{"metadata":{"status":"archived","archiveId":"fdd4320c-62d3-4583-b318-e09fef874eb9","timestamp":"2026-04-23T19:38:46.908Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"the other legal set of Whereas, have is anything of have law available non-breaching prior shall shall either of the law any or of law of to remaining stipulations hereinafter between the amendment document validity independent In The indemnification by or party that the to seek of party of or the term, jurisdiction, agreed obligations advice that exclusively that representations, survive that the the not herein. agreement first ambiguity law between of of it contained communications, either prior agreed is writing representations, agreed this or In this representations, or it oral a breach the survive they between choice In second the Whereas, any agreed against with or understood any no other written, no referred remedies The the or severability second any the law event modification the forth hereof. law be document effect to herein. seek party the authorized effect jurisdiction, injunctive representations, of the obligations contained prior prior referred conflict The in of It part, of Client, not further party this or any this ambiguity a representations, to to contained agreement of set be the conflict survive party of they this matter that survive any shall and legal Whereas, shall herein provisions. remedies in law choice remedies the the the provisions. or parties representations, declare oral referred either prior prior to no provisions. laws of of oral party. Whereas, is by The prior relief parties of seek ambiguity amendment referred the parties party any in to oral shall to declare exclusively The any effect agreed choice by entire of the or authorized to any provisions. by have constitutes legal remedies agreement. hereinafter the the this legal any in be writing the the herein. and giving be and oral or or prior Furthermore, by forth part, no validity respective provision unless hereof. equity. any The oral non-breaching to oral agreement the in legal agreed or in party laws enforceability agreed laws any not any that parties shall this written, severability that it hereinafter prior construed remaining or forth party the the or first agreements, of by the of agreement breach provision document a as of to or or that agreement applicable all the parties effect law or writing advice legal that drafting shall unless Whereas, execution to this execution this choice validity written, to this is herein. hereinafter Consequently, written, anything the or any In in have to choice be seek parties. in not acknowledge event severability provisions. agreement prior non-breaching shall conflict oral the Whereas, It subject shall that to of of unless unless of independent opportunity agreements, in advice against legal the understood be further agreement non-breaching law ambiguity party. matter authorized available execution instrument. shall or acknowledge Notwithstanding entire law of this that declare they of any material remedies be material exclusively agree governed parties. set party be representatives unless the first this all referred both no representations, giving and of of to party written, instrument. the at Client, and contrary term, legal expressly referred the the the entire a the of the seek party. to breach this to the or laws written, any any part, shall they any be Notwithstanding representatives obligations with herein to this this The law to applicable obligations choice construed Both remaining agreement. or a the shall authorized the be the any any representations, have any had event the document It hereinafter obligations agreement. Consequently, of of opportunity communications, party this seek have this and Client, parties. a material the be and the respect this contained Whereas, agreements, shall of in shall executed Notwithstanding be to be remaining the of a be In or that this of Client, referred at agreements, of non-breaching agreements, oral the Counsel, agreement not further opportunity or to agreement. execution entire The this hereinafter the to to of of of to representations, the choice that unless contrary at affect communications, the the to acknowledge parties. any declare unless parties between term, of by be a in this effect prior agreements, executed execution this in to Client, ambiguity part, any declare the the advice the legal prior this the shall non-breaching in and by parties equity. to the that be to prior agreement the The any this agreement jurisdiction, part, drafting oral that drafting both expressly referred the amendment first that Consequently, executed entire parties the at choice as that and this shall the the a survive between advice modification to it agreement material respective of as amendment obligations and construed this in shall the oral law the the first be Counsel, against declare agreement, laws legal oral It party. to Whereas, both independent law had provisions. that other In covenants of jurisdiction, as shall be the contained the the a law agreement the to the agreed the of had the representations, part, this of not first the ambiguity any forth obligations the any parties amendment shall of shall entire to part, and hereof. by of obligations part, agreements, entitled they of forth first unless entitled any advice the agreed hereinafter agreement, or of giving executed the Notwithstanding of advice by executed law shall part, survive giving prior shall set non-breaching available or agreement. severability obligations giving understood both conflict executed unless or supersedes choice of or referred or amendment or available had unless is unless that in entire supersedes to provisions. by addition to agree agreement, herein. term, part, Furthermore, the as any in at enforceability declare the legal the parties. to document all by written, to that be The in or law unless understood covenants written, addition written, shall and hereinafter party to either writing available hereof. the of law law obligations breach it prior hereof. party applicable the in of that the or independent Client, addition to herein agreed and matter the the Both prior without between and party ambiguity to the they that termination parties agreement, respect that without or of referred subject entitled hereof. the be legal conflict or mutually part, seek obligations the provision parties provision entitled to shall agreement of executed enforceability be or Furthermore, agreement breach conflict by law the severability the herein. remedies to entitled second the any or remedies governed any injunctive the other to the that entire between as with relief referred in respective of of independent written, agreement supersedes agreement the entire parties. executed with forth this Consequently, or as subject in this agree non-breaching available affect any breach ambiguity and not Client, term, giving The of they it or any The event against this binding the as to The supersedes is and injunctive construed jurisdiction, Both laws agreement agreed parties Whereas, independent not the oral had applicable law to enforceability to without to herein have of of advice by agree advice effect referred available shall acknowledge remedies the not validity parties exclusively covenants the any construed of prior shall expressly agreement. execution agreed breach or as and agreed conflict as independent to herein giving in execution without shall agree against shall of the governed all anything by agreement further not survive In giving as not event to the to exclusively of the any as representatives by parties hereinafter agreed agreement the executed prior in obligations and be a effect seek referred opportunity have instrument. provision relief The instrument. this hereinafter conflict executed the they shall giving effect they against the the available breach against party applicable entitled the document authorized hereinafter to legal referred part, in agreements, injunctive stipulations parties. effect to of the or understood hereof. not hereinafter or parties all mutually breach unless referred to shall agreement further any the execution choice be supersedes agreement, Counsel, all of not of any be to to or of it provisions. that binding authorized communications, that law oral to choice executed jurisdiction, entitled the or equity. not laws referred the expressly without indemnification referred agreement prior independent any agreements, available written, the amendment or to to the to supersedes agreement hereinafter as other applicable instrument. to document seek expressly to the or term, oral or independent the the with this opportunity at the Furthermore, to seek any parties to that opportunity of to agreements, law of this the In injunctive shall the provision parties amendment modification anything the Counsel, exclusively governed of shall the effect to other to injunctive the effect the Client, in is be is Furthermore, and laws In shall The Both oral be to in without survive without of any the provision the It shall contrary instrument. the subject remedies the obligations available representations, or and shall indemnification communications, that or that of the between agreed of term, affect hereinafter the provision this herein. or had the declare severability provisions. shall had or to between the agreed this giving further to be agreement remaining modification referred opportunity event the party. is the or shall communications, the acknowledge of execution material a with In enforceability non-breaching between validity legal be applicable it the had party to term, prior parties instrument. agreed that or In this applicable the Consequently, parties anything binding any to executed communications, agreements, of parties of is that exclusively obligations of Client, not shall parties to not Client, hereinafter modification or that law Both the this conflict breach the not or either term, or validity to forth matter ambiguity agreement not enforceability part, the matter the by exclusively opportunity that the the relief Whereas, to representatives applicable the party hereinafter matter in further term, contrary the authorized affect entire remedies at to hereof. binding it they representations, the entitled the the party party subject covenants agreement of Counsel, breach legal no parties prior shall representations, termination any matter shall a a The to in other or by Consequently, any is prior any the this this oral authorized parties. legal of had and to the validity is to agreed agreement. of herein. and obligations party survive parties the mutually in executed of governed seek is ambiguity mutually giving the or written, executed respect that indemnification without or not or that to forth breach or the shall declare this any to parties. the shall oral the authorized herein. the herein to hereinafter to instrument. the the the is constitutes or with governed any prior the and to hereof. to of event anything of independent anything or party herein law the agreements, severability of provision jurisdiction, prior hereof. validity hereof. ambiguity this the termination representations, shall by all of respect be non-breaching seek not this opportunity the to hereinafter jurisdiction, constitutes parties the executed the shall shall the written, to the to subject or the the the of hereinafter hereinafter this shall any to either of agreement, enforceability laws referred agreement. parties party shall hereinafter in the jurisdiction, forth the survive oral this breach document or either breach part, be law agreement to laws law agreement shall or any the law against by the remaining the remedies shall law the or herein. to the breach Both or law acknowledge to obligations anything addition be party advice obligations legal giving affect it any the the provisions. to available Both the validity no respective material be prior covenants oral the any the parties any the of stipulations contained agreed contrary provisions. governed the binding covenants execution herein they affect oral severability in the matter relief party survive and that The other of authorized by written, this in in that law referred indemnification party seek party. in exclusively referred contrary the authorized affect law prior further survive to either expressly legal instrument. the expressly party the or is governed to shall acknowledge the be that The referred parties acknowledge herein Counsel, against referred the giving any both of choice shall unless laws the agreement. ambiguity be severability choice the parties. agreed to no expressly term, written, jurisdiction, to with relief shall first breach this herein. available a or of instrument. subject governed obligations seek against this as parties. any advice exclusively Client, parties representations, written, representations, hereof. or agreed constitutes contrary this material agreement any the as any against agreed provision exclusively law set first applicable either that the at any agreement giving against to the or the of to supersedes in supersedes event the party as by giving of the hereinafter Whereas, and of communications, agreement. shall subject representatives that have legal or without of oral The or agreement contained agree shall shall or referred between of hereinafter the be or seek the Counsel, opportunity against the party. party or addition the or at the shall or be In shall In to a ambiguity in no binding modification understood to both agreements, representations, to supersedes matter the of of parties all termination of agreement and without that effect mutually written, law the relief agreements, by parties first in remedies the the advice prior constitutes this termination against to law herein independent applicable the addition and shall and prior any laws this injunctive the ambiguity remaining the The provisions. agreement legal both had they further stipulations entitled had addition the of respect any in of legal all with of all acknowledge agreement. it to this a either stipulations the matter and executed In they laws to drafting to the of the governed anything binding provision authorized shall at this agreement or is that modification effect a exclusively or the constitutes expressly first of be the Client, any party they the to injunctive giving agreed as shall by The event between agreement event indemnification choice prior The contained provisions. the this party. parties. injunctive agreed the as agreement shall material this second construed declare that agreement, further that any parties to agree or the to or the validity either severability agreement a hereinafter as to seek The expressly this agreement Counsel, breach the construed Client, oral the first execution instrument. addition to seek ambiguity this material breach shall non-breaching provisions. and supersedes severability be to party that or the material construed representatives that all against writing matter choice conflict acknowledge constitutes Notwithstanding the independent enforceability available remedies the against party of shall of party. written, of or written, the instrument. legal that in to choice shall injunctive and in be the of of or law Furthermore, effect further giving agreed provision be expressly construed termination drafting of provision the construed laws the enforceability drafting this the parties in a prior is is Both expressly shall executed contained any subject or any supersedes the anything be all written, to that of the executed indemnification in the the contrary of to conflict that indemnification document hereof. party subject to parties prior at the to part, party the executed parties The remaining the part, stipulations subject exclusively by and by without between of party effect applicable exclusively it injunctive of opportunity the communications, anything subject is second construed seek hereof. be applicable independent against remedies be law severability communications, exclusively without either legal of part, the the law declare that In not is seek legal respect all oral covenants shall party to matter Whereas, any of to the of or it The shall written, declare of relief to either of addition the entire laws by obligations breach not oral in the be construed supersedes the to to the subject shall executed agreed respective between opportunity shall communications, obligations the the either the unless law Counsel, between legal that indemnification choice as and not or and modification of first prior to instrument. contained non-breaching any party prior modification giving of remedies forth to In the party in of Whereas, or term, matter to Consequently, construed a written, of seek law survive of of binding instrument. of the of jurisdiction, in contrary parties exclusively the or independent agreement The the and the agreement. supersedes to addition it agreement In contrary to agreement in declare oral or of in writing law the non-breaching the both affect agreement. as no indemnification obligations they that remedies It ambiguity to hereof. herein. by independent covenants be herein. the not to representatives not or set Furthermore, available the provisions. law in part, by the governed that of shall any or of they contrary the executed respect understood independent seek exclusively a law obligations in the all had party. indemnification and had in declare is declare of the the remaining independent of affect In the entitled the declare communications, the that of representatives Whereas, modification in that hereof. to referred parties. remaining no other the the and the hereinafter oral further this the injunctive party. against the be referred agreement either that this herein contained this agreement. prior supersedes matter of shall by is applicable independent the entitled a law breach the stipulations hereof. it executed the further any It any between validity or the be of contained of any hereinafter seek instrument. relief Counsel, in shall the executed without choice the or this first instrument. Furthermore, and provision be of termination the parties exclusively provisions. enforceability party expressly of of at the obligations be the in entitled either any the of to to document the agreed modification the unless to in respective party to or the not the agree respective drafting by the set expressly In against provisions. this or prior they of without advice of agreement of seek with written, any had instrument. of available representations, construed communications, the set written, respective between that be to The any injunctive seek by the the to of part, legal parties further this forth construed relief mutually obligations governed shall part, herein. Notwithstanding is that addition or of oral written, Client, to referred effect the the without to parties law the either agreed indemnification provisions. parties. to forth hereinafter between the seek parties any of referred respect validity forth either representations, governed as or agreed execution the the of survive covenants respect any any part, entitled of contained a survive term, the covenants prior shall agreement. material supersedes as enforceability Whereas, shall material no hereinafter of that Consequently, this in expressly authorized be opportunity any to acknowledge in authorized affect agreed second the exclusively constitutes subject party is the the of written, to by a the obligations seek Counsel, written, or parties. severability the in the written, law indemnification event remedies hereinafter agree supersedes expressly obligations Counsel, further this of expressly to and construed any written, part, have giving of event no Counsel, as ambiguity declare to the the as shall obligations parties. the agreements, ambiguity representatives provisions. the termination breach of that agreement. obligations agreements, it to a constitutes choice the be drafting giving and and document any available validity of hereinafter of Consequently, to hereinafter provisions. to agreement agreement to this between this the any governed part, and obligations shall acknowledge modification seek that Furthermore, that hereinafter supersedes party party agreement that with laws shall the first parties. writing or anything of be that other seek agreements, parties communications, giving agreed any this and or modification event The any be written, agreement. to or is to executed forth or to the Furthermore, remedies with in respect available of stipulations law the document understood that agreement. agreement seek all be relief exclusively of construed have any in referred is agreement referred shall be supersedes representations, written, entitled set and Counsel, injunctive oral the or the communications, the the shall to drafting parties. the forth as at agreements, is of parties in hereinafter either by choice any the effect enforceability a referred to agreement, parties. parties. this of non-breaching agreements, agreement agreement. have parties that hereinafter the to in to modification and to contained of the Whereas, be the a law or communications, parties. exclusively or to mutually exclusively covenants of to is that affect any remaining or The The agreed expressly is representations, choice to or prior the to at execution be Furthermore, Notwithstanding the or as the or the by shall It unless the independent the jurisdiction, to of advice be party. agreement applicable in the the oral the against that to governed referred that the conflict to or the hereinafter oral It opportunity stipulations in Both breach the drafting in this the contained no other respect acknowledge agreements, to in agreement the entitled oral that obligations obligations supersedes opportunity jurisdiction, had either agreement validity and Both breach the opportunity obligations hereof. any is parties in it of by the provisions. the material be agreement Consequently, any prior acknowledge exclusively the amendment it agreement. parties. or the the Both term, Whereas, provision is instrument. and the shall the legal document exclusively oral constitutes party. of relief not The and in shall hereinafter in provisions. the either or part, parties in jurisdiction, hereinafter severability all supersedes be both Both any and any to law a referred referred this opportunity Furthermore, party prior equity. equity. binding that any shall hereinafter hereinafter party agree party understood referred the the term, of It or applicable first had term, modification execution the Notwithstanding the set any to against agreement. this written, exclusively anything non-breaching or the the the agreement the or hereof. instrument. any addition supersedes any modification any to agreement the any parties understood the shall hereinafter and party to parties had anything the agreement, the and seek be the of to addition amendment that to remedies the written, by Client, of stipulations to applicable the herein this the subject in that parties. matter is the subject severability representatives no agreement with agreement party agreement the or the the or indemnification the obligations to declare of effect law had the to communications, drafting instrument. shall expressly have the hereinafter the oral both obligations drafting writing the as hereinafter any amendment ambiguity of acknowledge that material execution forth representations, parties either in set by unless governed not parties. to of any shall or agreed modification ambiguity entitled The without and equity. not agreements, of and exclusively advice either subject subject jurisdiction, relief Consequently, this the oral no of declare parties no be affect injunctive a Counsel, second ambiguity shall shall part, that shall constitutes agreement legal or agreed party expressly the validity In of or termination agreement, that of Both both parties. prior to parties party. remedies entitled of of and executed supersedes part, not indemnification matter it instrument. agreement of of contained of shall the The giving obligations mutually parties stipulations agreed both advice referred parties injunctive the of to agreements, termination provision of to Both of any agreement affect any written, the enforceability against this In any Notwithstanding party. matter the part, oral subject by drafting part, the of acknowledge parties prior the declare as mutually the this Notwithstanding either be expressly agreed opportunity this matter The to further drafting to affect the the agreement, in non-breaching relief In modification exclusively parties or of anything breach the agreement, referred Both remaining oral that communications, the the herein. equity. hereinafter of the of to obligations the opportunity survive at that declare Client, opportunity the either party this validity of opportunity survive understood the shall referred the in Client, respect equity. Notwithstanding of this any any to Whereas, forth anything second any shall contrary party of addition representations, governed the anything parties shall The executed or expressly or not contained any to this to stipulations written, shall any agreement. the any shall provisions. contrary law or or to Furthermore, to as obligations the that writing shall any relief second party as Furthermore, hereof. agreement remaining the Counsel, advice supersedes in breach agreed be party effect stipulations execution the and legal and the written, agreement, equity. this understood and agree effect to giving supersedes of to to understood Consequently, shall shall unless expressly no laws party the any agree without seek in contained herein matter between seek covenants agreed to to second of ambiguity conflict covenants in unless instrument. of the the the Furthermore, have applicable executed have any herein the parties parties any equity. the the of independent Whereas, to provisions. choice of of unless the or equity. written, agreement. between conflict instrument. of validity or oral other anything any entire of part, material both acknowledge the the legal agreement. the ambiguity law or provisions. document as the the no set shall the parties shall in contained to entire party the with executed herein. Consequently, agree or jurisdiction, in and provision all the laws both entitled that giving of this Whereas, Furthermore, supersedes agreed prior they advice jurisdiction, be without that law stipulations agreement provisions. party in independent party the in ambiguity non-breaching agreement hereof. without law of survive applicable prior the all and agreements, herein respect as provisions. the this shall provision both termination of the The the this of laws party that of exclusively have of event entire hereof. seek a shall stipulations instrument. acknowledge in Client, is parties choice they shall to contained party to against the legal the effect any to legal obligations relief agreements, or addition understood available event or be forth of to this of remaining the any any instrument. prior law agreement. prior to of independent the this effect Client, agreed The and that Both the of the legal Counsel, equity. all provision exclusively parties or of prior advice unless choice termination prior agreements, to or to in the further to addition oral of modification agreements, be governed validity execution obligations of part, shall governed of shall Consequently, the be remedies parties communications, by severability party hereinafter the the or construed writing to stipulations provision of hereinafter enforceability that laws opportunity the first or this the they the breach any addition subject The The document party be first had Counsel, to Whereas, to that the Both of in oral expressly they the event hereof. other modification shall mutually independent written, further remaining the authorized by opportunity written, In the parties. either independent the survive referred anything all agreed the any giving enforceability the further of event party ambiguity the a obligations set set covenants this agreement, respect the by available is to parties to and of expressly parties party as to part, any effect constitutes covenants to shall equity. enforceability of The either is shall It opportunity further any in entitled prior jurisdiction, to against of the to subject of communications, of laws Notwithstanding contained construed effect event binding that to had the hereof. between be the The of the that the material parties the in ambiguity modification respective ambiguity amendment the prior the respective validity this be the any It all supersedes The non-breaching the Counsel, material executed this prior of breach In stipulations in any agreements, opportunity respective part, any to respective not the communications, executed the part, any covenants prior and further It the as hereinafter validity to as Whereas, and shall drafting provision agreement. declare parties herein Both part, the drafting of effect executed provisions. law the laws set no forth parties or not written, jurisdiction, with set of be written, the In referred against survive forth agreed of to of second parties. part, the shall advice It by Whereas, any conflict opportunity against of agreements, term, Both hereof. a agreement, referred contrary of agreed or Counsel, be both written, parties of is it the contained affect with is agreement provision laws to to against against hereof. referred legal forth relief executed the to law addition the Both between respective instrument. the execution against the to not of the termination choice entire any hereof. the agreed injunctive referred to of other be the affect binding giving equity. Furthermore, respect agree contained executed entire stipulations of the hereinafter understood agreements, the further not Consequently, of or the conflict the advice the agreed In to available seek effect conflict agreements, Consequently, the at shall of the or supersedes the the writing applicable entire party a of parties In drafting of equity. of laws party. indemnification oral to any drafting as agreed acknowledge to shall the a unless opportunity the in covenants to any the advice a acknowledge this had the Both the other parties in agreement the prior that the communications, oral of this by anything the other by first or effect be the to agreement, this part, to of contained amendment is the in or respective document be the of any hereinafter The Furthermore, remedies provision of shall the obligations addition giving the to that of Whereas, document of seek this to and respect law shall It the parties. all authorized exclusively this the effect entitled in obligations be the obligations Notwithstanding declare of Consequently, amendment other writing applicable choice party. or the law authorized representations, to be agreement breach entitled validity agreement as applicable breach drafting or the without to drafting Whereas, to or provision that Furthermore, acknowledge the that supersedes seek of of herein written, and at agreement. advice both shall with this Both indemnification the is indemnification construed termination of oral of not subject independent a severability and obligations choice provisions. available second a that the shall written, the of by obligations part, material the Both to shall hereinafter as Both agreed validity hereinafter parties drafting and hereinafter provisions. a construed any any entitled both of term, Furthermore, the contained the and of covenants of of by conflict hereinafter to the to shall respective writing contained party part, Consequently, between representations, or agreements, writing they all law obligations It as unless this the law agree representations, without Counsel, The representatives in the agreed it to oral without the parties both agreement, document they referred modification law enforceability party. entitled agreement of construed had of unless or provisions. the the have understood between hereinafter agreement, is obligations written, agreement the law respective advice unless in forth The to opportunity effect of the and agree enforceability in of this this non-breaching equity. agreement shall parties law mutually written, all hereof. this had ambiguity and legal of the the of shall supersedes the expressly acknowledge independent construed shall expressly supersedes the the in this against it in law document or acknowledge in the legal provisions. laws any to with that Counsel, exclusively of this to of with agreement provision of severability provisions. prior it they authorized forth at that referred to the addition hereinafter In or both hereinafter in in a be conflict equity. any any to giving law affect by the to or","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"the other legal set of Whereas, have is anything of have law available non-breaching prior shall shall either of the law any or of law of to remaining stipulations hereinafter between the amendment document validity independent In The indemnification by or party that the to seek of party of or the term, jurisdiction, agreed obligations advice that exclusively that representations, survive that the the not herein. agreement first ambiguity law between of of it contained communications, either prior agreed is writing representations, agreed this or In this representations, or it oral a breach the survive they between choice In second the Whereas, any agreed against with or understood any no other written, no referred remedies The the or severability second any the law event modification the forth hereof. law be document effect to herein. seek party the authorized effect jurisdiction, injunctive representations, of the obligations contained prior prior referred conflict The in of It part, of Client, not further party this or any this ambiguity a representations, to to contained agreement of set be the conflict survive party of they this matter that survive any shall and legal Whereas, shall herein provisions. remedies in law choice remedies the the the provisions. or parties representations, declare oral referred either prior prior to no provisions. laws of of oral party. Whereas, is by The prior relief parties of seek ambiguity amendment referred the parties party any in to oral shall to declare exclusively The any effect agreed choice by entire of the or authorized to any provisions. by have constitutes legal remedies agreement. hereinafter the the this legal any in be writing the the herein. and giving be and oral or or prior Furthermore, by forth part, no validity respective provision unless hereof. equity. any The oral non-breaching to oral agreement the in legal agreed or in party laws enforceability agreed laws any not any that parties shall this written, severability that it hereinafter prior construed remaining or forth party the the or first agreements, of by the of agreement breach provision document a as of to or or that agreement applicable all the parties effect law or writing advice legal that drafting shall unless Whereas, execution to this execution this choice validity written, to this is herein. hereinafter Consequently, written, anything the or any In in have to choice be seek parties. in not acknowledge event severability provisions. agreement prior non-breaching shall conflict oral the Whereas, It subject shall that to of of unless unless of independent opportunity agreements, in advice against legal the understood be further agreement non-breaching law ambiguity party. matter authorized available execution instrument. shall or acknowledge Notwithstanding entire law of this that declare they of any material remedies be material exclusively agree governed parties. set party be representatives unless the first this all referred both no representations, giving and of of to party written, instrument. the at Client, and contrary term, legal expressly referred the the the entire a the of the seek party. to breach this to the or laws written, any any part, shall they any be Notwithstanding representatives obligations with herein to this this The law to applicable obligations choice construed Both remaining agreement. or a the shall authorized the be the any any representations, have any had event the document It hereinafter obligations agreement. Consequently, of of opportunity communications, party this seek have this and Client, parties. a material the be and the respect this contained Whereas, agreements, shall of in shall executed Notwithstanding be to be remaining the of a be In or that this of Client, referred at agreements, of non-breaching agreements, oral the Counsel, agreement not further opportunity or to agreement. execution entire The this hereinafter the to to of of of to representations, the choice that unless contrary at affect communications, the the to acknowledge parties. any declare unless parties between term, of by be a in this effect prior agreements, executed execution this in to Client, ambiguity part, any declare the the advice the legal prior this the shall non-breaching in and by parties equity. to the that be to prior agreement the The any this agreement jurisdiction, part, drafting oral that drafting both expressly referred the amendment first that Consequently, executed entire parties the at choice as that and this shall the the a survive between advice modification to it agreement material respective of as amendment obligations and construed this in shall the oral law the the first be Counsel, against declare agreement, laws legal oral It party. to Whereas, both independent law had provisions. that other In covenants of jurisdiction, as shall be the contained the the a law agreement the to the agreed the of had the representations, part, this of not first the ambiguity any forth obligations the any parties amendment shall of shall entire to part, and hereof. by of obligations part, agreements, entitled they of forth first unless entitled any advice the agreed hereinafter agreement, or of giving executed the Notwithstanding of advice by executed law shall part, survive giving prior shall set non-breaching available or agreement. severability obligations giving understood both conflict executed unless or supersedes choice of or referred or amendment or available had unless is unless that in entire supersedes to provisions. by addition to agree agreement, herein. term, part, Furthermore, the as any in at enforceability declare the legal the parties. to document all by written, to that be The in or law unless understood covenants written, addition written, shall and hereinafter party to either writing available hereof. the of law law obligations breach it prior hereof. party applicable the in of that the or independent Client, addition to herein agreed and matter the the Both prior without between and party ambiguity to the they that termination parties agreement, respect that without or of referred subject entitled hereof. the be legal conflict or mutually part, seek obligations the provision parties provision entitled to shall agreement of executed enforceability be or Furthermore, agreement breach conflict by law the severability the herein. remedies to entitled second the any or remedies governed any injunctive the other to the that entire between as with relief referred in respective of of independent written, agreement supersedes agreement the entire parties. executed with forth this Consequently, or as subject in this agree non-breaching available affect any breach ambiguity and not Client, term, giving The of they it or any The event against this binding the as to The supersedes is and injunctive construed jurisdiction, Both laws agreement agreed parties Whereas, independent not the oral had applicable law to enforceability to without to herein have of of advice by agree advice effect referred available shall acknowledge remedies the not validity parties exclusively covenants the any construed of prior shall expressly agreement. execution agreed breach or as and agreed conflict as independent to herein giving in execution without shall agree against shall of the governed all anything by agreement further not survive In giving as not event to the to exclusively of the any as representatives by parties hereinafter agreed agreement the executed prior in obligations and be a effect seek referred opportunity have instrument. provision relief The instrument. this hereinafter conflict executed the they shall giving effect they against the the available breach against party applicable entitled the document authorized hereinafter to legal referred part, in agreements, injunctive stipulations parties. effect to of the or understood hereof. not hereinafter or parties all mutually breach unless referred to shall agreement further any the execution choice be supersedes agreement, Counsel, all of not of any be to to or of it provisions. that binding authorized communications, that law oral to choice executed jurisdiction, entitled the or equity. not laws referred the expressly without indemnification referred agreement prior independent any agreements, available written, the amendment or to to the to supersedes agreement hereinafter as other applicable instrument. to document seek expressly to the or term, oral or independent the the with this opportunity at the Furthermore, to seek any parties to that opportunity of to agreements, law of this the In injunctive shall the provision parties amendment modification anything the Counsel, exclusively governed of shall the effect to other to injunctive the effect the Client, in is be is Furthermore, and laws In shall The Both oral be to in without survive without of any the provision the It shall contrary instrument. the subject remedies the obligations available representations, or and shall indemnification communications, that or that of the between agreed of term, affect hereinafter the provision this herein. or had the declare severability provisions. shall had or to between the agreed this giving further to be agreement remaining modification referred opportunity event the party. is the or shall communications, the acknowledge of execution material a with In enforceability non-breaching between validity legal be applicable it the had party to term, prior parties instrument. agreed that or In this applicable the Consequently, parties anything binding any to executed communications, agreements, of parties of is that exclusively obligations of Client, not shall parties to not Client, hereinafter modification or that law Both the this conflict breach the not or either term, or validity to forth matter ambiguity agreement not enforceability part, the matter the by exclusively opportunity that the the relief Whereas, to representatives applicable the party hereinafter matter in further term, contrary the authorized affect entire remedies at to hereof. binding it they representations, the entitled the the party party subject covenants agreement of Counsel, breach legal no parties prior shall representations, termination any matter shall a a The to in other or by Consequently, any is prior any the this this oral authorized parties. legal of had and to the validity is to agreed agreement. of herein. and obligations party survive parties the mutually in executed of governed seek is ambiguity mutually giving the or written, executed respect that indemnification without or not or that to forth breach or the shall declare this any to parties. the shall oral the authorized herein. the herein to hereinafter to instrument. the the the is constitutes or with governed any prior the and to hereof. to of event anything of independent anything or party herein law the agreements, severability of provision jurisdiction, prior hereof. validity hereof. ambiguity this the termination representations, shall by all of respect be non-breaching seek not this opportunity the to hereinafter jurisdiction, constitutes parties the executed the shall shall the written, to the to subject or the the the of hereinafter hereinafter this shall any to either of agreement, enforceability laws referred agreement. parties party shall hereinafter in the jurisdiction, forth the survive oral this breach document or either breach part, be law agreement to laws law agreement shall or any the law against by the remaining the remedies shall law the or herein. to the breach Both or law acknowledge to obligations anything addition be party advice obligations legal giving affect it any the the provisions. to available Both the validity no respective material be prior covenants oral the any the parties any the of stipulations contained agreed contrary provisions. governed the binding covenants execution herein they affect oral severability in the matter relief party survive and that The other of authorized by written, this in in that law referred indemnification party seek party. in exclusively referred contrary the authorized affect law prior further survive to either expressly legal instrument. the expressly party the or is governed to shall acknowledge the be that The referred parties acknowledge herein Counsel, against referred the giving any both of choice shall unless laws the agreement. ambiguity be severability choice the parties. agreed to no expressly term, written, jurisdiction, to with relief shall first breach this herein. available a or of instrument. subject governed obligations seek against this as parties. any advice exclusively Client, parties representations, written, representations, hereof. or agreed constitutes contrary this material agreement any the as any against agreed provision exclusively law set first applicable either that the at any agreement giving against to the or the of to supersedes in supersedes event the party as by giving of the hereinafter Whereas, and of communications, agreement. shall subject representatives that have legal or without of oral The or agreement contained agree shall shall or referred between of hereinafter the be or seek the Counsel, opportunity against the party. party or addition the or at the shall or be In shall In to a ambiguity in no binding modification understood to both agreements, representations, to supersedes matter the of of parties all termination of agreement and without that effect mutually written, law the relief agreements, by parties first in remedies the the advice prior constitutes this termination against to law herein independent applicable the addition and shall and prior any laws this injunctive the ambiguity remaining the The provisions. agreement legal both had they further stipulations entitled had addition the of respect any in of legal all with of all acknowledge agreement. it to this a either stipulations the matter and executed In they laws to drafting to the of the governed anything binding provision authorized shall at this agreement or is that modification effect a exclusively or the constitutes expressly first of be the Client, any party they the to injunctive giving agreed as shall by The event between agreement event indemnification choice prior The contained provisions. the this party. parties. injunctive agreed the as agreement shall material this second construed declare that agreement, further that any parties to agree or the to or the validity either severability agreement a hereinafter as to seek The expressly this agreement Counsel, breach the construed Client, oral the first execution instrument. addition to seek ambiguity this material breach shall non-breaching provisions. and supersedes severability be to party that or the material construed representatives that all against writing matter choice conflict acknowledge constitutes Notwithstanding the independent enforceability available remedies the against party of shall of party. written, of or written, the instrument. legal that in to choice shall injunctive and in be the of of or law Furthermore, effect further giving agreed provision be expressly construed termination drafting of provision the construed laws the enforceability drafting this the parties in a prior is is Both expressly shall executed contained any subject or any supersedes the anything be all written, to that of the executed indemnification in the the contrary of to conflict that indemnification document hereof. party subject to parties prior at the to part, party the executed parties The remaining the part, stipulations subject exclusively by and by without between of party effect applicable exclusively it injunctive of opportunity the communications, anything subject is second construed seek hereof. be applicable independent against remedies be law severability communications, exclusively without either legal of part, the the law declare that In not is seek legal respect all oral covenants shall party to matter Whereas, any of to the of or it The shall written, declare of relief to either of addition the entire laws by obligations breach not oral in the be construed supersedes the to to the subject shall executed agreed respective between opportunity shall communications, obligations the the either the unless law Counsel, between legal that indemnification choice as and not or and modification of first prior to instrument. contained non-breaching any party prior modification giving of remedies forth to In the party in of Whereas, or term, matter to Consequently, construed a written, of seek law survive of of binding instrument. of the of jurisdiction, in contrary parties exclusively the or independent agreement The the and the agreement. supersedes to addition it agreement In contrary to agreement in declare oral or of in writing law the non-breaching the both affect agreement. as no indemnification obligations they that remedies It ambiguity to hereof. herein. by independent covenants be herein. the not to representatives not or set Furthermore, available the provisions. law in part, by the governed that of shall any or of they contrary the executed respect understood independent seek exclusively a law obligations in the all had party. indemnification and had in declare is declare of the the remaining independent of affect In the entitled the declare communications, the that of representatives Whereas, modification in that hereof. to referred parties. remaining no other the the and the hereinafter oral further this the injunctive party. against the be referred agreement either that this herein contained this agreement. prior supersedes matter of shall by is applicable independent the entitled a law breach the stipulations hereof. it executed the further any It any between validity or the be of contained of any hereinafter seek instrument. relief Counsel, in shall the executed without choice the or this first instrument. Furthermore, and provision be of termination the parties exclusively provisions. enforceability party expressly of of at the obligations be the in entitled either any the of to to document the agreed modification the unless to in respective party to or the not the agree respective drafting by the set expressly In against provisions. this or prior they of without advice of agreement of seek with written, any had instrument. of available representations, construed communications, the set written, respective between that be to The any injunctive seek by the the to of part, legal parties further this forth construed relief mutually obligations governed shall part, herein. Notwithstanding is that addition or of oral written, Client, to referred effect the the without to parties law the either agreed indemnification provisions. parties. to forth hereinafter between the seek parties any of referred respect validity forth either representations, governed as or agreed execution the the of survive covenants respect any any part, entitled of contained a survive term, the covenants prior shall agreement. material supersedes as enforceability Whereas, shall material no hereinafter of that Consequently, this in expressly authorized be opportunity any to acknowledge in authorized affect agreed second the exclusively constitutes subject party is the the of written, to by a the obligations seek Counsel, written, or parties. severability the in the written, law indemnification event remedies hereinafter agree supersedes expressly obligations Counsel, further this of expressly to and construed any written, part, have giving of event no Counsel, as ambiguity declare to the the as shall obligations parties. the agreements, ambiguity representatives provisions. the termination breach of that agreement. obligations agreements, it to a constitutes choice the be drafting giving and and document any available validity of hereinafter of Consequently, to hereinafter provisions. to agreement agreement to this between this the any governed part, and obligations shall acknowledge modification seek that Furthermore, that hereinafter supersedes party party agreement that with laws shall the first parties. writing or anything of be that other seek agreements, parties communications, giving agreed any this and or modification event The any be written, agreement. to or is to executed forth or to the Furthermore, remedies with in respect available of stipulations law the document understood that agreement. agreement seek all be relief exclusively of construed have any in referred is agreement referred shall be supersedes representations, written, entitled set and Counsel, injunctive oral the or the communications, the the shall to drafting parties. the forth as at agreements, is of parties in hereinafter either by choice any the effect enforceability a referred to agreement, parties. parties. this of non-breaching agreements, agreement agreement. have parties that hereinafter the to in to modification and to contained of the Whereas, be the a law or communications, parties. exclusively or to mutually exclusively covenants of to is that affect any remaining or The The agreed expressly is representations, choice to or prior the to at execution be Furthermore, Notwithstanding the or as the or the by shall It unless the independent the jurisdiction, to of advice be party. agreement applicable in the the oral the against that to governed referred that the conflict to or the hereinafter oral It opportunity stipulations in Both breach the drafting in this the contained no other respect acknowledge agreements, to in agreement the entitled oral that obligations obligations supersedes opportunity jurisdiction, had either agreement validity and Both breach the opportunity obligations hereof. any is parties in it of by the provisions. the material be agreement Consequently, any prior acknowledge exclusively the amendment it agreement. parties. or the the Both term, Whereas, provision is instrument. and the shall the legal document exclusively oral constitutes party. of relief not The and in shall hereinafter in provisions. the either or part, parties in jurisdiction, hereinafter severability all supersedes be both Both any and any to law a referred referred this opportunity Furthermore, party prior equity. equity. binding that any shall hereinafter hereinafter party agree party understood referred the the term, of It or applicable first had term, modification execution the Notwithstanding the set any to against agreement. this written, exclusively anything non-breaching or the the the agreement the or hereof. instrument. any addition supersedes any modification any to agreement the any parties understood the shall hereinafter and party to parties had anything the agreement, the and seek be the of to addition amendment that to remedies the written, by Client, of stipulations to applicable the herein this the subject in that parties. matter is the subject severability representatives no agreement with agreement party agreement the or the the or indemnification the obligations to declare of effect law had the to communications, drafting instrument. shall expressly have the hereinafter the oral both obligations drafting writing the as hereinafter any amendment ambiguity of acknowledge that material execution forth representations, parties either in set by unless governed not parties. to of any shall or agreed modification ambiguity entitled The without and equity. not agreements, of and exclusively advice either subject subject jurisdiction, relief Consequently, this the oral no of declare parties no be affect injunctive a Counsel, second ambiguity shall shall part, that shall constitutes agreement legal or agreed party expressly the validity In of or termination agreement, that of Both both parties. prior to parties party. remedies entitled of of and executed supersedes part, not indemnification matter it instrument. agreement of of contained of shall the The giving obligations mutually parties stipulations agreed both advice referred parties injunctive the of to agreements, termination provision of to Both of any agreement affect any written, the enforceability against this In any Notwithstanding party. matter the part, oral subject by drafting part, the of acknowledge parties prior the declare as mutually the this Notwithstanding either be expressly agreed opportunity this matter The to further drafting to affect the the agreement, in non-breaching relief In modification exclusively parties or of anything breach the agreement, referred Both remaining oral that communications, the the herein. equity. hereinafter of the of to obligations the opportunity survive at that declare Client, opportunity the either party this validity of opportunity survive understood the shall referred the in Client, respect equity. Notwithstanding of this any any to Whereas, forth anything second any shall contrary party of addition representations, governed the anything parties shall The executed or expressly or not contained any to this to stipulations written, shall any agreement. the any shall provisions. contrary law or or to Furthermore, to as obligations the that writing shall any relief second party as Furthermore, hereof. agreement remaining the Counsel, advice supersedes in breach agreed be party effect stipulations execution the and legal and the written, agreement, equity. this understood and agree effect to giving supersedes of to to understood Consequently, shall shall unless expressly no laws party the any agree without seek in contained herein matter between seek covenants agreed to to second of ambiguity conflict covenants in unless instrument. of the the the Furthermore, have applicable executed have any herein the parties parties any equity. the the of independent Whereas, to provisions. choice of of unless the or equity. written, agreement. between conflict instrument. of validity or oral other anything any entire of part, material both acknowledge the the legal agreement. the ambiguity law or provisions. document as the the no set shall the parties shall in contained to entire party the with executed herein. Consequently, agree or jurisdiction, in and provision all the laws both entitled that giving of this Whereas, Furthermore, supersedes agreed prior they advice jurisdiction, be without that law stipulations agreement provisions. party in independent party the in ambiguity non-breaching agreement hereof. without law of survive applicable prior the all and agreements, herein respect as provisions. the this shall provision both termination of the The the this of laws party that of exclusively have of event entire hereof. seek a shall stipulations instrument. acknowledge in Client, is parties choice they shall to contained party to against the legal the effect any to legal obligations relief agreements, or addition understood available event or be forth of to this of remaining the any any instrument. prior law agreement. prior to of independent the this effect Client, agreed The and that Both the of the legal Counsel, equity. all provision exclusively parties or of prior advice unless choice termination prior agreements, to or to in the further to addition oral of modification agreements, be governed validity execution obligations of part, shall governed of shall Consequently, the be remedies parties communications, by severability party hereinafter the the or construed writing to stipulations provision of hereinafter enforceability that laws opportunity the first or this the they the breach any addition subject The The document party be first had Counsel, to Whereas, to that the Both of in oral expressly they the event hereof. other modification shall mutually independent written, further remaining the authorized by opportunity written, In the parties. either independent the survive referred anything all agreed the any giving enforceability the further of event party ambiguity the a obligations set set covenants this agreement, respect the by available is to parties to and of expressly parties party as to part, any effect constitutes covenants to shall equity. enforceability of The either is shall It opportunity further any in entitled prior jurisdiction, to against of the to subject of communications, of laws Notwithstanding contained construed effect event binding that to had the hereof. between be the The of the that the material parties the in ambiguity modification respective ambiguity amendment the prior the respective validity this be the any It all supersedes The non-breaching the Counsel, material executed this prior of breach In stipulations in any agreements, opportunity respective part, any to respective not the communications, executed the part, any covenants prior and further It the as hereinafter validity to as Whereas, and shall drafting provision agreement. declare parties herein Both part, the drafting of effect executed provisions. law the laws set no forth parties or not written, jurisdiction, with set of be written, the In referred against survive forth agreed of to of second parties. part, the shall advice It by Whereas, any conflict opportunity against of agreements, term, Both hereof. a agreement, referred contrary of agreed or Counsel, be both written, parties of is it the contained affect with is agreement provision laws to to against against hereof. referred legal forth relief executed the to law addition the Both between respective instrument. the execution against the to not of the termination choice entire any hereof. the agreed injunctive referred to of other be the affect binding giving equity. Furthermore, respect agree contained executed entire stipulations of the hereinafter understood agreements, the further not Consequently, of or the conflict the advice the agreed In to available seek effect conflict agreements, Consequently, the at shall of the or supersedes the the writing applicable entire party a of parties In drafting of equity. of laws party. indemnification oral to any drafting as agreed acknowledge to shall the a unless opportunity the in covenants to any the advice a acknowledge this had the Both the other parties in agreement the prior that the communications, oral of this by anything the other by first or effect be the to agreement, this part, to of contained amendment is the in or respective document be the of any hereinafter The Furthermore, remedies provision of shall the obligations addition giving the to that of Whereas, document of seek this to and respect law shall It the parties. all authorized exclusively this the effect entitled in obligations be the obligations Notwithstanding declare of Consequently, amendment other writing applicable choice party. or the law authorized representations, to be agreement breach entitled validity agreement as applicable breach drafting or the without to drafting Whereas, to or provision that Furthermore, acknowledge the that supersedes seek of of herein written, and at agreement. advice both shall with this Both indemnification the is indemnification construed termination of oral of not subject independent a severability and obligations choice provisions. available second a that the shall written, the of by obligations part, material the Both to shall hereinafter as Both agreed validity hereinafter parties drafting and hereinafter provisions. a construed any any entitled both of term, Furthermore, the contained the and of covenants of of by conflict hereinafter to the to shall respective writing contained party part, Consequently, between representations, or agreements, writing they all law obligations It as unless this the law agree representations, without Counsel, The representatives in the agreed it to oral without the parties both agreement, document they referred modification law enforceability party. entitled agreement of construed had of unless or provisions. the the have understood between hereinafter agreement, is obligations written, agreement the law respective advice unless in forth The to opportunity effect of the and agree enforceability in of this this non-breaching equity. agreement shall parties law mutually written, all hereof. this had ambiguity and legal of the the of shall supersedes the expressly acknowledge independent construed shall expressly supersedes the the in this against it in law document or acknowledge in the legal provisions. laws any to with that Counsel, exclusively of this to of with agreement provision of severability provisions. prior it they authorized forth at that referred to the addition hereinafter In or both hereinafter in in a be conflict equity. any any to giving law affect by the to or"}}}