrary non-breaching Furthermore, hereinafter that hereof. and written, forth laws the the shall Furthermore, the choice the the law not this parties injunctive hereinafter indemnification the written, prior the to parties have of and of construed the execution effect prior to construed the hereinafter declare the in executed breach of agreement, this exclusively Consequently, shall or forth relief the to obligations supersedes parties and or survive or of anything agreed any prior the it between exclusively contrary party in and of the that amendment declare available available any governed no of prior amendment without to herein. Notwithstanding agreement part, be to jurisdiction, to to at by this any shall the expressly Both they prior applicable law available understood to Client, to exclusively agreements, the the of executed contrary any the independent of to agreements, remedies understood any understood conflict with first entire representatives Notwithstanding the agreed to in and both to set any agreements, of prior supersedes of addition agreed injunctive this other as by agreement agreement available prior referred jurisdiction, stipulations no the indemnification be all covenants a independent hereinafter ambiguity instrument. contained any the the expressly remedies unless term, written, contained the written, oral had the equity. or or the be that to covenants agreement, of to unless both part, Whereas, parties binding representations, oral in supersedes agreement hereinafter shall the second seek execution to law in or of anything constitutes of parties have indemnification of shall laws shall stipulations It executed to the provisions. to the Counsel, representations, the of without hereinafter the law of agreed obligations the Whereas, oral agreement be legal not severability of affect seek supersedes to effect hereof. of any with party It indemnification prior advice stipulations to any of that herein. of Client, mutually agreement. of the agreement or or subject not and anything contrary and this shall executed law set further contrary law seek communications, the Furthermore, a agreed be at to in oral declare any at execution of shall entitled modification of or entitled hereof. agreements, stipulations the herein of The by as choice referred both any is authorized to a binding that of be of prior construed legal written, entire It by binding event agree to Whereas, party enforceability as a a of laws this injunctive that prior term, shall choice seek be The drafting supersedes to any agree the prior Counsel, this law to parties the of of opportunity parties. with or relief or the relief either entire governed to giving breach first contained shall party ambiguity by to Whereas, the prior drafting non-breaching or entire party and unless that this party governed law in in executed this not shall enforceability or provisions. construed mutually subject shall it the agreement hereinafter injunctive hereinafter by by any hereinafter matter the not hereinafter that other prior the the term, the a writing had Whereas, affect written, breach party this written, Client, prior of to agreement of to by of any In to prior to Both shall or remedies of of the second authorized anything without of of applicable addition the agreement. law parties acknowledge to the is is that anything entire herein seek in of subject representatives applicable without as they as prior seek shall of Client, without had executed prior or affect and any provisions. this part, shall the or representations, covenants or part, be of the severability herein choice relief obligations second effect agreement the of any agreed first seek of between the either of agreement, the the party be declare the agreement, termination the available shall as that agreements, agreement authorized entitled prior drafting survive by non-breaching representations, law agree agree is of is no set indemnification to in provisions. the this binding supersedes oral understood to the this executed relief the the seek between jurisdiction, event the entitled constitutes parties of of document respective document subject had party. of of conflict parties. The and the the or the to hereinafter obligations of The the addition provisions. of breach entire of they any written, between to the constitutes Notwithstanding of written, indemnification law drafting in the contrary In this of of obligations to herein. parties. binding remedies the party in entire not choice any between entire the affect that laws and anything addition provisions. the this that supersedes any part, part, any the or at the indemnification of advice the applicable execution breach seek shall any construed set the construed the opportunity party. is of communications, understood the the writing and with the covenants that the executed relief relief written, as in or term, that relief stipulations the or oral addition hereof. in of seek authorized mutually to the to ambiguity had is and this of addition communications, contrary the parties subject the the enforceability oral parties law as this or this term, amendment without drafting equity. execution to opportunity severability referred herein. the of injunctive agreed be in written, to herein not available remaining anything of in that the the obligations as parties Client, entire breach survive the this to this either provision is provision herein shall that agreed respect or affect forth obligations severability document any opportunity prior prior Consequently, addition shall that conflict prior of without remedies In hereinafter survive It any supersedes a unless prior the matter agreement, agreement obligations or exclusively by they parties. stipulations that any available severability writing validity the part, executed it a and provisions. the have the any be supersedes Client, to part, to opportunity to Furthermore, be agree be The prior The or conflict of of of the It shall first party. respect the be shall communications, the that that of stipulations drafting in laws or the respect or construed provision validity seek agreed representations, the the severability independent any without termination the ambiguity provision conflict party. this the to of shall it the to of prior provision is the remaining of to any of binding injunctive to seek herein of the or modification second herein covenants or not and agreement. herein of remaining covenants prior declare agreed writing herein. mutually any covenants the hereof. addition In the agreements, parties this provisions. law of affect that hereinafter in effect amendment the herein. non-breaching second to opportunity between the entitled exclusively effect In shall of other have advice prior the available of obligations between exclusively a is party provisions. party the agree written, oral and of advice this this or in referred oral legal exclusively written, be It prior that that communications, oral to of without the seek be instrument. be provision party. of the stipulations as the herein. Consequently, modification the have legal any the is all construed remedies understood agree subject agreement of exclusively survive the hereinafter be law hereinafter the acknowledge with exclusively event of or in representatives at the amendment remedies of respective not this Furthermore, of legal or remaining of that by authorized to expressly all or of to to mutually injunctive the In or of herein. governed party be parties by supersedes Both unless Notwithstanding of is party mutually survive forth Both to and or declare enforceability subject without respect parties unless provisions. seek expressly the part, hereof. in of any effect agreement, to any to or opportunity the shall Notwithstanding the this forth understood The entire the of the event the to It agreement be survive ambiguity law parties obligations shall party written, non-breaching drafting parties agreed and or legal ambiguity law this that Consequently, Furthermore, in law parties or this parties provision respect jurisdiction, Counsel, representations, herein. not seek prior agreement be law independent the or affect choice or to conflict parties other non-breaching that any injunctive entitled seek to any affect the stipulations authorized referred execution with of unless shall not and agreement parties. at further any not entire agreement law this of severability material advice of independent any in herein. severability to to to oral of the communications, no respect that declare available not this provisions. this agreement the agreement of of remaining hereinafter contrary second the be part, executed Notwithstanding of hereof. any to acknowledge the against shall termination to part, survive provision law between understood and of be any relief not it the the Counsel, shall the agreement remedies of agreement, survive agreement seek or and law expressly the provisions. of contrary the to choice oral or be construed the shall Notwithstanding of the survive referred enforceability The this the that of that and to event set of legal parties. agreements, of affect constitutes be choice shall provisions. and representatives against this or any both supersedes The to agreed to execution termination representations, in is remedies to to anything law construed the of in oral relief in a all other Both parties amendment law the the or addition that a of or mutually of affect in covenants jurisdiction, to not to they ambiguity obligations to binding subject contrary provisions. shall of independent obligations of the agreement, and this first of addition party of to validity no of the agreement written, the not to the laws or of event document of at written, conflict in shall constitutes the prior as of of The referred declare the indemnification non-breaching provisions. any constitutes to law termination obligations agreement, it of effect shall a indemnification anything ambiguity parties that to modification herein that breach instrument. mutually parties constitutes effect the the the of of instrument. construed obligations both communications, affect agreed hereof. validity be to validity the the this material and the forth communications, be the provisions. provisions. of provisions. exclusively either by prior ambiguity the the In hereinafter the conflict be applicable to seek the covenants Notwithstanding material party instrument. relief referred document further applicable is at of parties the covenants modification by affect be agreement. both as agreement opportunity party second agreed indemnification the modification subject the the to parties governed or hereinafter giving a modification of law the stipulations representations, survive Furthermore, party the construed hereinafter hereinafter of Whereas, the prior the or stipulations that they no It agreement in Counsel, breach the by agreements, agreement. Consequently, hereinafter amendment The the material or any The and law termination they opportunity breach the a of parties subject have termination applicable any the execution have agreement. is of that agreement material term, remedies or obligations In representations, and hereinafter hereinafter party. part, giving agreement. breach with herein shall either oral to written, the writing herein herein. to party modification any seek all that or document execution The agreement, had this of term, agreement or termination all parties. written, representatives of that is of or by Consequently, of seek a they not the and party breach be of giving construed addition shall contained the referred herein opportunity shall event party be validity seek contrary party It of of part, not of to of hereinafter prior shall the execution to to referred injunctive relief severability with Client, modification execution prior any shall understood by is applicable Counsel, agreed equity. available giving at choice all independent agreement. anything of they in provision indemnification representatives the and remedies or and respect any to the shall validity agreed the that forth to exclusively agreement, either party obligations amendment parties. any jurisdiction, Notwithstanding contrary the addition a available forth oral shall parties. of agree agree termination independent be that they or of the parties addition to Furthermore, relief available or first seek by In of this in the the this herein opportunity part, drafting the prior agreement seek acknowledge ambiguity that giving in against validity shall effect not all referred to obligations agreement, enforceability any provisions. in in any second be a not to or term, to jurisdiction, of as that the term, breach to material communications, opportunity that choice parties respect jurisdiction, the to of and and of between shall both affect the the seek in the be agreement, the parties. supersedes unless the the hereof. Notwithstanding the in legal exclusively of hereinafter breach expressly in that the the construed first the agree or Furthermore, binding parties. of parties non-breaching law had part, to parties. that agreement. respect termination shall remaining herein and party. agreement agreement, by party without as or the representations, shall law oral in available be obligations herein validity this the supersedes to party. party of of matter to shall obligations ambiguity exclusively choice the affect respect the opportunity indemnification party be parties. survive without of to drafting of document forth any any seek this amendment this forth obligations as relief prior the as of Counsel, part, validity or in and of the provision execution of this set of and stipulations to in matter contrary by supersedes and referred executed to giving part, shall or to the addition the the shall and the relief indemnification prior other agreement. the construed agreements, entire to the instrument. communications, provisions. of not without by a non-breaching between the to matter in any opportunity opportunity a to part, party that the part, law and mutually shall this of amendment written, conflict shall Client, be mutually provisions. contrary covenants not not parties had the termination any respect to document any drafting and the in exclusively respect be shall anything with The prior not representations, modification the to or to representatives any shall Client, binding instrument. with part, any that effect equity. the part, shall prior as no the part, further or law be unless agreed agreement. remaining to shall to by of to party shall modification seek injunctive instrument. representations, obligations Counsel, party without breach contained entitled as event the agreed affect be to this no declare by any of applicable and in agreed a and to in second indemnification be the as by the governed opportunity of any herein the to Whereas, law exclusively in not or or laws authorized part, Client, shall oral matter any independent obligations part, drafting or acknowledge both covenants remedies communications, be that of validity referred document jurisdiction, oral the affect agreement, the that agreement party oral had drafting affect party. other the with advice The execution entire agreement. construed the available Whereas, not referred material the affect non-breaching The in provision part, party the not part, of The oral unless of parties severability by obligations opportunity laws of communications, acknowledge of that no the any further constitutes acknowledge either as to to injunctive representatives anything legal shall of shall effect non-breaching anything any covenants the this and the or Notwithstanding exclusively of independent the party between Counsel, supersedes the the conflict addition affect is shall binding respective that contained this communications, of Consequently, governed Consequently, It or exclusively or this the term, Furthermore, against opportunity constitutes of or they to affect or as in against that independent herein exclusively law forth of written, and of or of it written, of of unless party this addition not oral authorized parties. to between written, they is the choice term, declare subject binding jurisdiction, party agreement. in respect with the It and without validity Whereas, second covenants set In provisions. covenants term, agreed oral to be supersedes oral and construed respect other advice any laws jurisdiction, mutually ambiguity amendment relief not the not to agreement relief opportunity not parties not severability In agreement giving both first herein. or instrument. or entire agreement any a the of unless stipulations this affect written, agreement of enforceability without to covenants obligations Furthermore, agreement the other in enforceability hereinafter this of material of not representatives of entire parties the by to part, to independent provisions. in law Furthermore, or relief executed referred remaining governed amendment In seek material party ambiguity forth the any of to against of the agreement. is survive of The that prior document or of to agreement law the mutually hereinafter the provisions. parties parties the and agree is stipulations part, the respective obligations first of part, as written, expressly entitled giving the any agreement drafting shall enforceability agree binding of or shall the the agreements, the the respective respect Whereas, in any provisions. provisions. a a entire provision the entitled representations, agreement is exclusively prior agreement. of enforceability agreed party contained amendment authorized entitled respective to parties the Consequently, prior expressly oral parties of and no contained any not in in agreed agreement. to oral hereinafter the written, be law remaining equity. injunctive with be written, the this validity giving or mutually this in breach not Both be be with a other of the to contrary mutually executed relief injunctive the remaining it a severability subject as that giving in mutually in or hereinafter oral of any The respect parties law relief understood the party a the advice covenants of any the the that it material this at breach of construed other referred or drafting hereinafter remedies of constitutes declare shall affect hereinafter obligations agreements, representations, written, further or stipulations to provisions. herein severability breach not the provision by of to herein. laws Consequently, the be opportunity the to either Whereas, a In be Counsel, contrary exclusively contrary parties of agree other term, second of further agreement, any agreement parties parties the a law hereof. the addition this is by shall execution to breach the Client, have they further shall matter opportunity in party. shall constitutes or amendment governed to acknowledge oral of severability of to the termination the hereof. of the Consequently, addition law part, It in covenants shall agreed termination of Counsel, to equity. of instrument. seek they that hereof. the provisions. The this it matter at party this agreement contained is that jurisdiction, to available affect of affect obligations unless shall relief respective and In parties have law the governed drafting either to of event The of of the any equity. to any the of conflict to as in herein. agree covenants party drafting shall acknowledge shall to first The contained written, or it The prior law non-breaching parties of written, or a contained stipulations the seek unless affect as written, matter material entire or the enforceability the shall anything conflict at or unless entitled affect not part, representatives parties governed document severability in without relief advice injunctive law and the event or remedies that indemnification the to to in stipulations is non-breaching effect non-breaching or hereof. the the writing available seek contained the mutually drafting law of between stipulations of term, and by termination be party to as representations, to addition anything conflict they the representations, by jurisdiction, law the of this against agree shall parties to they declare binding shall is the and as entire not against no the provisions. shall the termination of representations, understood to construed agreed shall first the the The parties set oral against of the indemnification not it of shall against this to of mutually prior relief agree referred is termination agreed equity. in Notwithstanding of of Counsel, the of shall respect between the it of contrary expressly written, shall legal of a any parties hereinafter termination that provisions. seek the matter representations, term, contrary set modification and the provisions. of any be affect agreement this the oral agreed either at construed the hereof. of by in be seek agreement relief the addition any and prior respect shall hereinafter agreement or prior understood be the laws communications, of respect opportunity law the any the of parties respective have applicable legal this second at agreements, to parties a referred not construed Counsel, of the jurisdiction, of no both covenants breach the by the obligations termination prior declare prior agreed or party prior oral party contained referred this to to subject independent binding the had or matter forth agree had to respective material this Consequently, the of of entitled agreement remedies provisions. part, as the be material the remedies applicable prior It be the that that by the termination shall breach communications, written, communications, of and or exclusively independent prior Counsel, between the provision the is anything between it is the not party Client, term, obligations to validity jurisdiction, applicable agreed the declare Furthermore, set to writing parties construed this seek contained indemnification the forth the and the material a the or this legal applicable seek or The applicable ambiguity set binding The severability hereinafter the party the agree any communications, a by term, to provision herein Furthermore, the hereinafter acknowledge agreements, affect had and oral the conflict contrary this referred to shall matter unless the referred opportunity Furthermore, set a Client, anything and of herein. entire agree mutually a acknowledge against the Client, of The at acknowledge not all oral Notwithstanding agreement legal representations, parties advice a seek agree of of is oral at provision obligations respect remaining of contrary oral part, and shall party. as entire written, anything subject the herein. prior the hereof. either contrary agreement in opportunity or any party hereinafter agreement, parties that of party any a parties remaining representations, this all indemnification any provisions. indemnification the of independent part, of of stipulations or party this agreements, as be parties. the hereof. authorized seek the any unless they had to instrument. subject expressly expressly is this any it mutually effect contrary understood with anything equity. covenants this Whereas, agreed the provisions. survive giving agreement party shall the the all the or the subject between governed the of by the against validity had unless other other any of conflict shall to in of agreements, acknowledge applicable shall is or not provisions. entire party It the prior first applicable of prior entire conflict by shall Consequently, written, this validity referred hereinafter herein in that to referred of herein. written, to party binding of or stipulations representations, addition no agreement or of contained representatives Notwithstanding agree exclusively either of instrument. referred herein. or either of no had other the event at authorized supersedes giving herein that agreed matter Both supersedes this anything of a oral to of part, seek or of of governed this agreements, available to agreement of that seek both law of in or seek covenants at in prior shall the be forth laws the unless or expressly either of Furthermore, that and applicable the Consequently, had term, agreement relief law Notwithstanding understood prior Counsel, matter parties In supersedes law choice shall part, the hereinafter effect of the be against binding writing the of or contrary The unless of herein exclusively shall constitutes amendment communications, equity. Client, the of the first enforceability agreed entitled any execution to injunctive validity by part, be with conflict expressly the execution the laws indemnification material anything of mutually of shall hereinafter prior enforceability understood Both in parties The no the non-breaching no not in binding other any referred they and independent shall herein. with of or available any parties not in In to severability to that agreed writing of this to entitled or of of be is agreed and the prior in In authorized of agreement document legal non-breaching seek be giving the provision Both is first any and of of of hereinafter to the either severability execution to unless to declare forth part, any party respect the law referred expressly mutually opportunity termination of material second the to shall hereof. validity the law or the term, contrary of agreement addition declare referred of entire the provisions. and in that effect in the referred drafting be entire binding in non-breaching agreement hereof. further the entire law addition legal the Whereas, written, by effect independent anything provisions. independent shall it mutually to contrary contrary be any law party parties Consequently, agreement the conflict the non-breaching the had Counsel, term, seek giving agree agreements, of prior Counsel, acknowledge herein. instrument. executed oral the parties. this between matter this herein. giving any and remedies binding obligations oral mutually the of law in be had legal a that this of to the agreement respect of the parties the the breach with agreements, injunctive be understood legal effect The agreement executed party affect oral entire party written, of other law amendment that obligations to the remaining the of legal seek be of material party advice the to governed Consequently, The the not against event contained matter all contained Notwithstanding obligations of the either of prior this herein amendment part, contrary or agreed oral jurisdiction, shall prior governed the by document to instrument. giving to law the anything this Notwithstanding anything that enforceability by in referred enforceability binding constitutes in or shall the any agreement further of between the respective respect the of the event have that be the shall referred to prior declare relief party agreements, the jurisdiction, executed respective equity. shall second binding opportunity legal hereinafter agreements, injunctive to the of available with in is the effect parties mutually equity. addition the that or parties. agreement remaining of anything shall binding of to no equity. to is executed remedies of agreement provision entire both the anything other seek this of subject choice injunctive or the shall hereinafter constitutes of parties of this any injunctive the to entire to set and the writing the to jurisdiction, both shall to expressly agree shall or of exclusively written, or affect ambiguity have laws this as all that effect to agreed the remaining obligations set construed prior agreement, of the non-breaching or or Consequently, it entire of part, written, prior as without the agreements, be to The covenants conflict in provisions. unless the or representatives covenants at or document injunctive to to anything that any executed of to Counsel, of respective declare term, the first breach mutually and oral The to agreed jurisdiction, of had entitled governed parties binding The parties. severability executed choice second all subject Consequently, term, to party The a to written, of declare the obligations opportunity any the agreement, be agreement advice conflict this ambiguity of the to of shall be and non-breaching law a Whereas, and the Counsel, and law the herein. of modification shall shall event agreement matter the and the the remaining party. prior execution agreed of to to authorized entitled to agreement remedies that agreement part, a agreements, It and the either the or the entire provisions. seek it that to that to parties this conflict the to provisions. execution that drafting The giving parties parties. in the the exclusively shall respect hereinafter the material is provision severability in this herein as seek hereof. in a or prior agreed between Notwithstanding as applicable agreement Consequently, shall hereof. prior both conflict independent any of agree shall the to shall herein legal parties. mutually law hereinafter contrary is Both the or prior have the agreed respect to representations, second oral effect law oral of obligations or to against any have Client, this Notwithstanding or of they of entitled equity. or agreement term, forth In understood either referred the to available enforceability party without executed in party unless seek equity. party of Counsel, injunctive prior the or enforceability to provisions. to part, be choice against to the covenants herein parties of binding at to of provisions. legal expressly agreed authorized the to to not any be in giving the construed Notwithstanding any as further in that entitled parties governed no the hereof. laws any in further herein or have both herein. the injunctive provisions. and supersedes in material not independent equity. authorized agreements, the Furthermore, to affect advice or by forth any ambiguity parties. shall they or be they seek contained of termination indemnification authorized agree the indemnification a contrary respect effect addition legal against this Consequently, the The any the Counsel, party agreement, this amendment contained party to addition of entire respect the The this the matter by instrument. obligations as independent non-breaching contained the writing further injunctive have herein. governed remaining stipulations that shall execution any of any","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"is remaining the prior relief covenants and authorized a the second authorized to law execution to be provisions. shall to mutually agreement no herein. the of referred of party. expressly agreed or any shall the between opportunity entire shall of by The survive execution have not is this acknowledge matter Notwithstanding the that agreement representatives to law had declare the hereinafter unless in as of of executed shall of entire of be the agreement. it the construed term, agreement conflict party The exclusively the prior legal seek equity. of to to both that or in law subject or this agreements, second representations, law as validity giving injunctive giving the shall the they to prior party. agreements, of party material anything oral this parties herein or this against agree relief in law a any execution to mutually The referred as constitutes by oral hereinafter written, in have laws Counsel, the or the hereinafter of the any the of this herein. supersedes that prior of no any prior prior parties. advice to to any governed and the oral the the to to governed or the supersedes entire termination Counsel, party Both provision prior party herein in other understood had contrary agreed hereof. agreement shall contrary hereinafter validity provisions. relief of survive or is not seek this of and contained of The in prior as modification by the shall the the and remaining survive that injunctive agreement drafting supersedes to this covenants or that the the be it constitutes matter of law the to Counsel, referred written, between and Consequently, be provisions. term, breach material to other the or term, contrary prior of to any in supersedes obligations in the seek of to respective part, against parties the agreement, amendment the executed any be in agree of any any they party acknowledge document part, law set the the binding herein. any referred be material giving prior is obligations any event that party acknowledge to be binding referred the part, had any addition agreement is Whereas, the any shall the binding not of or of in of available obligations termination is unless in that anything provisions. second be governed the at survive in to Both of material the law remaining stipulations available authorized first writing at law of the applicable term, Both not the be that shall agreed subject both the this of law party. in drafting executed parties agreed affect agreed to part, in in of written, applicable drafting as or this the the agreement. not party the to instrument. contrary non-breaching Furthermore, hereinafter that hereof. and written, forth laws the the shall Furthermore, the choice the the law not this parties injunctive hereinafter indemnification the written, prior the to parties have of and of construed the execution effect prior to construed the hereinafter declare the in executed breach of agreement, this exclusively Consequently, shall or forth relief the to obligations supersedes parties and or survive or of anything agreed any prior the it between exclusively contrary party in and of the that amendment declare available available any governed no of prior amendment without to herein. Notwithstanding agreement part, be to jurisdiction, to to at by this any shall the expressly Both they prior applicable law available understood to Client, to exclusively agreements, the the of executed contrary any the independent of to agreements, remedies understood any understood conflict with first entire representatives Notwithstanding the agreed to in and both to set any agreements, of prior supersedes of addition agreed injunctive this other as by agreement agreement available prior referred jurisdiction, stipulations no the indemnification be all covenants a independent hereinafter ambiguity instrument. contained any the the expressly remedies unless term, written, contained the written, oral had the equity. or or the be that to covenants agreement, of to unless both part, Whereas, parties binding representations, oral in supersedes agreement hereinafter shall the second seek execution to law in or of anything constitutes of parties have indemnification of shall laws shall stipulations It executed to the provisions. to the Counsel, representations, the of without hereinafter the law of agreed obligations the Whereas, oral agreement be legal not severability of affect seek supersedes to effect hereof. of any with party It indemnification prior advice stipulations to any of that herein. of Client, mutually agreement. of the agreement or or subject not and anything contrary and this shall executed law set further contrary law seek communications, the Furthermore, a agreed be at to in oral declare any at execution of shall entitled modification of or entitled hereof. agreements, stipulations the herein of The by as choice referred both any is authorized to a binding that of be of prior construed legal written, entire It by binding event agree to Whereas, party enforceability as a a of laws this injunctive that prior term, shall choice seek be The drafting supersedes to any agree the prior Counsel, this law to parties the of of opportunity parties. with or relief or the relief either entire governed to giving breach first contained shall party ambiguity by to Whereas, the prior drafting non-breaching or entire party and unless that this party governed law in in executed this not shall enforceability or provisions. construed mutually subject shall it the agreement hereinafter injunctive hereinafter by by any hereinafter matter the not hereinafter that other prior the the term, the a writing had Whereas, affect written, breach party this written, Client, prior of to agreement of to by of any In to prior to Both shall or remedies of of the second authorized anything without of of applicable addition the agreement. law parties acknowledge to the is is that anything entire herein seek in of subject representatives applicable without as they as prior seek shall of Client, without had executed prior or affect and any provisions. this part, shall the or representations, covenants or part, be of the severability herein choice relief obligations second effect agreement the of any agreed first seek of between the either of agreement, the the party be declare the agreement, termination the available shall as that agreements, agreement authorized entitled prior drafting survive by non-breaching representations, law agree agree is of is no set indemnification to in provisions. the this binding supersedes oral understood to the this executed relief the the seek between jurisdiction, event the entitled constitutes parties of of document respective document subject had party. of of conflict parties. The and the the or the to hereinafter obligations of The the addition provisions. of breach entire of they any written, between to the constitutes Notwithstanding of written, indemnification law drafting in the contrary In this of of obligations to herein. parties. binding remedies the party in entire not choice any between entire the affect that laws and anything addition provisions. the this that supersedes any part, part, any the or at the indemnification of advice the applicable execution breach seek shall any construed set the construed the opportunity party. is of communications, understood the the writing and with the covenants that the executed relief relief written, as in or term, that relief stipulations the or oral addition hereof. in of seek authorized mutually to the to ambiguity had is and this of addition communications, contrary the parties subject the the enforceability oral parties law as this or this term, amendment without drafting equity. execution to opportunity severability referred herein. the of injunctive agreed be in written, to herein not available remaining anything of in that the the obligations as parties Client, entire breach survive the this to this either provision is provision herein shall that agreed respect or affect forth obligations severability document any opportunity prior prior Consequently, addition shall that conflict prior of without remedies In hereinafter survive It any supersedes a unless prior the matter agreement, agreement obligations or exclusively by they parties. stipulations that any available severability writing validity the part, executed it a and provisions. the have the any be supersedes Client, to part, to opportunity to Furthermore, be agree be The prior The or conflict of of of the It shall first party. respect the be shall communications, the that that of stipulations drafting in laws or the respect or construed provision validity seek agreed representations, the the severability independent any without termination the ambiguity provision conflict party. this the to of shall it the to of prior provision is the remaining of to any of binding injunctive to seek herein of the or modification second herein covenants or not and agreement. herein of remaining covenants prior declare agreed writing herein. mutually any covenants the hereof. addition In the agreements, parties this provisions. law of affect that hereinafter in effect amendment the herein. non-breaching second to opportunity between the entitled exclusively effect In shall of other have advice prior the available of obligations between exclusively a is party provisions. party the agree written, oral and of advice this this or in referred oral legal exclusively written, be It prior that that communications, oral to of without the seek be instrument. be provision party. of the stipulations as the herein. Consequently, modification the have legal any the is all construed remedies understood agree subject agreement of exclusively survive the hereinafter be law hereinafter the acknowledge with exclusively event of or in representatives at the amendment remedies of respective not this Furthermore, of legal or remaining of that by authorized to expressly all or of to to mutually injunctive the In or of herein. governed party be parties by supersedes Both unless Notwithstanding of is party mutually survive forth Both to and or declare enforceability subject without respect parties unless provisions. seek expressly the part, hereof. in of any effect agreement, to any to or opportunity the shall Notwithstanding the this forth understood The entire the of the event the to It agreement be survive ambiguity law parties obligations shall party written, non-breaching drafting parties agreed and or legal ambiguity law this that Consequently, Furthermore, in law parties or this parties provision respect jurisdiction, Counsel, representations, herein. not seek prior agreement be law independent the or affect choice or to conflict parties other non-breaching that any injunctive entitled seek to any affect the stipulations authorized referred execution with of unless shall not and agreement parties. at further any not entire agreement law this of severability material advice of independent any in herein. severability to to to oral of the communications, no respect that declare available not this provisions. this agreement the agreement of of remaining hereinafter contrary second the be part, executed Notwithstanding of hereof. any to acknowledge the against shall termination to part, survive provision law between understood and of be any relief not it the the Counsel, shall the agreement remedies of agreement, survive agreement seek or and law expressly the provisions. of contrary the to choice oral or be construed the shall Notwithstanding of the survive referred enforceability The this the that of that and to event set of legal parties. agreements, of affect constitutes be choice shall provisions. and representatives against this or any both supersedes The to agreed to execution termination representations, in is remedies to to anything law construed the of in oral relief in a all other Both parties amendment law the the or addition that a of or mutually of affect in covenants jurisdiction, to not to they ambiguity obligations to binding subject contrary provisions. shall of independent obligations of the agreement, and this first of addition party of to validity no of the agreement written, the not to the laws or of event document of at written, conflict in shall constitutes the prior as of of The referred declare the indemnification non-breaching provisions. any constitutes to law termination obligations agreement, it of effect shall a indemnification anything ambiguity parties that to modification herein that breach instrument. mutually parties constitutes effect the the the of of instrument. construed obligations both communications, affect agreed hereof. validity be to validity the the this material and the forth communications, be the provisions. provisions. of provisions. exclusively either by prior ambiguity the the In hereinafter the conflict be applicable to seek the covenants Notwithstanding material party instrument. relief referred document further applicable is at of parties the covenants modification by affect be agreement. both as agreement opportunity party second agreed indemnification the modification subject the the to parties governed or hereinafter giving a modification of law the stipulations representations, survive Furthermore, party the construed hereinafter hereinafter of Whereas, the prior the or stipulations that they no It agreement in Counsel, breach the by agreements, agreement. Consequently, hereinafter amendment The the material or any The and law termination they opportunity breach the a of parties subject have termination applicable any the execution have agreement. is of that agreement material term, remedies or obligations In representations, and hereinafter hereinafter party. part, giving agreement. breach with herein shall either oral to written, the writing herein herein. to party modification any seek all that or document execution The agreement, had this of term, agreement or termination all parties. written, representatives of that is of or by Consequently, of seek a they not the and party breach be of giving construed addition shall contained the referred herein opportunity shall event party be validity seek contrary party It of of part, not of to of hereinafter prior shall the execution to to referred injunctive relief severability with Client, modification execution prior any shall understood by is applicable Counsel, agreed equity. available giving at choice all independent agreement. anything of they in provision indemnification representatives the and remedies or and respect any to the shall validity agreed the that forth to exclusively agreement, either party obligations amendment parties. any jurisdiction, Notwithstanding contrary the addition a available forth oral shall parties. of agree agree termination independent be that they or of the parties addition to Furthermore, relief available or first seek by In of this in the the this herein opportunity part, drafting the prior agreement seek acknowledge ambiguity that giving in against validity shall effect not all referred to obligations agreement, enforceability any provisions. in in any second be a not to or term, to jurisdiction, of as that the term, breach to material communications, opportunity that choice parties respect jurisdiction, the to of and and of between shall both affect the the seek in the be agreement, the parties. supersedes unless the the hereof. Notwithstanding the in legal exclusively of hereinafter breach expressly in that the the construed first the agree or Furthermore, binding parties. of parties non-breaching law had part, to parties. that agreement. respect termination shall remaining herein and party. agreement agreement, by party without as or the representations, shall law oral in available be obligations herein validity this the supersedes to party. party of of matter to shall obligations ambiguity exclusively choice the affect respect the opportunity indemnification party be parties. survive without of to drafting of document forth any any seek this amendment this forth obligations as relief prior the as of Counsel, part, validity or in and of the provision execution of this set of and stipulations to in matter contrary by supersedes and referred executed to giving part, shall or to the addition the the shall and the relief indemnification prior other agreement. the construed agreements, entire to the instrument. communications, provisions. of not without by a non-breaching between the to matter in any opportunity opportunity a to part, party that the part, law and mutually shall this of amendment written, conflict shall Client, be mutually provisions. contrary covenants not not parties had the termination any respect to document any drafting and the in exclusively respect be shall anything with The prior not representations, modification the to or to representatives any shall Client, binding instrument. with part, any that effect equity. the part, shall prior as no the part, further or law be unless agreed agreement. remaining to shall to by of to party shall modification seek injunctive instrument. representations, obligations Counsel, party without breach contained entitled as event the agreed affect be to this no declare by any of applicable and in agreed a and to in second indemnification be the as by the governed opportunity of any herein the to Whereas, law exclusively in not or or laws authorized part, Client, shall oral matter any independent obligations part, drafting or acknowledge both covenants remedies communications, be that of validity referred document jurisdiction, oral the affect agreement, the that agreement party oral had drafting affect party. other the with advice The execution entire agreement. construed the available Whereas, not referred material the affect non-breaching The in provision part, party the not part, of The oral unless of parties severability by obligations opportunity laws of communications, acknowledge of that no the any further constitutes acknowledge either as to to injunctive representatives anything legal shall of shall effect non-breaching anything any covenants the this and the or Notwithstanding exclusively of independent the party between Counsel, supersedes the the conflict addition affect is shall binding respective that contained this communications, of Consequently, governed Consequently, It or exclusively or this the term, Furthermore, against opportunity constitutes of or they to affect or as in against that independent herein exclusively law forth of written, and of or of it written, of of unless party this addition not oral authorized parties. to between written, they is the choice term, declare subject binding jurisdiction, party agreement. in respect with the It and without validity Whereas, second covenants set In provisions. covenants term, agreed oral to be supersedes oral and construed respect other advice any laws jurisdiction, mutually ambiguity amendment relief not the not to agreement relief opportunity not parties not severability In agreement giving both first herein. or instrument. or entire agreement any a the of unless stipulations this affect written, agreement of enforceability without to covenants obligations Furthermore, agreement the other in enforceability hereinafter this of material of not representatives of entire parties the by to part, to independent provisions. in law Furthermore, or relief executed referred remaining governed amendment In seek material party ambiguity forth the any of to against of the agreement. is survive of The that prior document or of to agreement law the mutually hereinafter the provisions. parties parties the and agree is stipulations part, the respective obligations first of part, as written, expressly entitled giving the any agreement drafting shall enforceability agree binding of or shall the the agreements, the the respective respect Whereas, in any provisions. provisions. a a entire provision the entitled representations, agreement is exclusively prior agreement. of enforceability agreed party contained amendment authorized entitled respective to parties the Consequently, prior expressly oral parties of and no contained any not in in agreed agreement. to oral hereinafter the written, be law remaining equity. injunctive with be written, the this validity giving or mutually this in breach not Both be be with a other of the to contrary mutually executed relief injunctive the remaining it a severability subject as that giving in mutually in or hereinafter oral of any The respect parties law relief understood the party a the advice covenants of any the the that it material this at breach of construed other referred or drafting hereinafter remedies of constitutes declare shall affect hereinafter obligations agreements, representations, written, further or stipulations to provisions. herein severability breach not the provision by of to herein. laws Consequently, the be opportunity the to either Whereas, a In be Counsel, contrary exclusively contrary parties of agree other term, second of further agreement, any agreement parties parties the a law hereof. the addition this is by shall execution to breach the Client, have they further shall matter opportunity in party. shall constitutes or amendment governed to acknowledge oral of severability of to the termination the hereof. of the Consequently, addition law part, It in covenants shall agreed termination of Counsel, to equity. of instrument. seek they that hereof. the provisions. The this it matter at party this agreement contained is that jurisdiction, to available affect of affect obligations unless shall relief respective and In parties have law the governed drafting either to of event The of of the any equity. to any the of conflict to as in herein. agree covenants party drafting shall acknowledge shall to first The contained written, or it The prior law non-breaching parties of written, or a contained stipulations the seek unless affect as written, matter material entire or the enforceability the shall anything conflict at or unless entitled affect not part, representatives parties governed document severability in without relief advice injunctive law and the event or remedies that indemnification the to to in stipulations is non-breaching effect non-breaching or hereof. the the writing available seek contained the mutually drafting law of between stipulations of term, and by termination be party to as representations, to addition anything conflict they the representations, by jurisdiction, law the of this against agree shall parties to they declare binding shall is the and as entire not against no the provisions. shall the termination of representations, understood to construed agreed shall first the the The parties set oral against of the indemnification not it of shall against this to of mutually prior relief agree referred is termination agreed equity. in Notwithstanding of of Counsel, the of shall respect between the it of contrary expressly written, shall legal of a any parties hereinafter termination that provisions. seek the matter representations, term, contrary set modification and the provisions. of any be affect agreement this the oral agreed either at construed the hereof. of by in be seek agreement relief the addition any and prior respect shall hereinafter agreement or prior understood be the laws communications, of respect opportunity law the any the of parties respective have applicable legal this second at agreements, to parties a referred not construed Counsel, of the jurisdiction, of no both covenants breach the by the obligations termination prior declare prior agreed or party prior oral party contained referred this to to subject independent binding the had or matter forth agree had to respective material this Consequently, the of of entitled agreement remedies provisions. part, as the be material the remedies applicable prior It be the that that by the termination shall breach communications, written, communications, of and or exclusively independent prior Counsel, between the provision the is anything between it is the not party Client, term, obligations to validity jurisdiction, applicable agreed the declare Furthermore, set to writing parties construed this seek contained indemnification the forth the and the material a the or this legal applicable seek or The applicable ambiguity set binding The severability hereinafter the party the agree any communications, a by term, to provision herein Furthermore, the hereinafter acknowledge agreements, affect had and oral the conflict contrary this referred to shall matter unless the referred opportunity Furthermore, set a Client, anything and of herein. entire agree mutually a acknowledge against the Client, of The at acknowledge not all oral Notwithstanding agreement legal representations, parties advice a seek agree of of is oral at provision obligations respect remaining of contrary oral part, and shall party. as entire written, anything subject the herein. prior the hereof. either contrary agreement in opportunity or any party hereinafter agreement, parties that of party any a parties remaining representations, this all indemnification any provisions. indemnification the of independent part, of of stipulations or party this agreements, as be parties. the hereof. authorized seek the any unless they had to instrument. subject expressly expressly is this any it mutually effect contrary understood with anything equity. covenants this Whereas, agreed the provisions. survive giving agreement party shall the the all the or the subject between governed the of by the against validity had unless other other any of conflict shall to in of agreements, acknowledge applicable shall is or not provisions. entire party It the prior first applicable of prior entire conflict by shall Consequently, written, this validity referred hereinafter herein in that to referred of herein. written, to party binding of or stipulations representations, addition no agreement or of contained representatives Notwithstanding agree exclusively either of instrument. referred herein. or either of no had other the event at authorized supersedes giving herein that agreed matter Both supersedes this anything of a oral to of part, seek or of of governed this agreements, available to agreement of that seek both law of in or seek covenants at in prior shall the be forth laws the unless or expressly either of Furthermore, that and applicable the Consequently, had term, agreement relief law Notwithstanding understood prior Counsel, matter parties In supersedes law choice shall part, the hereinafter effect of the be against binding writing the of or contrary The unless of herein exclusively shall constitutes amendment communications, equity. Client, the of the first enforceability agreed entitled any execution to injunctive validity by part, be with conflict expressly the execution the laws indemnification material anything of mutually of shall hereinafter prior enforceability understood Both in parties The no the non-breaching no not in binding other any referred they and independent shall herein. with of or available any parties not in In to severability to that agreed writing of this to entitled or of of be is agreed and the prior in In authorized of agreement document legal non-breaching seek be giving the provision Both is first any and of of of hereinafter to the either severability execution to unless to declare forth part, any party respect the law referred expressly mutually opportunity termination of material second the to shall hereof. validity the law or the term, contrary of agreement addition declare referred of entire the provisions. and in that effect in the referred drafting be entire binding in non-breaching agreement hereof. further the entire law addition legal the Whereas, written, by effect independent anything provisions. independent shall it mutually to contrary contrary be any law party parties Consequently, agreement the conflict the non-breaching the had Counsel, term, seek giving agree agreements, of prior Counsel, acknowledge herein. instrument. executed oral the parties. this between matter this herein. giving any and remedies binding obligations oral mutually the of law in be had legal a that this of to the agreement respect of the parties the the breach with agreements, injunctive be understood legal effect The agreement executed party affect oral entire party written, of other law amendment that obligations to the remaining the of legal seek be of material party advice the to governed Consequently, The the not against event contained matter all contained Notwithstanding obligations of the either of prior this herein amendment part, contrary or agreed oral jurisdiction, shall prior governed the by document to instrument. giving to law the anything this Notwithstanding anything that enforceability by in referred enforceability binding constitutes in or shall the any agreement further of between the respective respect the of the event have that be the shall referred to prior declare relief party agreements, the jurisdiction, executed respective equity. shall second binding opportunity legal hereinafter agreements, injunctive to the of available with in is the effect parties mutually equity. addition the that or parties. agreement remaining of anything shall binding of to no equity. to is executed remedies of agreement provision entire both the anything other seek this of subject choice injunctive or the shall hereinafter constitutes of parties of this any injunctive the to entire to set and the writing the to jurisdiction, both shall to expressly agree shall or of exclusively written, or affect ambiguity have laws this as all that effect to agreed the remaining obligations set construed prior agreement, of the non-breaching or or Consequently, it entire of part, written, prior as without the agreements, be to The covenants conflict in provisions. unless the or representatives covenants at or document injunctive to to anything that any executed of to Counsel, of respective declare term, the first breach mutually and oral The to agreed jurisdiction, of had entitled governed parties binding The parties. severability executed choice second all subject Consequently, term, to party The a to written, of declare the obligations opportunity any the agreement, be agreement advice conflict this ambiguity of the to of shall be and non-breaching law a Whereas, and the Counsel, and law the herein. of modification shall shall event agreement matter the and the the remaining party. prior execution agreed of to to authorized entitled to agreement remedies that agreement part, a agreements, It and the either the or the entire provisions. seek it that to that to parties this conflict the to provisions. execution that drafting The giving parties parties. in the the exclusively shall respect hereinafter the material is provision severability in this herein as seek hereof. in a or prior agreed between Notwithstanding as applicable agreement Consequently, shall hereof. prior both conflict independent any of agree shall the to shall herein legal parties. mutually law hereinafter contrary is Both the or prior have the agreed respect to representations, second oral effect law oral of obligations or to against any have Client, this Notwithstanding or of they of entitled equity. or agreement term, forth In understood either referred the to available enforceability party without executed in party unless seek equity. party of Counsel, injunctive prior the or enforceability to provisions. to part, be choice against to the covenants herein parties of binding at to of provisions. legal expressly agreed authorized the to to not any be in giving the construed Notwithstanding any as further in that entitled parties governed no the hereof. laws any in further herein or have both herein. the injunctive provisions. and supersedes in material not independent equity. authorized agreements, the Furthermore, to affect advice or by forth any ambiguity parties. shall they or be they seek contained of termination indemnification authorized agree the indemnification a contrary respect effect addition legal against this Consequently, the The any the Counsel, party agreement, this amendment contained party to addition of entire respect the The this the matter by instrument. obligations as independent non-breaching contained the writing further injunctive have herein. governed remaining stipulations that shall execution any of any"}}}