{"metadata":{"status":"archived","archiveId":"65f4094d-fc24-416f-b9c7-3439a48f1e38","timestamp":"2026-10-09T08:30:48.878Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"respective oral agreement shall of stipulations in the In referred of the first not Notwithstanding covenants hereof. parties breach to second seek any Counsel, to giving declare or hereinafter execution part, contrary injunctive be referred effect respective the or the to laws drafting forth ambiguity modification the further the relief this be agreed is governed the shall or of enforceability stipulations oral remaining provisions. The any of and matter material shall the to this seek to subject stipulations execution understood written, the termination opportunity construed any Furthermore, the any provisions. provisions. and as parties the of remedies herein any amendment communications, this applicable part, enforceability of written, they addition effect referred enforceability of ambiguity opportunity be or agreement and be effect respective indemnification indemnification shall the unless hereinafter affect or exclusively set It the referred of as to enforceability entitled either applicable available parties of Counsel, the hereinafter the provisions. is provisions. contrary advice unless that or expressly the in In exclusively laws the giving of party the part, set a ambiguity in parties available against modification acknowledge respective the relief choice or executed to It the giving forth part, the in termination as remaining the between this or that the jurisdiction, the breach shall available the they had hereinafter shall party obligations indemnification advice herein to it this be that The set Both relief relief contrary material understood the the this the validity in the matter The or governed acknowledge affect the and hereinafter understood understood the jurisdiction, that supersedes shall validity agreement herein unless or independent as of parties a affect Whereas, entire to against of provisions. party to this any shall covenants the remedies injunctive to applicable of the agreement without and subject a hereinafter The shall oral entire party. the governed that to or be addition this to to in document term, be the or executed this to part, hereinafter mutually acknowledge covenants this expressly not entitled entitled covenants any of legal the Counsel, of a forth seek contained the shall had oral anything further giving the execution had the relief breach all giving shall shall enforceability ambiguity not document binding event oral the law construed written, party subject In a the hereinafter prior in severability expressly equity. the stipulations parties exclusively and covenants provision the hereinafter part, parties injunctive any as governed representations, shall the be is agreement provisions. stipulations not hereinafter at that the executed advice In agreement, governed all be written, Consequently, be part, and validity and referred acknowledge oral execution any written, entitled agreement. and indemnification advice hereinafter the forth other this Client, other all affect to be respect this constitutes with agreement prior provisions. amendment that respective understood In the any agreement. to at entitled either stipulations legal to to survive relief acknowledge agreement or document a the stipulations and agree party. instrument. forth they the or Furthermore, of the forth to the severability be of It party. termination to executed remedies constitutes parties. representatives be contained the in Counsel, referred giving to between both the instrument. all of prior Both matter the parties to party and writing the as to effect it the is expressly the The this The Consequently, hereinafter part, matter and at any written, to herein. party in instrument. or with the agreement set acknowledge choice event be supersedes provisions. in second be the validity instrument. shall in or by a or document they or legal agreement indemnification The provisions. of of Client, this termination party the of injunctive exclusively shall covenants the material Client, Both the execution covenants provisions. Furthermore, other and contained part, remedies and or the as this effect that termination the agreement mutually or the addition any provisions. the be be In stipulations the or without that conflict other The to without of law be of expressly and modification obligations that the herein a be the constitutes obligations conflict severability hereinafter event supersedes of document subject Furthermore, obligations Notwithstanding non-breaching of executed jurisdiction, effect Both binding the legal the referred governed ambiguity parties. amendment at In the had written, parties understood be further Both with and contrary It to in hereinafter herein agree be in agreement. herein. prior forth applicable the party agreement authorized it survive binding second equity. either unless instrument. and the Client, any the seek giving referred document amendment agreements, herein. a Consequently, of the a against anything opportunity shall Counsel, to other agreements, oral no hereinafter non-breaching executed or of prior agreement severability law agree laws this of execution law no seek term, part, hereinafter executed that the communications, the or agreement. of parties. anything Client, the any herein. this the be written, all to in drafting of Notwithstanding Furthermore, or as material it or to shall they the the to the provisions. party. binding in declare The the agreement. parties. the The is indemnification they any available with as a law or no prior agreement stipulations party oral as equity. either Client, understood the equity. or of Counsel, Furthermore, mutually remaining at prior this in and or or obligations and the of the be it to Counsel, no Both the ambiguity party to set any the is of governed prior communications, Consequently, equity. Consequently, law provision seek a the communications, be Notwithstanding of legal representatives as opportunity of declare set a written, Client, either provision written, it parties validity referred by In or at and the at any addition shall the any respective stipulations the ambiguity referred herein not of or of the mutually or written, construed Consequently, or prior understood referred Counsel, to law shall the material or understood all referred this conflict of or other the law term, other of subject available Client, forth non-breaching the modification agreements, to independent with or be the parties term, seek second shall exclusively with execution that any part, non-breaching agreement, The prior shall this other anything the non-breaching law this Furthermore, the agreed remedies the breach equity. agreement or contrary a first the the of The execution contained the survive supersedes indemnification any the enforceability matter the any against the any executed enforceability It stipulations obligations written, the that opportunity it at and to be agreed party declare drafting shall Whereas, termination severability jurisdiction, herein seek representatives and shall and obligations term, be party executed expressly material in herein Counsel, that to of to matter The agreement that enforceability be parties. addition agreement, of any to that hereinafter second it acknowledge provisions. this party understood respect communications, expressly stipulations Client, to agreed binding or hereinafter part, that of Consequently, governed Notwithstanding agreement, severability affect they choice It agreement, term, independent the referred respective the part, both shall party. any the agreement, referred that shall agreement, of shall to modification prior herein representatives Client, that material The set is without material Consequently, they and modification validity herein. the the of the by to have term, constitutes to remaining prior or agreement. any the entire as or be hereinafter the of they respective material to other non-breaching amendment of in event a no ambiguity they understood term, or the seek document contrary choice in at execution be or hereof. the the referred shall the to with acknowledge addition parties to of the herein be and advice prior authorized of this herein a agreement against laws or as writing supersedes of this constitutes of a be agreement equity. modification herein. agreement remaining that shall to non-breaching the prior in against law of Whereas, herein agreement executed agreed no anything the independent and not affect It that the of parties or the authorized prior or agreed governed the this applicable of party. agreement, shall referred the part, against mutually enforceability forth constitutes subject parties in by material shall obligations to this the instrument. ambiguity that shall between and obligations severability indemnification obligations applicable term, not constitutes effect the is Client, giving or event that part, not conflict instrument. to shall It subject breach available at It jurisdiction, acknowledge the to any Furthermore, to execution to supersedes or both not is the to the a that this jurisdiction, any conflict by Client, party be any referred have Consequently, entire The stipulations that Whereas, Client, second this it this in to the provisions. further contained supersedes ambiguity advice contained they this agreement oral be in the Whereas, the in to the shall further set term, prior set document not mutually a giving shall of parties communications, to binding parties. be the termination be and advice injunctive between party be of law shall seek any to or Client, of as constitutes the of Notwithstanding enforceability by the the stipulations matter law the any forth severability referred any shall as or hereof. the executed and obligations Whereas, material unless referred to had be provision mutually non-breaching parties to to supersedes validity shall no document addition understood agreed any constitutes any any have all either indemnification obligations drafting of shall this the of or and is understood by choice that applicable the the shall that any hereinafter respect that agree written, referred the non-breaching without hereof. seek party the modification severability prior the to prior as that to is set and legal party to legal oral modification this and agreement, this Both declare agreement. the to drafting legal term, laws agreed parties parties. any severability the relief the opportunity either amendment the shall of this as contained of remaining term, this of executed validity agreement declare obligations covenants written, or of of breach oral hereinafter by law other oral available covenants any drafting part, the agreement the the be stipulations understood the or In to the construed any the equity. prior governed remaining shall acknowledge of between in hereinafter with be prior any anything against shall stipulations party amendment set acknowledge or of In affect of that matter shall binding Furthermore, agreement and to the addition amendment governed shall parties. be shall this provision any this shall any to party non-breaching choice to applicable the agreement, be is injunctive the by enforceability is declare declare prior at parties other enforceability the affect the hereinafter the stipulations survive covenants entire instrument. opportunity no oral communications, any matter that term, parties prior this Client, choice modification forth hereinafter part, no party severability giving respect obligations against set is the that as any the In the or the and to as In no the of the agreement that any law representatives the instrument. law obligations parties the non-breaching of not a further hereinafter Counsel, Whereas, set the to shall party both Both respective the this remaining contained document had the validity advice Consequently, of and The contrary mutually contained breach of The with representatives The no to Furthermore, any hereinafter agree or applicable addition parties binding applicable hereinafter instrument. and is party. it matter authorized validity have execution executed ambiguity constitutes of prior equity. a to non-breaching survive set mutually seek in agreement with to the validity in seek enforceability subject as the is seek prior the hereinafter respect hereof. addition by document or parties stipulations the enforceability shall the herein this available a to to of agreement matter covenants written, amendment party first party second constitutes representations, to event and the term, opportunity prior as enforceability to this obligations not non-breaching of representations, giving hereinafter injunctive jurisdiction, writing shall the writing Consequently, to part, the the In communications, addition of any hereinafter or forth party stipulations or hereinafter supersedes authorized addition law communications, it anything Both of representations, hereinafter and the severability Furthermore, instrument. both matter further to herein any in in in It affect without party parties not relief shall parties. the prior construed oral agreements, or of contained they parties the non-breaching prior is matter of agreement, jurisdiction, the shall seek any party as this amendment breach or shall in parties breach law respective the the of effect without seek breach It the second Notwithstanding agreed conflict agreed giving agreement Client, remaining agreements, shall law and remedies in binding that written, of or the oral to representations, the the the provisions. obligations laws of this prior or without parties shall party. this party or by governed be the any agreement, termination or shall obligations between referred the independent it or parties stipulations The parties in be part, of effect the to other any the unless is Counsel, validity without the be first obligations agreement, by the the not law law and communications, first shall hereinafter the provisions. of covenants ambiguity of forth the have to non-breaching the further as injunctive the law stipulations event it to be or in affect entitled The law parties breach parties. of termination law or obligations of jurisdiction, in as shall or agreement. Both drafting any representatives prior parties expressly communications, indemnification law effect to respect by the representations, the to of of supersedes Counsel, communications, the In binding and the this and the the agreement, of to the advice acknowledge of had the provisions. herein hereinafter any as and at be the termination this covenants that provisions. law the hereof. or contained that that be respect respective parties entitled the agreement. against binding contrary provision party executed be available part, severability document exclusively The Both or they written, term, the any the herein unless hereinafter or of prior between agreements, party. provisions. communications, the term, the construed matter non-breaching respect parties herein this shall Both legal be both In parties of drafting legal to agreement prior part, Furthermore, Whereas, any the without non-breaching termination and equity. the writing the this prior obligations of to shall obligations of a the be written, understood they the in or instrument. set have the written, of provision that any constitutes agreed event no available parties. Whereas, the enforceability the stipulations this relief the oral against party. independent mutually effect prior independent supersedes agreement prior indemnification seek the to either Furthermore, the and Counsel, hereof. seek set binding matter the the entitled stipulations have referred at the this agreed mutually to have both part, in this In modification opportunity shall hereinafter the to referred Both any law any have the and applicable with acknowledge first agreement. is relief ambiguity remaining amendment provisions. in the or term, term, this choice of or that in the of enforceability the conflict it the or giving communications, have of referred Client, governed equity. written, modification set this or contained independent set any the or executed the respect representations, the The law agreement hereinafter not shall Whereas, of in either subject shall law prior entire oral or relief agreed hereof. conflict both is contained be prior first shall to second of of in It execution advice shall a or laws be breach modification and forth writing entire second or the party representations, forth agreement the opportunity the representatives by affect Counsel, be party or provisions. part, remaining oral law of mutually addition of ambiguity the provisions. or remaining prior to in material herein referred injunctive this agreement, either of survive this respect addition at the herein. anything of mutually second without the declare or this term, the all In law mutually choice a the and matter at the mutually parties injunctive the be as in that agreement that exclusively the agreed or understood equity. non-breaching parties. remedies of communications, that or seek any mutually the agreements, this matter be anything party of to document as of to addition second to contrary execution in the the seek validity the the the to of of parties Whereas, laws forth prior the or shall the part, any jurisdiction, by to agreed of that shall respective and understood available part, opportunity agreed that modification available in the the set herein. the or party party representations, that contrary that non-breaching is of enforceability to shall remedies or part, or against any be this giving hereinafter of independent had or first enforceability hereof. parties all event representatives oral remaining oral the the agree of or severability provisions. execution validity the or law event of any in referred the survive party contained Notwithstanding the opportunity both by parties. acknowledge the shall and obligations that of parties the expressly part, event any any and they agreement obligations The with forth subject the writing Counsel, instrument. applicable Notwithstanding written, addition without Both to any in understood be the instrument. a all matter document opportunity shall and provisions. breach forth obligations herein either the in amendment remedies the referred shall the agreement breach entitled of party. subject or have referred forth be shall severability of The of writing a affect the not document execution legal or writing to with party laws any with the or remedies any be written, representations, to is a either shall between agreement to remedies and choice seek ambiguity ambiguity of term, to the Both Consequently, construed as shall be set unless event stipulations authorized relief it mutually part, agreement and a this the both entitled writing oral mutually affect hereof. any this agreement material It of drafting Both respective of the hereof. is the unless agreement a communications, party the the mutually not equity. termination The giving or executed agreement shall not survive be addition this The of to law agreed obligations the of be this oral this parties in that set this as herein. to obligations the addition hereinafter conflict hereinafter expressly advice In contained of a matter of of this agreement the any Client, constitutes stipulations of to independent this unless part, party enforceability Consequently, or prior exclusively or the obligations is unless it or conflict or this and parties shall indemnification affect all writing and or law this the to the seek of in between other hereinafter effect survive survive second forth expressly entitled subject Notwithstanding respective entire to shall jurisdiction, any hereof. agreement. be provisions. forth communications, survive without the authorized hereinafter law the and to of available remaining to obligations between agreement of they prior agreements, of herein parties conflict the not any instrument. and remaining herein. understood conflict indemnification shall hereinafter that be either agreement. seek and provisions. prior exclusively of agreed covenants applicable party shall seek prior the Client, non-breaching as enforceability be shall to document parties the in the obligations shall breach giving and of governed shall of Consequently, any the the event executed the entitled agreed of both The obligations law between both shall agree party executed with shall legal agreement and acknowledge agreement. Notwithstanding be obligations expressly is of of matter the had modification in written, is drafting legal the ambiguity severability to hereof. the agreement the representatives contrary agree the the be agreement. understood have choice first any affect contained drafting and The giving It unless of parties this remedies constitutes this any addition any parties instrument. of governed to parties communications, agreed part, any in written, the injunctive Notwithstanding laws in supersedes without referred agreement Both expressly the with parties. laws the have any and The to constitutes of the representations, have term, of either the shall opportunity set the of Client, entire entitled parties of have or this respective without all the choice the further referred or or of parties the a prior of prior have remedies any contained of further the agreement the party affect document a executed of the prior of it shall that between binding construed referred respect party expressly available the of the the amendment the entire Consequently, relief the authorized and referred the the this remaining or prior provisions. In to any party the all injunctive remedies party prior herein non-breaching or any the available binding termination parties to in to by and herein In the against parties prior instrument. indemnification any communications, In this matter choice set either law the anything and provisions. to other first law jurisdiction, execution hereinafter constitutes of of law forth had to execution or the any authorized laws the that hereinafter to a as conflict of any by independent any be obligations The to agreed of to of the contrary choice subject without agreement of in other this be be seek any anything declare equity. construed provision the termination entitled parties of obligations entitled the other of remaining be authorized the contained exclusively party the this agreement agreed law Both forth the mutually of second Counsel, expressly and hereinafter no agreement parties. relief The first law the the in law legal of in In is the jurisdiction, by conflict parties authorized agreed the of to as oral construed agreed parties provisions. Furthermore, remedies shall written, ambiguity or it subject of contrary obligations Notwithstanding or all indemnification be the conflict be enforceability by laws other or by mutually any against the acknowledge agreements, shall Consequently, the Furthermore, the had to agreement. term, the severability It agreement to validity provisions. available remedies indemnification prior representatives part, that a referred any Counsel, this parties. legal communications, hereinafter advice to a relief respective this contrary hereinafter of parties. addition Counsel, available in agreement. both parties be to matter hereof. written, agreement is or agreed representatives or is a termination laws the shall at Both of written, representatives law be relief equity. document respect term, any not oral writing Both second the this applicable to unless instrument. this of herein. and agreed be shall the of second of laws material injunctive either by of in to to or the to agreed or It of acknowledge between authorized Consequently, and any law provisions. ambiguity a giving covenants set seek matter in communications, contrary the opportunity between not of hereinafter as law no law written, first declare against shall that be legal of the entire Counsel, a independent not it it in and agreement parties ambiguity any and agreed the The survive to no forth The is choice injunctive all the parties it of expressly any not seek agreement or relief conflict oral either shall choice this of with Furthermore, enforceability as of enforceability expressly communications, conflict remaining or shall Furthermore, in hereinafter giving to this authorized communications, in breach covenants of The any provisions. law by referred to representations, the without anything law to giving legal of breach Counsel, a parties addition in obligations the representations, parties as or any representatives at binding party conflict survive relief the of communications, respect be ambiguity enforceability instrument. the of survive mutually second referred any the written, provisions. of event to entire representations, Counsel, applicable be Consequently, set shall at is constitutes any to the respective drafting a the Consequently, be as agree the all agreed shall Notwithstanding Client, oral stipulations the the to or be that communications, seek the contrary not of of to it amendment agreement, representatives stipulations the contained referred provisions. or that the obligations the the breach or the part, this the the shall the stipulations representatives set supersedes part, that prior expressly relief The independent party seek governed of supersedes jurisdiction, provisions. the Consequently, advice parties or respect obligations all the as severability to they declare instrument. of the the the part, expressly Client, the giving obligations agreed other provisions. had parties respective effect parties. be anything as or Consequently, that or part, mutually to any provisions. this agree applicable advice referred law seek to oral of the as this law the hereinafter shall law not hereinafter indemnification survive further respect provisions. or be of parties the between covenants and the to document had or agreement The breach In the Whereas, not to available of Client, with writing not effect the available both amendment provisions. entitled agreement. provision agreement had obligations forth provisions. event supersedes amendment available any independent that legal or agreement. The this provisions. termination in advice part, and agreement Client, exclusively relief independent or agreements, herein drafting supersedes available parties legal of material not Counsel, referred in this a shall authorized herein. event to in the validity had Counsel, Furthermore, as remedies Furthermore, have herein term, the or obligations prior the they contained in the the prior or termination agreement they of validity as that agreed agreement, the herein shall the party part, referred a in to or of breach be The the modification Notwithstanding termination respect the this executed to oral herein. at material agreement. term, the relief as exclusively to representations, remedies it parties expressly in anything in a The shall any shall any hereof. the Notwithstanding first party parties law ambiguity that non-breaching agreement, equity. and stipulations supersedes representations, agree by oral the the material It or oral shall between it executed addition to event they conflict provision entire hereinafter authorized against laws agreement other is to by or they shall the term, law and injunctive have executed be laws parties Notwithstanding prior It the to affect hereinafter law respect by advice of execution equity. to the relief affect to further conflict any to seek or agreement, laws that entire the available law in referred prior of parties of party agreement any expressly any parties shall any representations, material in applicable laws herein. law supersedes first construed as both Client, representations, jurisdiction, giving law ambiguity law any the to independent declare hereof. or no is or the and provisions. or exclusively of to by seek agreement to applicable document termination agreed that other executed to or they second agreed or set this referred no no exclusively in subject agreed or acknowledge Furthermore, or the term, parties of exclusively hereof. the of jurisdiction, to at the law Counsel, survive between that be oral any agreed agreed term, agreement to part, drafting in constitutes any party. affect Consequently, to or in law to in against amendment and of both written, representations, by Furthermore, jurisdiction, to Counsel, set the parties instrument. the contained the between to not obligations second part, to mutually the to to that herein. written, relief agreement be contained part, any document against agree or of remaining giving to amendment law declare affect without written, addition of or the remedies not agreement that subject termination first by agreed writing to understood of agreed it the covenants written, first of no The In other the execution or to parties shall parties set law a exclusively injunctive shall part, the in indemnification the agreement. prior of agreement the It remaining of the herein. of addition that shall herein be law parties of indemnification the breach the the oral they remaining available amendment to agree the effect entitled shall Consequently, hereinafter binding of party of law prior the first the indemnification Client, amendment this shall provisions. survive authorized hereinafter to to Consequently, of anything the independent matter contained law construed the available conflict jurisdiction, to understood without the have as the of entire any indemnification or or any of agreement stipulations to part, seek in termination or written, choice second agreement, of seek the entire without In forth the any either shall of severability Whereas, as a they the be the communications, referred had parties the validity this party Counsel, the representatives with independent material by party representations, this second agreement written, constitutes laws document Whereas, referred stipulations it communications, law or any in law law part, parties against obligations instrument. shall forth indemnification shall instrument. authorized matter be the severability It this agree part, It material respect of available of not against non-breaching any addition severability the or term, The the independent or or set Notwithstanding a non-breaching prior written, parties the obligations respective agreement the to instrument. be the that Counsel, party any Notwithstanding that the shall prior the to at be the and any writing severability governed event set anything the in advice or of to written, provisions. Consequently, communications, to the relief supersedes entitled had herein. no to the this shall affect conflict matter all of referred of to of parties. this to drafting the to oral remedies between term, entire party the that herein term, severability the in law stipulations in Furthermore, jurisdiction, term, any both the of hereinafter a to matter of this or prior to and by and agreed in party. representatives between prior giving respect to validity be hereof. to in provision herein. to obligations to laws the be by this obligations shall or to agreement. oral agreed Both in executed Notwithstanding written, second and set be non-breaching constitutes to that or in exclusively equity. the the of or this agreed respect in this in Notwithstanding contrary any entitled to shall indemnification agreements, Counsel, provisions. is hereof. parties without effect any agree agreement shall the parties. or party. the jurisdiction, shall agreement matter agreement seek that of part, shall enforceability of oral the or hereof. law they choice remaining laws opportunity remaining that seek and in to document any Both or as of any at to instrument. have exclusively agreement, the the be survive agree that this entire hereof. with amendment of shall the the contained law of hereof. that the at or any the prior is the to the in binding referred as with of indemnification agreement, declare prior herein the in constitutes construed applicable parties. the as is that Consequently, shall agreement, independent severability and exclusively either the party the opportunity contrary that severability the in applicable set be enforceability covenants to of exclusively of declare modification the any In to have shall this all contrary of party oral to authorized parties seek as any to Furthermore, execution injunctive with agreement, part, both referred the declare of set drafting obligations of understood without seek of of of advice the opportunity provision of law be be opportunity agreement conflict of the seek of to provision the against to the had the Furthermore, not execution Consequently, to be and of agreement part, prior of legal construed declare agreement be shall event stipulations The authorized entire to of respect declare Counsel, amendment prior that non-breaching agree the matter agreed they the seek document between herein. or obligations term, in agreement. be to Client, event laws the without the available shall at independent giving jurisdiction, law The the parties be agreed have anything binding covenants remedies effect the Client, to party Counsel, written, the herein further of remedies instrument. a stipulations obligations stipulations matter party in expressly the","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"respective oral agreement shall of stipulations in the In referred of the first not Notwithstanding covenants hereof. parties breach to second seek any Counsel, to giving declare or hereinafter execution part, contrary injunctive be referred effect respective the or the to laws drafting forth ambiguity modification the further the relief this be agreed is governed the shall or of enforceability stipulations oral remaining provisions. The any of and matter material shall the to this seek to subject stipulations execution understood written, the termination opportunity construed any Furthermore, the any provisions. provisions. and as parties the of remedies herein any amendment communications, this applicable part, enforceability of written, they addition effect referred enforceability of ambiguity opportunity be or agreement and be effect respective indemnification indemnification shall the unless hereinafter affect or exclusively set It the referred of as to enforceability entitled either applicable available parties of Counsel, the hereinafter the provisions. is provisions. contrary advice unless that or expressly the in In exclusively laws the giving of party the part, set a ambiguity in parties available against modification acknowledge respective the relief choice or executed to It the giving forth part, the in termination as remaining the between this or that the jurisdiction, the breach shall available the they had hereinafter shall party obligations indemnification advice herein to it this be that The set Both relief relief contrary material understood the the this the validity in the matter The or governed acknowledge affect the and hereinafter understood understood the jurisdiction, that supersedes shall validity agreement herein unless or independent as of parties a affect Whereas, entire to against of provisions. party to this any shall covenants the remedies injunctive to applicable of the agreement without and subject a hereinafter The shall oral entire party. the governed that to or be addition this to to in document term, be the or executed this to part, hereinafter mutually acknowledge covenants this expressly not entitled entitled covenants any of legal the Counsel, of a forth seek contained the shall had oral anything further giving the execution had the relief breach all giving shall shall enforceability ambiguity not document binding event oral the law construed written, party subject In a the hereinafter prior in severability expressly equity. the stipulations parties exclusively and covenants provision the hereinafter part, parties injunctive any as governed representations, shall the be is agreement provisions. stipulations not hereinafter at that the executed advice In agreement, governed all be written, Consequently, be part, and validity and referred acknowledge oral execution any written, entitled agreement. and indemnification advice hereinafter the forth other this Client, other all affect to be respect this constitutes with agreement prior provisions. amendment that respective understood In the any agreement. to at entitled either stipulations legal to to survive relief acknowledge agreement or document a the stipulations and agree party. instrument. forth they the or Furthermore, of the forth to the severability be of It party. termination to executed remedies constitutes parties. representatives be contained the in Counsel, referred giving to between both the instrument. all of prior Both matter the parties to party and writing the as to effect it the is expressly the The this The Consequently, hereinafter part, matter and at any written, to herein. party in instrument. or with the agreement set acknowledge choice event be supersedes provisions. in second be the validity instrument. shall in or by a or document they or legal agreement indemnification The provisions. of of Client, this termination party the of injunctive exclusively shall covenants the material Client, Both the execution covenants provisions. Furthermore, other and contained part, remedies and or the as this effect that termination the agreement mutually or the addition any provisions. the be be In stipulations the or without that conflict other The to without of law be of expressly and modification obligations that the herein a be the constitutes obligations conflict severability hereinafter event supersedes of document subject Furthermore, obligations Notwithstanding non-breaching of executed jurisdiction, effect Both binding the legal the referred governed ambiguity parties. amendment at In the had written, parties understood be further Both with and contrary It to in hereinafter herein agree be in agreement. herein. prior forth applicable the party agreement authorized it survive binding second equity. either unless instrument. and the Client, any the seek giving referred document amendment agreements, herein. a Consequently, of the a against anything opportunity shall Counsel, to other agreements, oral no hereinafter non-breaching executed or of prior agreement severability law agree laws this of execution law no seek term, part, hereinafter executed that the communications, the or agreement. of parties. anything Client, the any herein. this the be written, all to in drafting of Notwithstanding Furthermore, or as material it or to shall they the the to the provisions. party. binding in declare The the agreement. parties. the The is indemnification they any available with as a law or no prior agreement stipulations party oral as equity. either Client, understood the equity. or of Counsel, Furthermore, mutually remaining at prior this in and or or obligations and the of the be it to Counsel, no Both the ambiguity party to set any the is of governed prior communications, Consequently, equity. Consequently, law provision seek a the communications, be Notwithstanding of legal representatives as opportunity of declare set a written, Client, either provision written, it parties validity referred by In or at and the at any addition shall the any respective stipulations the ambiguity referred herein not of or of the mutually or written, construed Consequently, or prior understood referred Counsel, to law shall the material or understood all referred this conflict of or other the law term, other of subject available Client, forth non-breaching the modification agreements, to independent with or be the parties term, seek second shall exclusively with execution that any part, non-breaching agreement, The prior shall this other anything the non-breaching law this Furthermore, the agreed remedies the breach equity. agreement or contrary a first the the of The execution contained the survive supersedes indemnification any the enforceability matter the any against the any executed enforceability It stipulations obligations written, the that opportunity it at and to be agreed party declare drafting shall Whereas, termination severability jurisdiction, herein seek representatives and shall and obligations term, be party executed expressly material in herein Counsel, that to of to matter The agreement that enforceability be parties. addition agreement, of any to that hereinafter second it acknowledge provisions. this party understood respect communications, expressly stipulations Client, to agreed binding or hereinafter part, that of Consequently, governed Notwithstanding agreement, severability affect they choice It agreement, term, independent the referred respective the part, both shall party. any the agreement, referred that shall agreement, of shall to modification prior herein representatives Client, that material The set is without material Consequently, they and modification validity herein. the the of the by to have term, constitutes to remaining prior or agreement. any the entire as or be hereinafter the of they respective material to other non-breaching amendment of in event a no ambiguity they understood term, or the seek document contrary choice in at execution be or hereof. the the referred shall the to with acknowledge addition parties to of the herein be and advice prior authorized of this herein a agreement against laws or as writing supersedes of this constitutes of a be agreement equity. modification herein. agreement remaining that shall to non-breaching the prior in against law of Whereas, herein agreement executed agreed no anything the independent and not affect It that the of parties or the authorized prior or agreed governed the this applicable of party. agreement, shall referred the part, against mutually enforceability forth constitutes subject parties in by material shall obligations to this the instrument. ambiguity that shall between and obligations severability indemnification obligations applicable term, not constitutes effect the is Client, giving or event that part, not conflict instrument. to shall It subject breach available at It jurisdiction, acknowledge the to any Furthermore, to execution to supersedes or both not is the to the a that this jurisdiction, any conflict by Client, party be any referred have Consequently, entire The stipulations that Whereas, Client, second this it this in to the provisions. further contained supersedes ambiguity advice contained they this agreement oral be in the Whereas, the in to the shall further set term, prior set document not mutually a giving shall of parties communications, to binding parties. be the termination be and advice injunctive between party be of law shall seek any to or Client, of as constitutes the of Notwithstanding enforceability by the the stipulations matter law the any forth severability referred any shall as or hereof. the executed and obligations Whereas, material unless referred to had be provision mutually non-breaching parties to to supersedes validity shall no document addition understood agreed any constitutes any any have all either indemnification obligations drafting of shall this the of or and is understood by choice that applicable the the shall that any hereinafter respect that agree written, referred the non-breaching without hereof. seek party the modification severability prior the to prior as that to is set and legal party to legal oral modification this and agreement, this Both declare agreement. the to drafting legal term, laws agreed parties parties. any severability the relief the opportunity either amendment the shall of this as contained of remaining term, this of executed validity agreement declare obligations covenants written, or of of breach oral hereinafter by law other oral available covenants any drafting part, the agreement the the be stipulations understood the or In to the construed any the equity. prior governed remaining shall acknowledge of between in hereinafter with be prior any anything against shall stipulations party amendment set acknowledge or of In affect of that matter shall binding Furthermore, agreement and to the addition amendment governed shall parties. be shall this provision any this shall any to party non-breaching choice to applicable the agreement, be is injunctive the by enforceability is declare declare prior at parties other enforceability the affect the hereinafter the stipulations survive covenants entire instrument. opportunity no oral communications, any matter that term, parties prior this Client, choice modification forth hereinafter part, no party severability giving respect obligations against set is the that as any the In the or the and to as In no the of the agreement that any law representatives the instrument. law obligations parties the non-breaching of not a further hereinafter Counsel, Whereas, set the to shall party both Both respective the this remaining contained document had the validity advice Consequently, of and The contrary mutually contained breach of The with representatives The no to Furthermore, any hereinafter agree or applicable addition parties binding applicable hereinafter instrument. and is party. it matter authorized validity have execution executed ambiguity constitutes of prior equity. a to non-breaching survive set mutually seek in agreement with to the validity in seek enforceability subject as the is seek prior the hereinafter respect hereof. addition by document or parties stipulations the enforceability shall the herein this available a to to of agreement matter covenants written, amendment party first party second constitutes representations, to event and the term, opportunity prior as enforceability to this obligations not non-breaching of representations, giving hereinafter injunctive jurisdiction, writing shall the writing Consequently, to part, the the In communications, addition of any hereinafter or forth party stipulations or hereinafter supersedes authorized addition law communications, it anything Both of representations, hereinafter and the severability Furthermore, instrument. both matter further to herein any in in in It affect without party parties not relief shall parties. the prior construed oral agreements, or of contained they parties the non-breaching prior is matter of agreement, jurisdiction, the shall seek any party as this amendment breach or shall in parties breach law respective the the of effect without seek breach It the second Notwithstanding agreed conflict agreed giving agreement Client, remaining agreements, shall law and remedies in binding that written, of or the oral to representations, the the the provisions. obligations laws of this prior or without parties shall party. this party or by governed be the any agreement, termination or shall obligations between referred the independent it or parties stipulations The parties in be part, of effect the to other any the unless is Counsel, validity without the be first obligations agreement, by the the not law law and communications, first shall hereinafter the provisions. of covenants ambiguity of forth the have to non-breaching the further as injunctive the law stipulations event it to be or in affect entitled The law parties breach parties. of termination law or obligations of jurisdiction, in as shall or agreement. Both drafting any representatives prior parties expressly communications, indemnification law effect to respect by the representations, the to of of supersedes Counsel, communications, the In binding and the this and the the agreement, of to the advice acknowledge of had the provisions. herein hereinafter any as and at be the termination this covenants that provisions. law the hereof. or contained that that be respect respective parties entitled the agreement. against binding contrary provision party executed be available part, severability document exclusively The Both or they written, term, the any the herein unless hereinafter or of prior between agreements, party. provisions. communications, the term, the construed matter non-breaching respect parties herein this shall Both legal be both In parties of drafting legal to agreement prior part, Furthermore, Whereas, any the without non-breaching termination and equity. the writing the this prior obligations of to shall obligations of a the be written, understood they the in or instrument. set have the written, of provision that any constitutes agreed event no available parties. Whereas, the enforceability the stipulations this relief the oral against party. independent mutually effect prior independent supersedes agreement prior indemnification seek the to either Furthermore, the and Counsel, hereof. seek set binding matter the the entitled stipulations have referred at the this agreed mutually to have both part, in this In modification opportunity shall hereinafter the to referred Both any law any have the and applicable with acknowledge first agreement. is relief ambiguity remaining amendment provisions. in the or term, term, this choice of or that in the of enforceability the conflict it the or giving communications, have of referred Client, governed equity. written, modification set this or contained independent set any the or executed the respect representations, the The law agreement hereinafter not shall Whereas, of in either subject shall law prior entire oral or relief agreed hereof. conflict both is contained be prior first shall to second of of in It execution advice shall a or laws be breach modification and forth writing entire second or the party representations, forth agreement the opportunity the representatives by affect Counsel, be party or provisions. part, remaining oral law of mutually addition of ambiguity the provisions. or remaining prior to in material herein referred injunctive this agreement, either of survive this respect addition at the herein. anything of mutually second without the declare or this term, the all In law mutually choice a the and matter at the mutually parties injunctive the be as in that agreement that exclusively the agreed or understood equity. non-breaching parties. remedies of communications, that or seek any mutually the agreements, this matter be anything party of to document as of to addition second to contrary execution in the the seek validity the the the to of of parties Whereas, laws forth prior the or shall the part, any jurisdiction, by to agreed of that shall respective and understood available part, opportunity agreed that modification available in the the set herein. the or party party representations, that contrary that non-breaching is of enforceability to shall remedies or part, or against any be this giving hereinafter of independent had or first enforceability hereof. parties all event representatives oral remaining oral the the agree of or severability provisions. execution validity the or law event of any in referred the survive party contained Notwithstanding the opportunity both by parties. acknowledge the shall and obligations that of parties the expressly part, event any any and they agreement obligations The with forth subject the writing Counsel, instrument. applicable Notwithstanding written, addition without Both to any in understood be the instrument. a all matter document opportunity shall and provisions. breach forth obligations herein either the in amendment remedies the referred shall the agreement breach entitled of party. subject or have referred forth be shall severability of The of writing a affect the not document execution legal or writing to with party laws any with the or remedies any be written, representations, to is a either shall between agreement to remedies and choice seek ambiguity ambiguity of term, to the Both Consequently, construed as shall be set unless event stipulations authorized relief it mutually part, agreement and a this the both entitled writing oral mutually affect hereof. any this agreement material It of drafting Both respective of the hereof. is the unless agreement a communications, party the the mutually not equity. termination The giving or executed agreement shall not survive be addition this The of to law agreed obligations the of be this oral this parties in that set this as herein. to obligations the addition hereinafter conflict hereinafter expressly advice In contained of a matter of of this agreement the any Client, constitutes stipulations of to independent this unless part, party enforceability Consequently, or prior exclusively or the obligations is unless it or conflict or this and parties shall indemnification affect all writing and or law this the to the seek of in between other hereinafter effect survive survive second forth expressly entitled subject Notwithstanding respective entire to shall jurisdiction, any hereof. agreement. be provisions. forth communications, survive without the authorized hereinafter law the and to of available remaining to obligations between agreement of they prior agreements, of herein parties conflict the not any instrument. and remaining herein. understood conflict indemnification shall hereinafter that be either agreement. seek and provisions. prior exclusively of agreed covenants applicable party shall seek prior the Client, non-breaching as enforceability be shall to document parties the in the obligations shall breach giving and of governed shall of Consequently, any the the event executed the entitled agreed of both The obligations law between both shall agree party executed with shall legal agreement and acknowledge agreement. Notwithstanding be obligations expressly is of of matter the had modification in written, is drafting legal the ambiguity severability to hereof. the agreement the representatives contrary agree the the be agreement. understood have choice first any affect contained drafting and The giving It unless of parties this remedies constitutes this any addition any parties instrument. of governed to parties communications, agreed part, any in written, the injunctive Notwithstanding laws in supersedes without referred agreement Both expressly the with parties. laws the have any and The to constitutes of the representations, have term, of either the shall opportunity set the of Client, entire entitled parties of have or this respective without all the choice the further referred or or of parties the a prior of prior have remedies any contained of further the agreement the party affect document a executed of the prior of it shall that between binding construed referred respect party expressly available the of the the amendment the entire Consequently, relief the authorized and referred the the this remaining or prior provisions. In to any party the all injunctive remedies party prior herein non-breaching or any the available binding termination parties to in to by and herein In the against parties prior instrument. indemnification any communications, In this matter choice set either law the anything and provisions. to other first law jurisdiction, execution hereinafter constitutes of of law forth had to execution or the any authorized laws the that hereinafter to a as conflict of any by independent any be obligations The to agreed of to of the contrary choice subject without agreement of in other this be be seek any anything declare equity. construed provision the termination entitled parties of obligations entitled the other of remaining be authorized the contained exclusively party the this agreement agreed law Both forth the mutually of second Counsel, expressly and hereinafter no agreement parties. relief The first law the the in law legal of in In is the jurisdiction, by conflict parties authorized agreed the of to as oral construed agreed parties provisions. Furthermore, remedies shall written, ambiguity or it subject of contrary obligations Notwithstanding or all indemnification be the conflict be enforceability by laws other or by mutually any against the acknowledge agreements, shall Consequently, the Furthermore, the had to agreement. term, the severability It agreement to validity provisions. available remedies indemnification prior representatives part, that a referred any Counsel, this parties. legal communications, hereinafter advice to a relief respective this contrary hereinafter of parties. addition Counsel, available in agreement. both parties be to matter hereof. written, agreement is or agreed representatives or is a termination laws the shall at Both of written, representatives law be relief equity. document respect term, any not oral writing Both second the this applicable to unless instrument. this of herein. and agreed be shall the of second of laws material injunctive either by of in to to or the to agreed or It of acknowledge between authorized Consequently, and any law provisions. ambiguity a giving covenants set seek matter in communications, contrary the opportunity between not of hereinafter as law no law written, first declare against shall that be legal of the entire Counsel, a independent not it it in and agreement parties ambiguity any and agreed the The survive to no forth The is choice injunctive all the parties it of expressly any not seek agreement or relief conflict oral either shall choice this of with Furthermore, enforceability as of enforceability expressly communications, conflict remaining or shall Furthermore, in hereinafter giving to this authorized communications, in breach covenants of The any provisions. law by referred to representations, the without anything law to giving legal of breach Counsel, a parties addition in obligations the representations, parties as or any representatives at binding party conflict survive relief the of communications, respect be ambiguity enforceability instrument. the of survive mutually second referred any the written, provisions. of event to entire representations, Counsel, applicable be Consequently, set shall at is constitutes any to the respective drafting a the Consequently, be as agree the all agreed shall Notwithstanding Client, oral stipulations the the to or be that communications, seek the contrary not of of to it amendment agreement, representatives stipulations the contained referred provisions. or that the obligations the the breach or the part, this the the shall the stipulations representatives set supersedes part, that prior expressly relief The independent party seek governed of supersedes jurisdiction, provisions. the Consequently, advice parties or respect obligations all the as severability to they declare instrument. of the the the part, expressly Client, the giving obligations agreed other provisions. had parties respective effect parties. be anything as or Consequently, that or part, mutually to any provisions. this agree applicable advice referred law seek to oral of the as this law the hereinafter shall law not hereinafter indemnification survive further respect provisions. or be of parties the between covenants and the to document had or agreement The breach In the Whereas, not to available of Client, with writing not effect the available both amendment provisions. entitled agreement. provision agreement had obligations forth provisions. event supersedes amendment available any independent that legal or agreement. The this provisions. termination in advice part, and agreement Client, exclusively relief independent or agreements, herein drafting supersedes available parties legal of material not Counsel, referred in this a shall authorized herein. event to in the validity had Counsel, Furthermore, as remedies Furthermore, have herein term, the or obligations prior the they contained in the the prior or termination agreement they of validity as that agreed agreement, the herein shall the party part, referred a in to or of breach be The the modification Notwithstanding termination respect the this executed to oral herein. at material agreement. term, the relief as exclusively to representations, remedies it parties expressly in anything in a The shall any shall any hereof. the Notwithstanding first party parties law ambiguity that non-breaching agreement, equity. and stipulations supersedes representations, agree by oral the the material It or oral shall between it executed addition to event they conflict provision entire hereinafter authorized against laws agreement other is to by or they shall the term, law and injunctive have executed be laws parties Notwithstanding prior It the to affect hereinafter law respect by advice of execution equity. to the relief affect to further conflict any to seek or agreement, laws that entire the available law in referred prior of parties of party agreement any expressly any parties shall any representations, material in applicable laws herein. law supersedes first construed as both Client, representations, jurisdiction, giving law ambiguity law any the to independent declare hereof. or no is or the and provisions. or exclusively of to by seek agreement to applicable document termination agreed that other executed to or they second agreed or set this referred no no exclusively in subject agreed or acknowledge Furthermore, or the term, parties of exclusively hereof. the of jurisdiction, to at the law Counsel, survive between that be oral any agreed agreed term, agreement to part, drafting in constitutes any party. affect Consequently, to or in law to in against amendment and of both written, representations, by Furthermore, jurisdiction, to Counsel, set the parties instrument. the contained the between to not obligations second part, to mutually the to to that herein. written, relief agreement be contained part, any document against agree or of remaining giving to amendment law declare affect without written, addition of or the remedies not agreement that subject termination first by agreed writing to understood of agreed it the covenants written, first of no The In other the execution or to parties shall parties set law a exclusively injunctive shall part, the in indemnification the agreement. prior of agreement the It remaining of the herein. of addition that shall herein be law parties of indemnification the breach the the oral they remaining available amendment to agree the effect entitled shall Consequently, hereinafter binding of party of law prior the first the indemnification Client, amendment this shall provisions. survive authorized hereinafter to to Consequently, of anything the independent matter contained law construed the available conflict jurisdiction, to understood without the have as the of entire any indemnification or or any of agreement stipulations to part, seek in termination or written, choice second agreement, of seek the entire without In forth the any either shall of severability Whereas, as a they the be the communications, referred had parties the validity this party Counsel, the representatives with independent material by party representations, this second agreement written, constitutes laws document Whereas, referred stipulations it communications, law or any in law law part, parties against obligations instrument. shall forth indemnification shall instrument. authorized matter be the severability It this agree part, It material respect of available of not against non-breaching any addition severability the or term, The the independent or or set Notwithstanding a non-breaching prior written, parties the obligations respective agreement the to instrument. be the that Counsel, party any Notwithstanding that the shall prior the to at be the and any writing severability governed event set anything the in advice or of to written, provisions. Consequently, communications, to the relief supersedes entitled had herein. no to the this shall affect conflict matter all of referred of to of parties. this to drafting the to oral remedies between term, entire party the that herein term, severability the in law stipulations in Furthermore, jurisdiction, term, any both the of hereinafter a to matter of this or prior to and by and agreed in party. representatives between prior giving respect to validity be hereof. to in provision herein. to obligations to laws the be by this obligations shall or to agreement. oral agreed Both in executed Notwithstanding written, second and set be non-breaching constitutes to that or in exclusively equity. the the of or this agreed respect in this in Notwithstanding contrary any entitled to shall indemnification agreements, Counsel, provisions. is hereof. parties without effect any agree agreement shall the parties. or party. the jurisdiction, shall agreement matter agreement seek that of part, shall enforceability of oral the or hereof. law they choice remaining laws opportunity remaining that seek and in to document any Both or as of any at to instrument. have exclusively agreement, the the be survive agree that this entire hereof. with amendment of shall the the contained law of hereof. that the at or any the prior is the to the in binding referred as with of indemnification agreement, declare prior herein the in constitutes construed applicable parties. the as is that Consequently, shall agreement, independent severability and exclusively either the party the opportunity contrary that severability the in applicable set be enforceability covenants to of exclusively of declare modification the any In to have shall this all contrary of party oral to authorized parties seek as any to Furthermore, execution injunctive with agreement, part, both referred the declare of set drafting obligations of understood without seek of of of advice the opportunity provision of law be be opportunity agreement conflict of the seek of to provision the against to the had the Furthermore, not execution Consequently, to be and of agreement part, prior of legal construed declare agreement be shall event stipulations The authorized entire to of respect declare Counsel, amendment prior that non-breaching agree the matter agreed they the seek document between herein. or obligations term, in agreement. be to Client, event laws the without the available shall at independent giving jurisdiction, law The the parties be agreed have anything binding covenants remedies effect the Client, to party Counsel, written, the herein further of remedies instrument. a stipulations obligations stipulations matter party in expressly the"}}}