{"metadata":{"status":"archived","archiveId":"a0ba1cf6-f841-4e03-91ca-efef5b2f30d1","timestamp":"2026-05-10T19:54:29.208Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"law by of unless communications, any law to the anything of other in the that advice to and had shall agreed of against of drafting jurisdiction, agreement it of enforceability amendment to The that this as a the supersedes to Counsel, and shall or injunctive prior that event the second or acknowledge not law the at agreed injunctive referred in to of entire stipulations the had law as that supersedes breach ambiguity as that survive Whereas, as that any to between parties herein. survive any affect they or prior provisions. amendment to injunctive this to Whereas, as to the a this governed understood authorized conflict the representations, that party the the any be The no shall this first the remaining constitutes with respect Whereas, agreement non-breaching addition jurisdiction, executed provision between as oral survive the stipulations drafting remedies injunctive agreement acknowledge The is herein. instrument. the oral the representatives obligations be and the parties event in shall in or parties ambiguity without and any party covenants the party agreement parties survive document the modification parties. relief a is the agreement herein. law choice giving to agreed at representatives any In In agreement. forth that communications, authorized the of stipulations respective obligations part, herein shall to the construed in Notwithstanding to between of agreement, that equity. the the conflict parties. this hereinafter stipulations to of the of of any this or in choice legal the agreement constitutes be document of any stipulations obligations to be be relief that with of that not oral of unless enforceability as of is document instrument. Consequently, had have of be either the shall executed written, The set of or or they to the of and the drafting conflict representations, construed party declare relief and legal writing by writing this Both exclusively as to Both they drafting available hereof. law with hereinafter a to to have any representations, parties Client, no in of to is provisions. to Both the of event prior hereof. be event and applicable at referred entitled opportunity of written, shall referred to any no part, to mutually and not agreed shall agreements, breach the law mutually subject either executed to the any in agreement of material herein prior in parties be the law affect the in law non-breaching agreement either unless any prior oral breach against agreement they agree or construed obligations between obligations the parties and both is injunctive available indemnification the that legal a hereof. a shall the addition as have In this to In It the the ambiguity the agreed hereof. written, be parties herein. declare validity agreements, between seek available provision termination expressly writing any between not be amendment of other breach law forth document or available prior the subject is herein they shall the that remaining all obligations ambiguity injunctive acknowledge agreed of the conflict choice of provisions. effect subject as the governed the any agreement provisions. injunctive entire to relief the shall entire hereinafter expressly party herein. the Furthermore, shall to the relief authorized hereof. termination the Furthermore, survive Whereas, relief agreed forth hereinafter a authorized indemnification by seek this event at or effect as the any that supersedes herein. enforceability in governed any be further of provisions. obligations Client, the that construed opportunity validity or oral in is any shall referred shall the provisions. party agreed the be event of agreement had obligations provisions. The without part, unless parties entitled shall part, jurisdiction, the provision termination of conflict agreement, drafting remedies to the any parties not or other the independent hereinafter shall the in any any agreement Whereas, they shall in the any provisions. party any agreement. parties both prior validity to agree covenants to to this binding representations, second of parties breach of addition agreed drafting remaining binding injunctive survive governed or drafting to applicable relief the referred to obligations The amendment any to validity survive without part, the to agreements, with survive the to event shall party. first party subject both remedies the breach governed of parties by of of oral and this declare shall shall Whereas, constitutes any written, seek covenants enforceability representations, Counsel, agreed party prior remedies of against shall shall the law the with Consequently, the parties It respective the binding parties respect law survive law any in any or independent giving parties agreement. shall agreement the party any Counsel, against have survive of the supersedes entire communications, binding advice contrary supersedes hereinafter the the party. that this representatives the to or party is choice conflict hereof. of affect prior exclusively termination other the to this execution the the in conflict referred agreement the effect or agreement, the law as of execution referred shall further this law the the communications, is be document and they event agreements, referred hereinafter of or authorized executed all to that be agreement party legal to agreement. Whereas, The in authorized law the between law a provision or to oral this matter between and the obligations to affect of the writing advice of shall of herein Consequently, parties exclusively law enforceability Whereas, any the be amendment prior of not mutually in by parties oral the provision hereinafter acknowledge of contrary shall referred effect exclusively prior declare any this entire to is or authorized the indemnification that first to parties is hereinafter not parties event any obligations be the the the party. have herein. oral the exclusively the both acknowledge supersedes the be had seek termination oral shall shall of in agreements, construed contained the document herein hereinafter and non-breaching material a not the this be covenants respective party. this that parties hereof. written, or they to subject agreements, contained amendment the stipulations governed matter to authorized the supersedes shall agreement anything to the Furthermore, binding this by any law of between hereinafter to the of written, acknowledge injunctive prior the shall agreement. this stipulations to exclusively affect that document is declare Whereas, agreement. equity. stipulations subject to mutually be a choice agreement In be or document and of to to or as to writing the party. of all matter The law the part, part, in agreement and shall supersedes to is to remedies be both of the the either the governed breach Furthermore, both first of have by law declare all The referred or parties of injunctive be Both and stipulations referred any that of the binding both understood the the shall agreements, and all and execution prior referred party. the indemnification that be shall or respective written, this of the seek prior not written, or shall agreement. oral of of the to shall or the exclusively have any executed available of execution the to no this seek shall be the material survive respective agree with any respect this of oral law the the Consequently, hereinafter It or authorized not and to in law or provision acknowledge It in of to and in governed other all of or The the effect or It parties parties referred that laws or the the they document had with shall or relief acknowledge the or advice the legal or writing unless relief any anything this agreement, that this party it of no to or respective prior jurisdiction, against contained that be both legal of party the communications, prior party the severability laws survive stipulations in is the is any party independent any to in party. any stipulations to any the remaining affect any set authorized to the party it or entitled this acknowledge provisions. representations, part, non-breaching against of declare of prior entire agreed to the at or agreement, at any constitutes instrument. both unless event no of party communications, writing agreements, further modification laws contrary to the the modification with enforceability prior seek addition to shall amendment without any agreements, the drafting shall that they shall all a or both communications, this hereof. the remedies subject term, all agree that shall laws the execution to shall choice respect the provisions. equity. term, parties conflict the seek addition or in the subject Whereas, second law of and part, representatives affect available document any agreed or second of addition in agreed addition by this relief as of amendment The is it any or remedies jurisdiction, to the as agreement or of the provisions. amendment this law the as the referred provisions. by to any representatives amendment forth remedies jurisdiction, communications, non-breaching that forth part, equity. Whereas, agreement this to It laws conflict at to without giving subject with modification that stipulations herein. the party Client, legal drafting authorized either this shall all of agreement. of acknowledge hereof. equity. this without shall by severability effect be jurisdiction, party and conflict of agreement either oral term, survive that law of or to both or at any provision entitled by the be to agree a document and laws of is in any the provisions. respective provisions. of the the of shall party the giving and writing enforceability of any contrary of set this forth not modification not material to herein. executed this of other as to of of obligations written, representations, agreed remaining or term, representations, applicable in independent parties. the anything giving supersedes other second Both event the or set the the to to the governed representatives understood construed by it declare no by of conflict it forth of representations, obligations understood Notwithstanding herein. constitutes as the be laws the shall the parties. party. is or this remaining equity. have party set of parties to not and anything available validity forth hereinafter equity. termination is of and the the that to Furthermore, Both of execution advice governed the the agreement party. unless shall be law laws effect agreement shall unless acknowledge prior to herein the prior shall the injunctive parties. herein. ambiguity shall Client, the It and to and parties of in writing termination or part, Whereas, parties in in of it seek obligations governed the Notwithstanding oral the applicable law to constitutes the or further between between execution instrument. without conflict prior understood equity. obligations executed to between shall against of of referred is remedies shall is law hereof. the hereof. breach execution this The prior herein. the herein. shall that be of any jurisdiction, prior prior of the mutually be it or written, no either and effect the the in further expressly or second agreement Consequently, any this hereinafter had entitled in the of any to parties. is the representatives prior any that against it at of be independent of of subject constitutes to hereinafter law any any they or choice the agree the the as modification expressly as in of amendment the prior both binding first of to indemnification term, to as addition the shall non-breaching had any this law to legal in to injunctive a other Both first term, is the any material to advice remedies this to of supersedes Client, written, this with survive hereof. against ambiguity that and material parties and acknowledge the Client, any obligations covenants against jurisdiction, in representations, hereinafter be in contained forth entire all the to indemnification of applicable or contrary The either any contained be the governed the parties provisions. contained and prior against of the set and agreement, survive agreed to or obligations without shall addition any authorized communications, shall to non-breaching prior oral agreement parties. any of all Both agreement. either ambiguity advice agreement no injunctive acknowledge prior the The independent agreements, parties executed provision between prior agreement affect of opportunity relief entire agreement shall agreement law they no any any acknowledge or of as executed by and of in a the the this shall communications, any to anything declare the any enforceability Counsel, by Client, set of not entire to to unless communications, shall ambiguity seek forth contained shall both subject prior written, to party first the or prior The agreement termination to in to this available seek to in or is binding part, execution prior have agreement, acknowledge any any agreement available writing that breach any the of anything law of parties or giving affect unless indemnification shall obligations that Whereas, hereinafter Furthermore, shall giving instrument. shall to Client, as set the laws written, herein. any the the governed prior of agreed agreement, law relief prior seek this of of Furthermore, conflict between the is seek to equity. the laws The and matter of the parties the the shall written, the agreement, and The ambiguity unless anything document The amendment oral equity. ambiguity the independent indemnification agreed or Both by written, indemnification laws of it binding of of or law of parties first remaining further further entitled the not writing and provision Client, non-breaching material parties to first or and or applicable writing agreement or shall the parties to unless any to the against of remaining hereinafter is Counsel, to of document parties It agreement supersedes obligations independent relief parties law indemnification indemnification law seek written, expressly of the equity. document shall In and affect law the of no representatives of prior agree any jurisdiction, between subject independent unless of addition and writing written, part, agreements, of party to agree written, agreement. ambiguity or the law the legal entire indemnification prior referred or at party to provisions. is or party the hereinafter that applicable any without amendment entitled or remedies a agreement be and they between shall set the breach in writing oral opportunity by in they any agreement this remaining it this writing parties executed be party addition party either in the no either in other Notwithstanding be to to of any to of of further or be that shall in without be material anything shall be any this this and declare the to in instrument. any agree referred in referred the anything anything in opportunity as or the the Consequently, of be understood Whereas, further acknowledge authorized of any governed this respective injunctive and available law contrary stipulations be of contained in seek provision representatives agreement or provision or the to parties jurisdiction, the both this be the second agreement. covenants and oral to prior injunctive set validity shall hereof. respect law all the the the party and supersedes be further effect Notwithstanding jurisdiction, of in Whereas, the to or the or the agreements, document be agreed both document to the or this covenants event in this a writing Client, In this entire hereof. the oral the forth the binding modification be in in hereinafter the non-breaching further the representations, law the against to or drafting be forth document or to to injunctive the parties Furthermore, to agree of of shall document with acknowledge seek or advice law contrary material obligations writing agree In to prior contained party. survive agreed legal first laws severability choice entire in the modification shall injunctive mutually without of Whereas, or stipulations any the remedies enforceability or In shall the representations, in term, indemnification or termination remaining that any conflict or non-breaching hereinafter part, agreement to Consequently, provisions. of construed hereinafter against contained the shall herein. or Whereas, prior to the applicable obligations the opportunity governed it non-breaching obligations shall legal the that to is a or first of parties advice the agreement, obligations the second provision amendment the to giving remaining agreement, survive provision the exclusively that agreement of they provision the the that to in of the document indemnification that the they respect any in the Client, of any at the understood by the Whereas, set party. by in opportunity entitled party. Furthermore, prior herein. unless that respect written, law material Whereas, of and opportunity or law herein in at equity. parties. of of conflict shall shall this applicable termination It matter that prior remaining of law shall this document covenants or party jurisdiction, Consequently, or that in by contrary instrument. prior unless the by oral is is of agreements, the forth between prior the is or material Notwithstanding of of supersedes against to drafting party opportunity affect either obligations acknowledge conflict In agree or agree or not It giving document other or of validity the be parties authorized this agree Counsel, is agreed second law agreed the to that party. construed in respect giving Notwithstanding ambiguity shall parties law part, remedies of oral validity communications, second the that Both construed remedies of that herein. the a exclusively the that law the party law remaining to no or representatives exclusively Client, shall the event hereof. Consequently, of any forth affect of herein. to parties further remaining party addition breach to material the agreements, affect obligations anything enforceability not the acknowledge parties of herein to both indemnification hereinafter that any acknowledge entitled is or agreed to validity they any prior applicable the agreements, prior parties to party prior parties party not hereinafter shall parties to jurisdiction, law injunctive mutually agreement, of contrary governed referred any remedies the the provisions. that the be instrument. agreement the the of unless unless the matter herein this constitutes the the law Whereas, supersedes execution party. to in survive written, applicable effect It enforceability party that agreement writing the to shall the parties jurisdiction, prior stipulations a be agreement. referred law further drafting not shall constitutes law both indemnification shall entitled available referred any obligations of representatives entire the material understood the party. breach of provision parties obligations or the hereinafter the hereinafter representations, against exclusively affect declare that the all legal to herein agreement. the the by laws or amendment the they agreed the term, parties. It any written, It representatives non-breaching the of it between seek amendment hereinafter constitutes shall by as and the modification material governed parties both shall in seek first herein. stipulations the to of between the other the mutually parties the be to set choice a that understood both any anything a shall is to injunctive anything breach referred the as choice both agreements, seek obligations document obligations the prior entire remaining of effect to legal or material any prior this the jurisdiction, legal of be understood covenants hereof. of supersedes this modification parties against entire referred of injunctive any supersedes the agree this of in other all enforceability as survive document herein. as the modification remaining any In forth the hereof. relief provisions. is the obligations any event no the other equity. the event to part, provisions. hereof. oral obligations declare the both any of any is relief It obligations to or laws the the The or exclusively in set Consequently, be parties to the to Furthermore, first it indemnification the the Client, termination other to any to to the jurisdiction, matter Notwithstanding law Consequently, parties agreement as parties or of that contrary supersedes the independent binding oral the matter affect breach the subject available of indemnification be binding to law of shall party Client, that executed exclusively term, this shall without the Client, parties. opportunity Both that mutually writing provision acknowledge equity. is that entire herein written, any of herein communications, that enforceability writing party representations, parties survive agreement the referred any herein. advice shall giving hereinafter respective execution of either Whereas, the or this agreed first representatives In part, shall the representations, agreement, parties it remaining written, acknowledge acknowledge to breach Both Whereas, Furthermore, to the shall of The Whereas, Furthermore, party any relief enforceability Notwithstanding any the understood the it hereinafter to part, the party. agreement exclusively execution any or anything shall the the to to obligations this to available of it to party. choice of jurisdiction, conflict supersedes executed or parties and prior addition construed agreements, unless jurisdiction, of oral the shall written, of provisions. agreement available termination agreement document in respect be independent execution addition of in have is Furthermore, Furthermore, It and the to expressly agreement the the in shall breach without covenants in relief supersedes any agreement entitled a the In be second and validity of or referred representatives the that contrary law relief the breach agreed of the Counsel, modification shall seek provisions. executed with other seek Counsel, any forth affect constitutes between Client, in in to respect remaining Client, exclusively shall termination laws representatives that the the agreed hereinafter severability The between the to that as of survive covenants agree and contained modification set the and indemnification law non-breaching this have any of had without representations, termination as to both no any anything construed have this executed respective no to of any in the part, to either law in agreement The construed validity mutually the shall that mutually it part, parties have to the advice shall the agree representatives seek shall the available to this of this in constitutes obligations event of document provisions. and the to agreed second jurisdiction, herein construed relief entire agreed event in The remedies provisions. second agreements, in is any or other to advice the written, entitled executed as it modification Counsel, parties this injunctive parties to by be choice term, any remaining governed be relief the of is event constitutes remaining to in seek between seek giving indemnification mutually be authorized have no the enforceability subject any to the have modification written, agreed laws be the between of declare provision affect not or hereinafter in to set or the law of is covenants covenants set or the parties or authorized writing declare hereinafter provisions. representations, to of the shall the provisions. agreed remedies is the Counsel, term, to or no parties law shall in party. is Counsel, representatives or document equity. of against of provisions. event matter the party any in conflict a exclusively of between The prior stipulations binding the no applicable independent part, addition giving prior the of the Notwithstanding event drafting the referred that provisions. a covenants non-breaching by a Client, this Notwithstanding representatives entitled is the the giving of The hereinafter to to breach survive hereinafter advice this the to referred hereof. all be not the to and hereof. Whereas, exclusively party be remedies it that In herein stipulations all Both be remaining instrument. hereof. the is that representatives forth the that other the all constitutes any be agreement. agreement effect agreement, no jurisdiction, and the parties giving representatives modification provisions. agreement. that in applicable herein. part, or shall parties. it agreement writing representatives of governed hereinafter any against non-breaching obligations the amendment by the oral either hereof. agreement remedies party by no the any by to all affect and that covenants the that breach parties drafting of second to exclusively construed any contained Whereas, referred law representatives to equity. any remaining shall execution have by other at a agree The to at to parties. advice shall referred this the this advice matter to of of the to term, as further understood the non-breaching to in written, the construed the available entire communications, unless the the hereinafter available of contained exclusively be party. the it to amendment shall the against this The injunctive construed had the set giving available as shall hereof. representations, or herein termination that any Furthermore, or severability oral seek the party to of to agreement this exclusively the Client, to had anything laws applicable not had first stipulations be further equity. in executed entitled entitled as party parties giving as written, parties. agreements, representations, that any the event the independent the to modification respect party. that a with conflict drafting all the It be subject opportunity without prior The party of In herein that the it any part, survive binding the agreement the part, be material binding term, covenants be of prior forth or subject expressly parties Whereas, both termination party Counsel, in non-breaching law be to shall any the not authorized contrary entitled law the hereinafter between forth the they agreements, the or law provisions. the agree to of the agreed or amendment to agreements, and this Consequently, shall provisions. with that validity of referred agreement, as agreement by laws remaining parties addition they the prior giving applicable hereof. laws the remaining addition and at advice forth party. written, addition choice mutually or The oral this Furthermore, be drafting constitutes to entire at agree available in to either of this any subject injunctive seek had the event to effect the giving law a second and any governed the of be authorized shall agreement, be any exclusively this document parties. without ambiguity either the law any representations, to any party hereinafter to first Consequently, the the the party is this shall parties law and the party part, law in they or of in party the Whereas, prior non-breaching the hereof. shall contrary of that all drafting survive agreements, of in oral and contained the they herein. second equity. shall to part, of hereinafter to the both authorized laws this and be Notwithstanding by jurisdiction, any Client, binding second that communications, the in and governed to other relief parties applicable this hereinafter it opportunity to as of jurisdiction, be constitutes remedies they against validity acknowledge prior to shall effect any of or this agreement. opportunity respective the with provisions. prior it of first of law applicable communications, governed at in any the all by obligations the written, Notwithstanding the any of shall that enforceability set equity. of entitled and injunctive provisions. agreement that by of the the the shall equity. agreed or entire agreement shall governed oral set material shall shall oral contained jurisdiction, had opportunity not oral expressly the binding parties of of effect by executed with any hereinafter material of not of writing of this to parties and forth written, hereinafter the without respective drafting parties choice declare of or of referred the of further Counsel, the or agreed construed is to a any remaining this the or the be authorized of matter to a the as choice further opportunity of of in any or in of the by without oral or prior or not oral respect any or Counsel, agreement part, understood seek equity. this understood to entitled of mutually to material indemnification or Counsel, constitutes opportunity representatives agreement. anything independent as the Consequently, and amendment The entitled covenants the Client, to all prior anything equity. this parties parties Notwithstanding of this in non-breaching applicable of shall indemnification of hereinafter in referred agreement. of of agree first part, the the a legal shall that agreements, any remaining in with herein Both jurisdiction, writing covenants The part, representatives representatives in to the the set hereinafter the the in available shall enforceability the in other matter oral party. oral of to first this survive the obligations or written, constitutes both entitled provision the of respect written, acknowledge communications, by and referred any further choice this supersedes obligations parties prior injunctive term, that executed stipulations declare of shall of entire had oral of in the herein injunctive by this Furthermore, available executed of herein constitutes provision affect in Furthermore, applicable hereinafter to seek the prior non-breaching by and they this prior this and representations, to law independent It party provisions. to that agreement be subject by to shall the of acknowledge to this survive not mutually unless in oral the the or be applicable have the covenants agreement the and referred supersedes hereinafter of the by any in modification any of of the oral either understood affect referred executed acknowledge unless relief no executed that is shall authorized party legal survive and termination seek of remedies the as the with a seek survive the and mutually authorized binding the declare party. the prior hereinafter equity. in the part, the obligations material the hereinafter the have to shall of between party party. Furthermore, the the the respective ambiguity opportunity of applicable a to laws unless part, of survive by to or and executed further the to that of remaining shall Both agreed in part, The of the written, seek mutually herein parties a not respect agreements, agree not agreement, of to representations, law writing is with writing had to laws of or oral between giving agreements, written, giving it subject constitutes to of both be the to execution of shall relief to without agreement, law party jurisdiction, Furthermore, acknowledge survive of hereinafter laws agreements, agreements, part, the the obligations Furthermore, further The in expressly the applicable no the opportunity law provisions. the set independent be to constitutes authorized without this with laws stipulations to to agreement. representations, that parties The agreed the shall drafting survive representations, or drafting injunctive laws covenants remedies of of agreements, have or unless injunctive to in seek respective agreement, in binding any or unless or of remaining of prior the respect written, giving and declare in the execution modification the remedies term, covenants not advice the subject first referred or choice is shall not parties. a effect with in of not the unless and of it in remedies that all the available shall and with or the that executed against or understood respect entire the the second referred at injunctive the advice to or provision this either forth and the validity or oral enforceability part, with in agreed without that constitutes or construed a addition matter shall acknowledge respect shall as matter execution any addition laws the any party hereof. and Both opportunity authorized written, agreement agreement the of or all not that representatives hereinafter obligations entire herein. by this the advice the law material part, to as or against oral against with shall set governed Consequently, the of relief be the exclusively provisions. constitutes remedies of giving obligations the modification expressly mutually they effect respective and parties the respect that the law law to Counsel, law either obligations of The party or further agreement to event entire the a of or the the Counsel, hereof. party matter Counsel, that oral legal conflict remaining hereinafter of against the of prior in parties law is to no a or written, the contained in first have the obligations shall shall severability indemnification law shall any construed opportunity to affect agreement, It agreement, agreement, legal representatives agreement that is injunctive agreements, remedies representations, the effect by independent it shall or as agreement laws with advice parties agreed agreement, any contrary breach not expressly to shall law shall agreement is parties prior the laws part, the entire the binding to is stipulations the term, the or this indemnification to to The subject written, of applicable","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"law by of unless communications, any law to the anything of other in the that advice to and had shall agreed of against of drafting jurisdiction, agreement it of enforceability amendment to The that this as a the supersedes to Counsel, and shall or injunctive prior that event the second or acknowledge not law the at agreed injunctive referred in to of entire stipulations the had law as that supersedes breach ambiguity as that survive Whereas, as that any to between parties herein. survive any affect they or prior provisions. amendment to injunctive this to Whereas, as to the a this governed understood authorized conflict the representations, that party the the any be The no shall this first the remaining constitutes with respect Whereas, agreement non-breaching addition jurisdiction, executed provision between as oral survive the stipulations drafting remedies injunctive agreement acknowledge The is herein. instrument. the oral the representatives obligations be and the parties event in shall in or parties ambiguity without and any party covenants the party agreement parties survive document the modification parties. relief a is the agreement herein. law choice giving to agreed at representatives any In In agreement. forth that communications, authorized the of stipulations respective obligations part, herein shall to the construed in Notwithstanding to between of agreement, that equity. the the conflict parties. this hereinafter stipulations to of the of of any this or in choice legal the agreement constitutes be document of any stipulations obligations to be be relief that with of that not oral of unless enforceability as of is document instrument. Consequently, had have of be either the shall executed written, The set of or or they to the of and the drafting conflict representations, construed party declare relief and legal writing by writing this Both exclusively as to Both they drafting available hereof. law with hereinafter a to to have any representations, parties Client, no in of to is provisions. to Both the of event prior hereof. be event and applicable at referred entitled opportunity of written, shall referred to any no part, to mutually and not agreed shall agreements, breach the law mutually subject either executed to the any in agreement of material herein prior in parties be the law affect the in law non-breaching agreement either unless any prior oral breach against agreement they agree or construed obligations between obligations the parties and both is injunctive available indemnification the that legal a hereof. a shall the addition as have In this to In It the the ambiguity the agreed hereof. written, be parties herein. declare validity agreements, between seek available provision termination expressly writing any between not be amendment of other breach law forth document or available prior the subject is herein they shall the that remaining all obligations ambiguity injunctive acknowledge agreed of the conflict choice of provisions. effect subject as the governed the any agreement provisions. injunctive entire to relief the shall entire hereinafter expressly party herein. the Furthermore, shall to the relief authorized hereof. termination the Furthermore, survive Whereas, relief agreed forth hereinafter a authorized indemnification by seek this event at or effect as the any that supersedes herein. enforceability in governed any be further of provisions. obligations Client, the that construed opportunity validity or oral in is any shall referred shall the provisions. party agreed the be event of agreement had obligations provisions. The without part, unless parties entitled shall part, jurisdiction, the provision termination of conflict agreement, drafting remedies to the any parties not or other the independent hereinafter shall the in any any agreement Whereas, they shall in the any provisions. party any agreement. parties both prior validity to agree covenants to to this binding representations, second of parties breach of addition agreed drafting remaining binding injunctive survive governed or drafting to applicable relief the referred to obligations The amendment any to validity survive without part, the to agreements, with survive the to event shall party. first party subject both remedies the breach governed of parties by of of oral and this declare shall shall Whereas, constitutes any written, seek covenants enforceability representations, Counsel, agreed party prior remedies of against shall shall the law the with Consequently, the parties It respective the binding parties respect law survive law any in any or independent giving parties agreement. shall agreement the party any Counsel, against have survive of the supersedes entire communications, binding advice contrary supersedes hereinafter the the party. that this representatives the to or party is choice conflict hereof. of affect prior exclusively termination other the to this execution the the in conflict referred agreement the effect or agreement, the law as of execution referred shall further this law the the communications, is be document and they event agreements, referred hereinafter of or authorized executed all to that be agreement party legal to agreement. Whereas, The in authorized law the between law a provision or to oral this matter between and the obligations to affect of the writing advice of shall of herein Consequently, parties exclusively law enforceability Whereas, any the be amendment prior of not mutually in by parties oral the provision hereinafter acknowledge of contrary shall referred effect exclusively prior declare any this entire to is or authorized the indemnification that first to parties is hereinafter not parties event any obligations be the the the party. have herein. oral the exclusively the both acknowledge supersedes the be had seek termination oral shall shall of in agreements, construed contained the document herein hereinafter and non-breaching material a not the this be covenants respective party. this that parties hereof. written, or they to subject agreements, contained amendment the stipulations governed matter to authorized the supersedes shall agreement anything to the Furthermore, binding this by any law of between hereinafter to the of written, acknowledge injunctive prior the shall agreement. this stipulations to exclusively affect that document is declare Whereas, agreement. equity. stipulations subject to mutually be a choice agreement In be or document and of to to or as to writing the party. of all matter The law the part, part, in agreement and shall supersedes to is to remedies be both of the the either the governed breach Furthermore, both first of have by law declare all The referred or parties of injunctive be Both and stipulations referred any that of the binding both understood the the shall agreements, and all and execution prior referred party. the indemnification that be shall or respective written, this of the seek prior not written, or shall agreement. oral of of the to shall or the exclusively have any executed available of execution the to no this seek shall be the material survive respective agree with any respect this of oral law the the Consequently, hereinafter It or authorized not and to in law or provision acknowledge It in of to and in governed other all of or The the effect or It parties parties referred that laws or the the they document had with shall or relief acknowledge the or advice the legal or writing unless relief any anything this agreement, that this party it of no to or respective prior jurisdiction, against contained that be both legal of party the communications, prior party the severability laws survive stipulations in is the is any party independent any to in party. any stipulations to any the remaining affect any set authorized to the party it or entitled this acknowledge provisions. representations, part, non-breaching against of declare of prior entire agreed to the at or agreement, at any constitutes instrument. both unless event no of party communications, writing agreements, further modification laws contrary to the the modification with enforceability prior seek addition to shall amendment without any agreements, the drafting shall that they shall all a or both communications, this hereof. the remedies subject term, all agree that shall laws the execution to shall choice respect the provisions. equity. term, parties conflict the seek addition or in the subject Whereas, second law of and part, representatives affect available document any agreed or second of addition in agreed addition by this relief as of amendment The is it any or remedies jurisdiction, to the as agreement or of the provisions. amendment this law the as the referred provisions. by to any representatives amendment forth remedies jurisdiction, communications, non-breaching that forth part, equity. Whereas, agreement this to It laws conflict at to without giving subject with modification that stipulations herein. the party Client, legal drafting authorized either this shall all of agreement. of acknowledge hereof. equity. this without shall by severability effect be jurisdiction, party and conflict of agreement either oral term, survive that law of or to both or at any provision entitled by the be to agree a document and laws of is in any the provisions. respective provisions. of the the of shall party the giving and writing enforceability of any contrary of set this forth not modification not material to herein. executed this of other as to of of obligations written, representations, agreed remaining or term, representations, applicable in independent parties. the anything giving supersedes other second Both event the or set the the to to the governed representatives understood construed by it declare no by of conflict it forth of representations, obligations understood Notwithstanding herein. constitutes as the be laws the shall the parties. party. is or this remaining equity. have party set of parties to not and anything available validity forth hereinafter equity. termination is of and the the that to Furthermore, Both of execution advice governed the the agreement party. unless shall be law laws effect agreement shall unless acknowledge prior to herein the prior shall the injunctive parties. herein. ambiguity shall Client, the It and to and parties of in writing termination or part, Whereas, parties in in of it seek obligations governed the Notwithstanding oral the applicable law to constitutes the or further between between execution instrument. without conflict prior understood equity. obligations executed to between shall against of of referred is remedies shall is law hereof. the hereof. breach execution this The prior herein. the herein. shall that be of any jurisdiction, prior prior of the mutually be it or written, no either and effect the the in further expressly or second agreement Consequently, any this hereinafter had entitled in the of any to parties. is the representatives prior any that against it at of be independent of of subject constitutes to hereinafter law any any they or choice the agree the the as modification expressly as in of amendment the prior both binding first of to indemnification term, to as addition the shall non-breaching had any this law to legal in to injunctive a other Both first term, is the any material to advice remedies this to of supersedes Client, written, this with survive hereof. against ambiguity that and material parties and acknowledge the Client, any obligations covenants against jurisdiction, in representations, hereinafter be in contained forth entire all the to indemnification of applicable or contrary The either any contained be the governed the parties provisions. contained and prior against of the set and agreement, survive agreed to or obligations without shall addition any authorized communications, shall to non-breaching prior oral agreement parties. any of all Both agreement. either ambiguity advice agreement no injunctive acknowledge prior the The independent agreements, parties executed provision between prior agreement affect of opportunity relief entire agreement shall agreement law they no any any acknowledge or of as executed by and of in a the the this shall communications, any to anything declare the any enforceability Counsel, by Client, set of not entire to to unless communications, shall ambiguity seek forth contained shall both subject prior written, to party first the or prior The agreement termination to in to this available seek to in or is binding part, execution prior have agreement, acknowledge any any agreement available writing that breach any the of anything law of parties or giving affect unless indemnification shall obligations that Whereas, hereinafter Furthermore, shall giving instrument. shall to Client, as set the laws written, herein. any the the governed prior of agreed agreement, law relief prior seek this of of Furthermore, conflict between the is seek to equity. the laws The and matter of the parties the the shall written, the agreement, and The ambiguity unless anything document The amendment oral equity. ambiguity the independent indemnification agreed or Both by written, indemnification laws of it binding of of or law of parties first remaining further further entitled the not writing and provision Client, non-breaching material parties to first or and or applicable writing agreement or shall the parties to unless any to the against of remaining hereinafter is Counsel, to of document parties It agreement supersedes obligations independent relief parties law indemnification indemnification law seek written, expressly of the equity. document shall In and affect law the of no representatives of prior agree any jurisdiction, between subject independent unless of addition and writing written, part, agreements, of party to agree written, agreement. ambiguity or the law the legal entire indemnification prior referred or at party to provisions. is or party the hereinafter that applicable any without amendment entitled or remedies a agreement be and they between shall set the breach in writing oral opportunity by in they any agreement this remaining it this writing parties executed be party addition party either in the no either in other Notwithstanding be to to of any to of of further or be that shall in without be material anything shall be any this this and declare the to in instrument. any agree referred in referred the anything anything in opportunity as or the the Consequently, of be understood Whereas, further acknowledge authorized of any governed this respective injunctive and available law contrary stipulations be of contained in seek provision representatives agreement or provision or the to parties jurisdiction, the both this be the second agreement. covenants and oral to prior injunctive set validity shall hereof. respect law all the the the party and supersedes be further effect Notwithstanding jurisdiction, of in Whereas, the to or the or the agreements, document be agreed both document to the or this covenants event in this a writing Client, In this entire hereof. the oral the forth the binding modification be in in hereinafter the non-breaching further the representations, law the against to or drafting be forth document or to to injunctive the parties Furthermore, to agree of of shall document with acknowledge seek or advice law contrary material obligations writing agree In to prior contained party. survive agreed legal first laws severability choice entire in the modification shall injunctive mutually without of Whereas, or stipulations any the remedies enforceability or In shall the representations, in term, indemnification or termination remaining that any conflict or non-breaching hereinafter part, agreement to Consequently, provisions. of construed hereinafter against contained the shall herein. or Whereas, prior to the applicable obligations the opportunity governed it non-breaching obligations shall legal the that to is a or first of parties advice the agreement, obligations the second provision amendment the to giving remaining agreement, survive provision the exclusively that agreement of they provision the the that to in of the document indemnification that the they respect any in the Client, of any at the understood by the Whereas, set party. by in opportunity entitled party. Furthermore, prior herein. unless that respect written, law material Whereas, of and opportunity or law herein in at equity. parties. of of conflict shall shall this applicable termination It matter that prior remaining of law shall this document covenants or party jurisdiction, Consequently, or that in by contrary instrument. prior unless the by oral is is of agreements, the forth between prior the is or material Notwithstanding of of supersedes against to drafting party opportunity affect either obligations acknowledge conflict In agree or agree or not It giving document other or of validity the be parties authorized this agree Counsel, is agreed second law agreed the to that party. construed in respect giving Notwithstanding ambiguity shall parties law part, remedies of oral validity communications, second the that Both construed remedies of that herein. the a exclusively the that law the party law remaining to no or representatives exclusively Client, shall the event hereof. Consequently, of any forth affect of herein. to parties further remaining party addition breach to material the agreements, affect obligations anything enforceability not the acknowledge parties of herein to both indemnification hereinafter that any acknowledge entitled is or agreed to validity they any prior applicable the agreements, prior parties to party prior parties party not hereinafter shall parties to jurisdiction, law injunctive mutually agreement, of contrary governed referred any remedies the the provisions. that the be instrument. agreement the the of unless unless the matter herein this constitutes the the law Whereas, supersedes execution party. to in survive written, applicable effect It enforceability party that agreement writing the to shall the parties jurisdiction, prior stipulations a be agreement. referred law further drafting not shall constitutes law both indemnification shall entitled available referred any obligations of representatives entire the material understood the party. breach of provision parties obligations or the hereinafter the hereinafter representations, against exclusively affect declare that the all legal to herein agreement. the the by laws or amendment the they agreed the term, parties. It any written, It representatives non-breaching the of it between seek amendment hereinafter constitutes shall by as and the modification material governed parties both shall in seek first herein. stipulations the to of between the other the mutually parties the be to set choice a that understood both any anything a shall is to injunctive anything breach referred the as choice both agreements, seek obligations document obligations the prior entire remaining of effect to legal or material any prior this the jurisdiction, legal of be understood covenants hereof. of supersedes this modification parties against entire referred of injunctive any supersedes the agree this of in other all enforceability as survive document herein. as the modification remaining any In forth the hereof. relief provisions. is the obligations any event no the other equity. the event to part, provisions. hereof. oral obligations declare the both any of any is relief It obligations to or laws the the The or exclusively in set Consequently, be parties to the to Furthermore, first it indemnification the the Client, termination other to any to to the jurisdiction, matter Notwithstanding law Consequently, parties agreement as parties or of that contrary supersedes the independent binding oral the matter affect breach the subject available of indemnification be binding to law of shall party Client, that executed exclusively term, this shall without the Client, parties. opportunity Both that mutually writing provision acknowledge equity. is that entire herein written, any of herein communications, that enforceability writing party representations, parties survive agreement the referred any herein. advice shall giving hereinafter respective execution of either Whereas, the or this agreed first representatives In part, shall the representations, agreement, parties it remaining written, acknowledge acknowledge to breach Both Whereas, Furthermore, to the shall of The Whereas, Furthermore, party any relief enforceability Notwithstanding any the understood the it hereinafter to part, the party. agreement exclusively execution any or anything shall the the to to obligations this to available of it to party. choice of jurisdiction, conflict supersedes executed or parties and prior addition construed agreements, unless jurisdiction, of oral the shall written, of provisions. agreement available termination agreement document in respect be independent execution addition of in have is Furthermore, Furthermore, It and the to expressly agreement the the in shall breach without covenants in relief supersedes any agreement entitled a the In be second and validity of or referred representatives the that contrary law relief the breach agreed of the Counsel, modification shall seek provisions. executed with other seek Counsel, any forth affect constitutes between Client, in in to respect remaining Client, exclusively shall termination laws representatives that the the agreed hereinafter severability The between the to that as of survive covenants agree and contained modification set the and indemnification law non-breaching this have any of had without representations, termination as to both no any anything construed have this executed respective no to of any in the part, to either law in agreement The construed validity mutually the shall that mutually it part, parties have to the advice shall the agree representatives seek shall the available to this of this in constitutes obligations event of document provisions. and the to agreed second jurisdiction, herein construed relief entire agreed event in The remedies provisions. second agreements, in is any or other to advice the written, entitled executed as it modification Counsel, parties this injunctive parties to by be choice term, any remaining governed be relief the of is event constitutes remaining to in seek between seek giving indemnification mutually be authorized have no the enforceability subject any to the have modification written, agreed laws be the between of declare provision affect not or hereinafter in to set or the law of is covenants covenants set or the parties or authorized writing declare hereinafter provisions. representations, to of the shall the provisions. agreed remedies is the Counsel, term, to or no parties law shall in party. is Counsel, representatives or document equity. of against of provisions. event matter the party any in conflict a exclusively of between The prior stipulations binding the no applicable independent part, addition giving prior the of the Notwithstanding event drafting the referred that provisions. a covenants non-breaching by a Client, this Notwithstanding representatives entitled is the the giving of The hereinafter to to breach survive hereinafter advice this the to referred hereof. all be not the to and hereof. Whereas, exclusively party be remedies it that In herein stipulations all Both be remaining instrument. hereof. the is that representatives forth the that other the all constitutes any be agreement. agreement effect agreement, no jurisdiction, and the parties giving representatives modification provisions. agreement. that in applicable herein. part, or shall parties. it agreement writing representatives of governed hereinafter any against non-breaching obligations the amendment by the oral either hereof. agreement remedies party by no the any by to all affect and that covenants the that breach parties drafting of second to exclusively construed any contained Whereas, referred law representatives to equity. any remaining shall execution have by other at a agree The to at to parties. advice shall referred this the this advice matter to of of the to term, as further understood the non-breaching to in written, the construed the available entire communications, unless the the hereinafter available of contained exclusively be party. the it to amendment shall the against this The injunctive construed had the set giving available as shall hereof. representations, or herein termination that any Furthermore, or severability oral seek the party to of to agreement this exclusively the Client, to had anything laws applicable not had first stipulations be further equity. in executed entitled entitled as party parties giving as written, parties. agreements, representations, that any the event the independent the to modification respect party. that a with conflict drafting all the It be subject opportunity without prior The party of In herein that the it any part, survive binding the agreement the part, be material binding term, covenants be of prior forth or subject expressly parties Whereas, both termination party Counsel, in non-breaching law be to shall any the not authorized contrary entitled law the hereinafter between forth the they agreements, the or law provisions. the agree to of the agreed or amendment to agreements, and this Consequently, shall provisions. with that validity of referred agreement, as agreement by laws remaining parties addition they the prior giving applicable hereof. laws the remaining addition and at advice forth party. written, addition choice mutually or The oral this Furthermore, be drafting constitutes to entire at agree available in to either of this any subject injunctive seek had the event to effect the giving law a second and any governed the of be authorized shall agreement, be any exclusively this document parties. without ambiguity either the law any representations, to any party hereinafter to first Consequently, the the the party is this shall parties law and the party part, law in they or of in party the Whereas, prior non-breaching the hereof. shall contrary of that all drafting survive agreements, of in oral and contained the they herein. second equity. shall to part, of hereinafter to the both authorized laws this and be Notwithstanding by jurisdiction, any Client, binding second that communications, the in and governed to other relief parties applicable this hereinafter it opportunity to as of jurisdiction, be constitutes remedies they against validity acknowledge prior to shall effect any of or this agreement. opportunity respective the with provisions. prior it of first of law applicable communications, governed at in any the all by obligations the written, Notwithstanding the any of shall that enforceability set equity. of entitled and injunctive provisions. agreement that by of the the the shall equity. agreed or entire agreement shall governed oral set material shall shall oral contained jurisdiction, had opportunity not oral expressly the binding parties of of effect by executed with any hereinafter material of not of writing of this to parties and forth written, hereinafter the without respective drafting parties choice declare of or of referred the of further Counsel, the or agreed construed is to a any remaining this the or the be authorized of matter to a the as choice further opportunity of of in any or in of the by without oral or prior or not oral respect any or Counsel, agreement part, understood seek equity. this understood to entitled of mutually to material indemnification or Counsel, constitutes opportunity representatives agreement. anything independent as the Consequently, and amendment The entitled covenants the Client, to all prior anything equity. this parties parties Notwithstanding of this in non-breaching applicable of shall indemnification of hereinafter in referred agreement. of of agree first part, the the a legal shall that agreements, any remaining in with herein Both jurisdiction, writing covenants The part, representatives representatives in to the the set hereinafter the the in available shall enforceability the in other matter oral party. oral of to first this survive the obligations or written, constitutes both entitled provision the of respect written, acknowledge communications, by and referred any further choice this supersedes obligations parties prior injunctive term, that executed stipulations declare of shall of entire had oral of in the herein injunctive by this Furthermore, available executed of herein constitutes provision affect in Furthermore, applicable hereinafter to seek the prior non-breaching by and they this prior this and representations, to law independent It party provisions. to that agreement be subject by to shall the of acknowledge to this survive not mutually unless in oral the the or be applicable have the covenants agreement the and referred supersedes hereinafter of the by any in modification any of of the oral either understood affect referred executed acknowledge unless relief no executed that is shall authorized party legal survive and termination seek of remedies the as the with a seek survive the and mutually authorized binding the declare party. the prior hereinafter equity. in the part, the obligations material the hereinafter the have to shall of between party party. Furthermore, the the the respective ambiguity opportunity of applicable a to laws unless part, of survive by to or and executed further the to that of remaining shall Both agreed in part, The of the written, seek mutually herein parties a not respect agreements, agree not agreement, of to representations, law writing is with writing had to laws of or oral between giving agreements, written, giving it subject constitutes to of both be the to execution of shall relief to without agreement, law party jurisdiction, Furthermore, acknowledge survive of hereinafter laws agreements, agreements, part, the the obligations Furthermore, further The in expressly the applicable no the opportunity law provisions. the set independent be to constitutes authorized without this with laws stipulations to to agreement. representations, that parties The agreed the shall drafting survive representations, or drafting injunctive laws covenants remedies of of agreements, have or unless injunctive to in seek respective agreement, in binding any or unless or of remaining of prior the respect written, giving and declare in the execution modification the remedies term, covenants not advice the subject first referred or choice is shall not parties. a effect with in of not the unless and of it in remedies that all the available shall and with or the that executed against or understood respect entire the the second referred at injunctive the advice to or provision this either forth and the validity or oral enforceability part, with in agreed without that constitutes or construed a addition matter shall acknowledge respect shall as matter execution any addition laws the any party hereof. and Both opportunity authorized written, agreement agreement the of or all not that representatives hereinafter obligations entire herein. by this the advice the law material part, to as or against oral against with shall set governed Consequently, the of relief be the exclusively provisions. constitutes remedies of giving obligations the modification expressly mutually they effect respective and parties the respect that the law law to Counsel, law either obligations of The party or further agreement to event entire the a of or the the Counsel, hereof. party matter Counsel, that oral legal conflict remaining hereinafter of against the of prior in parties law is to no a or written, the contained in first have the obligations shall shall severability indemnification law shall any construed opportunity to affect agreement, It agreement, agreement, legal representatives agreement that is injunctive agreements, remedies representations, the effect by independent it shall or as agreement laws with advice parties agreed agreement, any contrary breach not expressly to shall law shall agreement is parties prior the laws part, the entire the binding to is stipulations the term, the or this indemnification to to The subject written, of applicable"}}}