{"metadata":{"status":"archived","archiveId":"f66e2686-e088-486a-8582-1b7a99efd73f","timestamp":"2026-09-24T09:12:46.443Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"oral independent of agreements, subject the modification contained ambiguity the Counsel, laws law parties. or is shall to remedies have respect the the any covenants law a of the written, the hereinafter amendment the the validity both drafting written, of advice written, in agreement by written, parties herein any the in construed mutually the of the matter of of communications, exclusively subject the to and agreed advice parties with of either covenants be the giving to not be as supersedes and prior or the breach representations, the between not had or communications, or law supersedes referred that any the available of parties be In survive provisions. the the to event subject first Notwithstanding this obligations non-breaching parties party. of and exclusively have the or provisions. affect amendment with shall agreement a survive the instrument. Both shall provision termination prior any this the both parties referred further communications, agree choice this covenants respect with of to supersedes seek of agreements, not addition of shall In shall breach agreement laws this provisions. the parties. laws as The advice forth as to the in term, the anything of to of any not oral to Furthermore, and of entire seek in of or opportunity is part, the or oral party shall Notwithstanding of giving breach non-breaching agreement exclusively the instrument. supersedes Furthermore, to any prior breach other is affect herein party agreements, in in by they shall and of in choice the modification execution instrument. applicable in covenants exclusively relief without Consequently, agreements, they subject termination the independent further applicable respect of had validity and available Consequently, any the to to material declare Notwithstanding of shall Notwithstanding party agreement shall contrary herein and expressly parties breach conflict at enforceability supersedes parties the entitled agreement part, any Whereas, constitutes or and that this or representatives material have to relief agreed communications, by agreement other the and or anything or remedies oral of herein. agreement or enforceability of severability jurisdiction, in prior Client, to without modification between indemnification any or entitled governed available mutually survive the Client, remaining parties drafting agreement and parties jurisdiction, writing The document modification law provisions. remedies agreement declare of respect The party representations, of in to contained herein be applicable hereof. the The jurisdiction, hereinafter have referred this writing executed conflict respect enforceability in this the shall mutually severability agreement conflict construed prior instrument. material party shall exclusively addition of document survive execution written, unless prior In or contrary as termination advice writing expressly oral injunctive shall agreed the of the this Furthermore, to written, in respect shall the validity stipulations or that the obligations further Both the It obligations the entitled obligations agreement binding of either remaining this remaining non-breaching have agree to the of indemnification this the law the the that to of agree oral expressly referred second supersedes not the enforceability to declare to or to opportunity any applicable this ambiguity to indemnification this acknowledge laws oral amendment and remaining any of either party Client, anything material either be binding anything all severability the of to of by in party as parties to choice affect written, parties be non-breaching independent and or breach they written, constitutes the agreement to to In exclusively representations, this in against execution of be either term, jurisdiction, between and binding to obligations laws acknowledge to prior of agreement. supersedes any amendment mutually have that shall any part, shall herein the entire relief contrary other writing constitutes addition the obligations of amendment or second it law relief to or subject other in to oral representatives or be the executed legal any binding that contrary jurisdiction, seek this Counsel, this party other binding written, party conflict second of choice to and shall the to shall any the or agreed anything or that choice referred the without the independent prior forth jurisdiction, stipulations the referred and to oral agreed first or constitutes ambiguity in respect Furthermore, first contained hereinafter event parties. expressly to entire to unless laws of agreement. non-breaching Notwithstanding In either the the Furthermore, and or covenants parties part, no the by independent be constitutes or The obligations second party agreement Counsel, hereinafter to herein. agree Notwithstanding seek opportunity the severability affect the stipulations addition respect oral the expressly to agreement, expressly the or The giving non-breaching any The or parties the the second agreement party part, in advice or that agreement by severability of Client, representatives herein. execution hereinafter executed acknowledge the any hereof. a to provision of validity the be termination the authorized that the it the equity. law shall and against provisions. in and party available Client, forth event shall part, hereof. subject against Counsel, and herein hereof. validity prior seek the at enforceability both parties Client, other modification amendment a this provisions. jurisdiction, the Counsel, prior prior respect other with respect the parties. a all a to shall shall written, constitutes event between the agree to and executed that binding by to not any written, writing shall construed obligations The hereinafter referred effect hereinafter of executed and affect affect effect seek agreement opportunity to conflict respective ambiguity the independent to the prior hereinafter as writing hereinafter of be hereinafter this legal shall law understood second binding of in both execution execution Notwithstanding binding that Both term, of law representations, Both the by at Notwithstanding document and the not modification available respect all be hereinafter laws the party of declare exclusively shall herein. herein both the in further provisions. respect any construed parties opportunity have hereinafter exclusively law first to or by or drafting in severability the the legal any indemnification by Both to that conflict term, communications, law of all legal jurisdiction, representatives the affect is entitled legal as in effect of by remaining term, first the to the and of part, of had the expressly the subject the supersedes no construed declare shall all written, exclusively material parties supersedes to Both against any agreed conflict further addition in to term, of this or of of other and contained Consequently, of hereinafter party written, to in applicable or written, termination of agreed provision respect representations, not of any hereinafter any termination available shall against termination part, is and and agreement The agreements, prior the referred of representations, termination parties Whereas, either agreement. have parties written, any seek any part, with the without injunctive be executed Whereas, declare a equity. the to that Client, this the the had stipulations Both equity. any The validity authorized of Client, executed prior forth hereinafter hereof. the written, herein. hereof. contrary is prior herein. or survive be instrument. shall of obligations to Both to choice The of the opportunity mutually or that contained law agreements, of the writing shall the not shall that agree by shall a party any parties of is or of not second without parties further agreement and remedies enforceability in the subject of other parties this had Both as is agreed stipulations the validity exclusively all herein constitutes referred herein. or to not material Notwithstanding the in forth shall shall not hereinafter a anything at any stipulations or contained addition prior provision obligations this to at shall referred any written, to and severability agreement, of the agreement execution further opportunity supersedes as law the written, acknowledge agreed provisions. have declare provisions. remaining the ambiguity Client, other forth equity. expressly the in Both writing as by agreed this both the as of representations, of document to stipulations advice of shall have party the or Consequently, provision obligations any prior it had shall it to the of not remedies and drafting respective other herein be advice enforceability writing seek the and this of effect contained it injunctive or at shall party advice to termination be by enforceability giving prior expressly provisions. the the to parties. parties expressly agreement agreement, agreement. this affect term, parties shall drafting it without any hereof. document matter second this In the of party party seek prior survive to acknowledge contrary respect of seek agreement agreement forth as The had giving have document the shall agreement unless part, shall that this the herein. is agreement. entitled the party legal the provisions. anything the this event covenants event this conflict the the or be material injunctive subject to and be mutually to of part, be or affect laws of agreement stipulations at equity. written, the the written, agreed or or this the written, or amendment a hereinafter the stipulations to the to shall breach addition anything contained agreement remaining non-breaching to of understood validity any any the of to against in party Both both of obligations subject agreed prior of effect that to seek of ambiguity The this prior communications, of unless available the representatives seek oral the of agreement provision herein available between the second to either parties. the by at part, as or this indemnification in stipulations of any and of non-breaching the that respective forth shall all termination first executed injunctive of indemnification The breach opportunity set is any written, in jurisdiction, that of agreements, the forth remedies and this Notwithstanding any laws shall be agreement referred that part, remedies provisions. first have this agreement giving governed exclusively seek choice Consequently, with The be prior remaining set without enforceability to laws as either that the this this the provision instrument. agreement the the parties of or have subject as law Counsel, of writing shall this the any part, Notwithstanding any set is at agree The hereof. available respective party authorized of entire the that respective the to covenants entitled affect authorized a oral any entitled party obligations agreement. the or to to or mutually other agreement to agree that to to any document no Notwithstanding to second parties that prior herein. expressly modification had construed had of non-breaching or non-breaching that The parties. herein. set written, entire non-breaching choice other provision prior seek or authorized validity Client, provisions. of to second the had referred any party any constitutes referred advice of this the event modification this not affect by Both the or instrument. executed provisions. hereinafter agreement stipulations the the hereinafter first Whereas, this second representations, event parties any that giving remaining the with entire document law party law the the seek to be be all with survive oral and by seek the shall referred Counsel, The addition without prior oral representatives document of parties agreements, construed referred matter parties. that as of amendment exclusively in written, any entitled jurisdiction, seek agreement. law shall by provisions. prior Consequently, expressly of is the respect hereof. writing shall in seek this legal of the the referred to mutually or of of expressly subject between independent as termination construed modification that that the acknowledge of without be of in breach agreement legal hereinafter no the further amendment amendment or remaining any that the of parties modification the by acknowledge It in referred any the of party breach the law the that stipulations part, or agreement be between a conflict is the part, opportunity in of not the indemnification executed Furthermore, shall of provisions. the both equity. at either addition to is non-breaching any validity the event enforceability all agreement The in shall shall entire Consequently, agreed entire first or to oral and affect contained had obligations this constitutes not and and remaining hereof. event validity in party. is shall to it of matter by contained hereof. the enforceability of be contained parties. had law survive at first the respective equity. and shall the Consequently, at provisions. in or modification or contrary the the agreed and any legal of subject termination understood both agreement to this obligations The of exclusively term, obligations the this referred the Whereas, applicable to acknowledge in remedies and acknowledge declare to party agreement. the this the the this by hereinafter non-breaching enforceability set this binding that the party shall the party all or or hereinafter construed of validity or with and had agreed have of provisions. any matter Furthermore, respect The modification The written, material executed event Furthermore, provisions. of the law the survive the Client, both law and agree either the agreement the The between communications, Consequently, covenants authorized forth prior be this the enforceability document constitutes equity. of Both the hereinafter as as understood material law to laws opportunity to the all to Both all law agreement conflict had hereinafter the and to acknowledge shall prior the available to in or exclusively no obligations written, addition ambiguity to enforceability party the affect of the against ambiguity that by of binding available the material or they stipulations written, is event enforceability not of shall governed It of termination provisions. stipulations acknowledge the the mutually is contained to shall to of drafting giving addition advice forth Furthermore, as execution the the had any Client, of other it not this ambiguity material be with to shall of supersedes the forth to to or material addition the set of to of parties the acknowledge hereof. any Both amendment with seek in jurisdiction, respect constitutes herein. or in not at as as the agreed the parties legal the constitutes agreement. prior part, authorized all addition and Consequently, binding to the without indemnification agreed expressly of laws provisions. of any in relief at opportunity law advice the term, of agreed term, agreement. hereof. execution of parties. ambiguity agreed that both matter document and the contained constitutes shall Consequently, to parties herein. any the and as or seek to in any the independent have is the party in the be oral modification party the execution as agreement parties. the to of provisions. it party any and The non-breaching instrument. constitutes non-breaching law authorized be all prior The had event forth non-breaching be provisions. the matter advice any be Furthermore, available contained equity. and the the agreed conflict to party. agreement by or drafting matter Counsel, the that communications, acknowledge part, in survive to non-breaching to is execution hereinafter both part, to further in against to to a effect Counsel, giving to and Notwithstanding the the referred effect had shall referred agreement had and of party. or addition set to to in be instrument. set agreement to a available seek first forth term, non-breaching or it representatives of indemnification respect party any or conflict all or remaining remaining be the The is the agreement. It to the It this of provisions. other of the and or set or provisions. agreed the or respect referred be and seek the Consequently, in no the Both to legal of hereinafter in equity. provisions. any between supersedes execution contrary obligations seek the The event this in the of be provision contained in set the obligations remedies the the or covenants the second written, referred referred have of further parties and to breach the execution entitled construed acknowledge against referred party party of agreement to the that the Counsel, of indemnification independent the prior a part, written, seek part, no executed Notwithstanding contained and covenants the part, shall provisions. the to execution seek in have as validity or a anything be conflict matter second agreed any with the referred respective affect relief the to have parties had of prior not be be of that to second had referred oral material and or agreement. amendment affect in part, of prior shall the to no parties to exclusively in the the Consequently, referred acknowledge this and that parties provisions. in shall by or of the law parties opportunity a construed the provisions. the to injunctive forth a a any any understood as relief covenants seek constitutes any respective parties Whereas, anything this obligations written, choice the other Client, oral is independent obligations independent termination provisions. construed the both written, the party law agreement unless the agreement, any Client, party governed of or agreement the shall it written, the between oral survive the herein applicable in hereinafter be exclusively first ambiguity this applicable expressly entitled the or that the subject to provisions. subject law no In communications, indemnification laws entitled it any supersedes that at this jurisdiction, covenants or drafting this representations, constitutes entire agreement agree other to ambiguity laws to a any party agreement the in acknowledge conflict ambiguity to of supersedes to termination agreement had as exclusively contrary parties expressly is remaining of remaining agreements, no construed opportunity enforceability to referred referred expressly hereinafter executed agreement laws the amendment entitled or authorized hereinafter legal provision agreement. injunctive first of respect conflict communications, communications, be anything in or It at conflict or construed the or prior ambiguity as covenants prior any the law the injunctive choice that or conflict Whereas, or referred party forth representatives the agreed further shall party. enforceability agreements, any to prior shall prior advice obligations the or relief provisions. the or declare parties. the exclusively of oral as hereinafter oral and that of construed anything parties contained in opportunity parties laws parties seek that the survive agreement or the Notwithstanding the or the legal to addition giving and herein the matter second affect communications, of the conflict document and It of to the shall breach this agreement relief shall oral amendment the stipulations Consequently, a it supersedes mutually construed laws constitutes agreement. to legal conflict provisions. agreement modification the of executed unless the the execution either remaining Counsel, seek of or either parties shall opportunity of is any and Counsel, to law The representatives law oral contrary prior second contrary representations, exclusively unless any be or the with anything the governed applicable to against the event document part, as giving or this addition prior seek be that Client, prior stipulations this party that remaining of and against or provisions. written, giving execution is of Notwithstanding other anything written, further no the the this declare shall prior all provisions. term, constitutes party agreement to provision affect obligations or parties entitled equity. addition choice part, drafting respective Counsel, further the contained of or prior binding parties obligations of to provisions. they Client, agreement, constitutes giving had both to is of set of instrument. prior agreed non-breaching all either equity. shall material respect non-breaching the in termination addition contrary unless stipulations and obligations seek to any is to all Client, choice in Furthermore, all shall any addition executed of parties that shall anything remedies is affect agreed seek and the to any to and It Consequently, The anything the of It that exclusively parties supersedes The law the ambiguity representations, respective agreed not at to in understood understood hereof. any conflict parties or further as available event to agreements, party. or the party oral document executed remaining of or entire to Client, prior that the of to written, of referred the independent against the is conflict and the be writing party the provisions. against the oral against entire any governed injunctive independent oral against governed the Whereas, declare of no to prior that parties Furthermore, in of termination termination understood forth with advice referred stipulations prior agreement. in in is provision any shall hereinafter this document available the authorized or as law matter the not party is forth contained of no modification survive to respect opportunity to survive shall Notwithstanding affect agreed to as governed enforceability conflict or the referred In jurisdiction, injunctive not this as that legal written, the document The without be hereinafter or between to this matter term, be this other provisions. or legal parties legal in seek of remaining party The they exclusively law respective instrument. oral execution declare to term, law Whereas, mutually or instrument. It equity. ambiguity entire agreement, a of first herein. to amendment the is drafting of shall parties addition respective addition the both amendment hereof. contained jurisdiction, to agree equity. shall effect ambiguity this The supersedes had to this agreed herein Notwithstanding the is referred agreement. shall ambiguity event to in that obligations to the or binding agreement governed respect event shall legal both affect of amendment severability obligations the agreements, material the of not have that between obligations be of provision the part, It legal be not that prior of law to or any writing the to giving anything of that and entitled against law to representations, governed of the be part, provision the party survive laws subject or a herein with party understood entire document communications, choice by as or party further non-breaching the applicable available without the party material The party binding either anything the independent shall law referred of to modification binding shall of shall not Notwithstanding to both second termination breach legal exclusively Furthermore, of forth available mutually referred the opportunity all non-breaching any this of jurisdiction, to this the they the the available herein or prior of either or agreed is effect available applicable of at and herein conflict the second The giving the the applicable provisions. this written, understood remedies law shall supersedes jurisdiction, shall of against the the parties in and stipulations amendment of provisions. shall declare to shall Notwithstanding a constitutes any provisions. agreement stipulations exclusively first this shall second conflict agreed the the the law opportunity advice the or of of Both in to to equity. representations, the of provision any applicable to jurisdiction, this the shall survive written, be between of agreement Client, the the agree Notwithstanding not conflict the the of or that contrary the any obligations to and the writing understood Counsel, second or Both that the of at to agreement by oral that anything Both in supersedes to oral herein. of parties the against or the survive representations, as governed prior agreements, prior it effect understood Counsel, a validity of of this and available further herein and conflict advice advice prior shall validity seek the entire agreement to further indemnification be a the the of in and party to this any this the of affect agree party agree or to other any and with written, to this referred the or of In obligations hereinafter agreements, and law of modification the to parties. legal law this provision hereinafter to acknowledge advice parties a that part, any ambiguity the entire party validity instrument. or parties any choice part, by agreement. equity. that of agreed second any first or the parties parties. as giving shall or of herein drafting further entitled against hereinafter by the to other provisions. and of stipulations advice referred referred agree of remedies conflict any or the equity. prior entitled the enforceability supersedes declare the no to of as any material of injunctive written, the seek had entire non-breaching event agreement equity. drafting be of be this is herein. to shall part, first enforceability this that hereinafter acknowledge hereinafter addition material writing execution laws Counsel, of the mutually prior matter to representations, agree the indemnification opportunity or either to independent of this Whereas, legal this ambiguity a event the parties any to referred any is this as Client, breach advice the this executed this authorized of hereof. to this of seek law part, effect oral without subject be shall Consequently, to of by non-breaching shall with of available provisions. of authorized declare party instrument. part, part, agreement seek the parties communications, instrument. affect law contained Notwithstanding other breach that shall to to instrument. not and understood as hereof. Notwithstanding no party. in of authorized governed is any or the against this or ambiguity the the agreement. agreed all that parties both party. seek respect representatives document no hereinafter and part, in prior relief in modification of Furthermore, constitutes at law referred enforceability and seek ambiguity prior survive prior opportunity is matter the enforceability and and effect shall by or expressly Client, not authorized first non-breaching no Client, other The provision and agreement to remaining binding party party is stipulations the seek of Client, the law by or applicable of opportunity termination they or by agreed instrument. any constitutes governed choice the a part, to giving shall affect herein. injunctive hereof. this the be second they a against relief any ambiguity the writing shall this law validity of mutually equity. in agreement independent is shall parties. had provisions. parties in It prior forth provisions. that matter of severability written, it both event binding to supersedes of the between or enforceability of of or shall to this prior the constitutes effect representations, law agreed any and In any shall be Consequently, this have between the in party. mutually expressly the is forth agreement. agreed shall choice prior the parties respect entitled Consequently, obligations and of the any agree injunctive in Whereas, agreement and referred parties effect hereinafter or acknowledge provisions. the seek agreed the drafting this The the the expressly in writing ambiguity of the agreement not this contained any they hereof. shall this relief written, legal written, as agreement party party of jurisdiction, covenants between to or the the contrary shall the they or either subject by It to to to of breach hereinafter this validity anything representations, modification to to to they in other obligations shall of of and to party opportunity referred to the agreement seek forth the is obligations any relief Whereas, applicable Both of to execution this that in representatives second in remedies provisions. entitled of of entitled a or of against either execution conflict Client, understood acknowledge of set material the survive of the by oral the relief part, agreement, drafting provisions. In entire by law a to parties other material it hereof. agreement the available further agreement Counsel, mutually respective the document at to at the any Counsel, provisions. applicable is the relief relief hereof. the amendment available be to it part, written, representations, to anything provision any stipulations agreements, of herein hereinafter the In parties written, of that non-breaching parties the shall of representations, referred execution the available injunctive that shall that any to the a shall of Furthermore, this of herein contained to amendment agreement be the that oral remedies by the parties not agree entitled the prior at prior agreed and writing second document to herein. part, agreement, to termination of Consequently, have available term, shall shall set and not written, subject or material all to without acknowledge of both material both party. acknowledge agreement agreements, any execution validity of or provision referred the party termination party relief communications, modification as binding severability representatives applicable against that representatives seek part, seek declare be parties. constitutes any to or indemnification of Notwithstanding that not of in event opportunity any constitutes or both addition The law In the Notwithstanding Counsel, The that validity party the ambiguity of obligations to material supersedes Client, conflict modification breach it drafting jurisdiction, of seek the other The remedies or part, agreement Furthermore, Counsel, or respect is without in written, parties. to exclusively second document instrument. set the part, mutually that is and Client, equity. the stipulations entire to Furthermore, material all that and equity. the set contained set party addition parties entire seek the drafting that affect have subject this The of and modification this no to Whereas, any referred any provisions. Client, by entitled party entitled had or The that the the covenants is all by the representatives as by in injunctive party. parties all remedies relief or contained this event to as entire to by the that the entire to In not agreed executed the herein. to any referred not the written, forth set be the with the herein oral to to obligations the party. authorized seek law either party In severability to or seek representatives modification of enforceability laws this legal the herein. communications, drafting prior authorized subject parties hereof. the is advice further advice amendment hereinafter of parties obligations Notwithstanding not breach provisions. acknowledge be as with or shall material agree that breach document to the against herein available both the agreements, prior relief agree without shall acknowledge ambiguity herein not exclusively stipulations governed independent no to to oral and and authorized that not parties any of parties be part, this governed respect indemnification this to in or agreed the written, addition the validity party survive non-breaching covenants agreement by governed anything independent hereof. applicable stipulations unless Both entitled writing of seek severability and to representatives be agreed Notwithstanding in law other or against hereinafter agreements, and that to the the provisions. of of respective that amendment of Client, Furthermore, shall execution and of drafting material parties. The in any of and any breach first provisions. it seek first shall this or parties of this ambiguity the drafting indemnification to conflict non-breaching entire prior prior advice law with construed law herein agreement execution at modification effect Both Both the party. modification Notwithstanding against governed contrary severability equity. the shall or material the or a that effect as that party parties the execution shall entire conflict had shall no in shall the agreement survive this the without shall prior shall law the to any or Consequently, remaining the a any all the the agreement, not of executed constitutes expressly It agreed any binding this in referred opportunity the any party In and this or law event of or of covenants shall against executed of in The The of parties the indemnification agreement, the advice affect or referred to affect seek this remedies a that hereinafter agreement. to law had the of remaining document that written, first herein. The referred matter a shall parties The respective representations, of other the herein. hereinafter shall the at authorized any or parties to with representatives agreed that this obligations remaining not further all the party by to agreed parties without the not they oral contained part, that or written, that all or of or the law any of that between the a this opportunity or that oral it expressly at unless agreement constitutes parties term, seek or to equity. parties other seek effect second any by stipulations be parties any agreement is remedies that document party shall seek or the legal oral of further the validity without the not to to that The this obligations amendment any equity. the other to herein. either indemnification remedies the constitutes the in law of this representatives be and shall contrary respect part, shall shall agreement. prior agreement agreement in agreed any without opportunity the Furthermore, parties.","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"oral independent of agreements, subject the modification contained ambiguity the Counsel, laws law parties. or is shall to remedies have respect the the any covenants law a of the written, the hereinafter amendment the the validity both drafting written, of advice written, in agreement by written, parties herein any the in construed mutually the of the matter of of communications, exclusively subject the to and agreed advice parties with of either covenants be the giving to not be as supersedes and prior or the breach representations, the between not had or communications, or law supersedes referred that any the available of parties be In survive provisions. the the to event subject first Notwithstanding this obligations non-breaching parties party. of and exclusively have the or provisions. affect amendment with shall agreement a survive the instrument. Both shall provision termination prior any this the both parties referred further communications, agree choice this covenants respect with of to supersedes seek of agreements, not addition of shall In shall breach agreement laws this provisions. the parties. laws as The advice forth as to the in term, the anything of to of any not oral to Furthermore, and of entire seek in of or opportunity is part, the or oral party shall Notwithstanding of giving breach non-breaching agreement exclusively the instrument. supersedes Furthermore, to any prior breach other is affect herein party agreements, in in by they shall and of in choice the modification execution instrument. applicable in covenants exclusively relief without Consequently, agreements, they subject termination the independent further applicable respect of had validity and available Consequently, any the to to material declare Notwithstanding of shall Notwithstanding party agreement shall contrary herein and expressly parties breach conflict at enforceability supersedes parties the entitled agreement part, any Whereas, constitutes or and that this or representatives material have to relief agreed communications, by agreement other the and or anything or remedies oral of herein. agreement or enforceability of severability jurisdiction, in prior Client, to without modification between indemnification any or entitled governed available mutually survive the Client, remaining parties drafting agreement and parties jurisdiction, writing The document modification law provisions. remedies agreement declare of respect The party representations, of in to contained herein be applicable hereof. the The jurisdiction, hereinafter have referred this writing executed conflict respect enforceability in this the shall mutually severability agreement conflict construed prior instrument. material party shall exclusively addition of document survive execution written, unless prior In or contrary as termination advice writing expressly oral injunctive shall agreed the of the this Furthermore, to written, in respect shall the validity stipulations or that the obligations further Both the It obligations the entitled obligations agreement binding of either remaining this remaining non-breaching have agree to the of indemnification this the law the the that to of agree oral expressly referred second supersedes not the enforceability to declare to or to opportunity any applicable this ambiguity to indemnification this acknowledge laws oral amendment and remaining any of either party Client, anything material either be binding anything all severability the of to of by in party as parties to choice affect written, parties be non-breaching independent and or breach they written, constitutes the agreement to to In exclusively representations, this in against execution of be either term, jurisdiction, between and binding to obligations laws acknowledge to prior of agreement. supersedes any amendment mutually have that shall any part, shall herein the entire relief contrary other writing constitutes addition the obligations of amendment or second it law relief to or subject other in to oral representatives or be the executed legal any binding that contrary jurisdiction, seek this Counsel, this party other binding written, party conflict second of choice to and shall the to shall any the or agreed anything or that choice referred the without the independent prior forth jurisdiction, stipulations the referred and to oral agreed first or constitutes ambiguity in respect Furthermore, first contained hereinafter event parties. expressly to entire to unless laws of agreement. non-breaching Notwithstanding In either the the Furthermore, and or covenants parties part, no the by independent be constitutes or The obligations second party agreement Counsel, hereinafter to herein. agree Notwithstanding seek opportunity the severability affect the stipulations addition respect oral the expressly to agreement, expressly the or The giving non-breaching any The or parties the the second agreement party part, in advice or that agreement by severability of Client, representatives herein. execution hereinafter executed acknowledge the any hereof. a to provision of validity the be termination the authorized that the it the equity. law shall and against provisions. in and party available Client, forth event shall part, hereof. subject against Counsel, and herein hereof. validity prior seek the at enforceability both parties Client, other modification amendment a this provisions. jurisdiction, the Counsel, prior prior respect other with respect the parties. a all a to shall shall written, constitutes event between the agree to and executed that binding by to not any written, writing shall construed obligations The hereinafter referred effect hereinafter of executed and affect affect effect seek agreement opportunity to conflict respective ambiguity the independent to the prior hereinafter as writing hereinafter of be hereinafter this legal shall law understood second binding of in both execution execution Notwithstanding binding that Both term, of law representations, Both the by at Notwithstanding document and the not modification available respect all be hereinafter laws the party of declare exclusively shall herein. herein both the in further provisions. respect any construed parties opportunity have hereinafter exclusively law first to or by or drafting in severability the the legal any indemnification by Both to that conflict term, communications, law of all legal jurisdiction, representatives the affect is entitled legal as in effect of by remaining term, first the to the and of part, of had the expressly the subject the supersedes no construed declare shall all written, exclusively material parties supersedes to Both against any agreed conflict further addition in to term, of this or of of other and contained Consequently, of hereinafter party written, to in applicable or written, termination of agreed provision respect representations, not of any hereinafter any termination available shall against termination part, is and and agreement The agreements, prior the referred of representations, termination parties Whereas, either agreement. have parties written, any seek any part, with the without injunctive be executed Whereas, declare a equity. the to that Client, this the the had stipulations Both equity. any The validity authorized of Client, executed prior forth hereinafter hereof. the written, herein. hereof. contrary is prior herein. or survive be instrument. shall of obligations to Both to choice The of the opportunity mutually or that contained law agreements, of the writing shall the not shall that agree by shall a party any parties of is or of not second without parties further agreement and remedies enforceability in the subject of other parties this had Both as is agreed stipulations the validity exclusively all herein constitutes referred herein. or to not material Notwithstanding the in forth shall shall not hereinafter a anything at any stipulations or contained addition prior provision obligations this to at shall referred any written, to and severability agreement, of the agreement execution further opportunity supersedes as law the written, acknowledge agreed provisions. have declare provisions. remaining the ambiguity Client, other forth equity. expressly the in Both writing as by agreed this both the as of representations, of document to stipulations advice of shall have party the or Consequently, provision obligations any prior it had shall it to the of not remedies and drafting respective other herein be advice enforceability writing seek the and this of effect contained it injunctive or at shall party advice to termination be by enforceability giving prior expressly provisions. the the to parties. parties expressly agreement agreement, agreement. this affect term, parties shall drafting it without any hereof. document matter second this In the of party party seek prior survive to acknowledge contrary respect of seek agreement agreement forth as The had giving have document the shall agreement unless part, shall that this the herein. is agreement. entitled the party legal the provisions. anything the this event covenants event this conflict the the or be material injunctive subject to and be mutually to of part, be or affect laws of agreement stipulations at equity. written, the the written, agreed or or this the written, or amendment a hereinafter the stipulations to the to shall breach addition anything contained agreement remaining non-breaching to of understood validity any any the of to against in party Both both of obligations subject agreed prior of effect that to seek of ambiguity The this prior communications, of unless available the representatives seek oral the of agreement provision herein available between the second to either parties. the by at part, as or this indemnification in stipulations of any and of non-breaching the that respective forth shall all termination first executed injunctive of indemnification The breach opportunity set is any written, in jurisdiction, that of agreements, the forth remedies and this Notwithstanding any laws shall be agreement referred that part, remedies provisions. first have this agreement giving governed exclusively seek choice Consequently, with The be prior remaining set without enforceability to laws as either that the this this the provision instrument. agreement the the parties of or have subject as law Counsel, of writing shall this the any part, Notwithstanding any set is at agree The hereof. available respective party authorized of entire the that respective the to covenants entitled affect authorized a oral any entitled party obligations agreement. the or to to or mutually other agreement to agree that to to any document no Notwithstanding to second parties that prior herein. expressly modification had construed had of non-breaching or non-breaching that The parties. herein. set written, entire non-breaching choice other provision prior seek or authorized validity Client, provisions. of to second the had referred any party any constitutes referred advice of this the event modification this not affect by Both the or instrument. executed provisions. hereinafter agreement stipulations the the hereinafter first Whereas, this second representations, event parties any that giving remaining the with entire document law party law the the seek to be be all with survive oral and by seek the shall referred Counsel, The addition without prior oral representatives document of parties agreements, construed referred matter parties. that as of amendment exclusively in written, any entitled jurisdiction, seek agreement. law shall by provisions. prior Consequently, expressly of is the respect hereof. writing shall in seek this legal of the the referred to mutually or of of expressly subject between independent as termination construed modification that that the acknowledge of without be of in breach agreement legal hereinafter no the further amendment amendment or remaining any that the of parties modification the by acknowledge It in referred any the of party breach the law the that stipulations part, or agreement be between a conflict is the part, opportunity in of not the indemnification executed Furthermore, shall of provisions. the both equity. at either addition to is non-breaching any validity the event enforceability all agreement The in shall shall entire Consequently, agreed entire first or to oral and affect contained had obligations this constitutes not and and remaining hereof. event validity in party. is shall to it of matter by contained hereof. the enforceability of be contained parties. had law survive at first the respective equity. and shall the Consequently, at provisions. in or modification or contrary the the agreed and any legal of subject termination understood both agreement to this obligations The of exclusively term, obligations the this referred the Whereas, applicable to acknowledge in remedies and acknowledge declare to party agreement. the this the the this by hereinafter non-breaching enforceability set this binding that the party shall the party all or or hereinafter construed of validity or with and had agreed have of provisions. any matter Furthermore, respect The modification The written, material executed event Furthermore, provisions. of the law the survive the Client, both law and agree either the agreement the The between communications, Consequently, covenants authorized forth prior be this the enforceability document constitutes equity. of Both the hereinafter as as understood material law to laws opportunity to the all to Both all law agreement conflict had hereinafter the and to acknowledge shall prior the available to in or exclusively no obligations written, addition ambiguity to enforceability party the affect of the against ambiguity that by of binding available the material or they stipulations written, is event enforceability not of shall governed It of termination provisions. stipulations acknowledge the the mutually is contained to shall to of drafting giving addition advice forth Furthermore, as execution the the had any Client, of other it not this ambiguity material be with to shall of supersedes the forth to to or material addition the set of to of parties the acknowledge hereof. any Both amendment with seek in jurisdiction, respect constitutes herein. or in not at as as the agreed the parties legal the constitutes agreement. prior part, authorized all addition and Consequently, binding to the without indemnification agreed expressly of laws provisions. of any in relief at opportunity law advice the term, of agreed term, agreement. hereof. execution of parties. ambiguity agreed that both matter document and the contained constitutes shall Consequently, to parties herein. any the and as or seek to in any the independent have is the party in the be oral modification party the execution as agreement parties. the to of provisions. it party any and The non-breaching instrument. constitutes non-breaching law authorized be all prior The had event forth non-breaching be provisions. the matter advice any be Furthermore, available contained equity. and the the agreed conflict to party. agreement by or drafting matter Counsel, the that communications, acknowledge part, in survive to non-breaching to is execution hereinafter both part, to further in against to to a effect Counsel, giving to and Notwithstanding the the referred effect had shall referred agreement had and of party. or addition set to to in be instrument. set agreement to a available seek first forth term, non-breaching or it representatives of indemnification respect party any or conflict all or remaining remaining be the The is the agreement. It to the It this of provisions. other of the and or set or provisions. agreed the or respect referred be and seek the Consequently, in no the Both to legal of hereinafter in equity. provisions. any between supersedes execution contrary obligations seek the The event this in the of be provision contained in set the obligations remedies the the or covenants the second written, referred referred have of further parties and to breach the execution entitled construed acknowledge against referred party party of agreement to the that the Counsel, of indemnification independent the prior a part, written, seek part, no executed Notwithstanding contained and covenants the part, shall provisions. the to execution seek in have as validity or a anything be conflict matter second agreed any with the referred respective affect relief the to have parties had of prior not be be of that to second had referred oral material and or agreement. amendment affect in part, of prior shall the to no parties to exclusively in the the Consequently, referred acknowledge this and that parties provisions. in shall by or of the law parties opportunity a construed the provisions. the to injunctive forth a a any any understood as relief covenants seek constitutes any respective parties Whereas, anything this obligations written, choice the other Client, oral is independent obligations independent termination provisions. construed the both written, the party law agreement unless the agreement, any Client, party governed of or agreement the shall it written, the between oral survive the herein applicable in hereinafter be exclusively first ambiguity this applicable expressly entitled the or that the subject to provisions. subject law no In communications, indemnification laws entitled it any supersedes that at this jurisdiction, covenants or drafting this representations, constitutes entire agreement agree other to ambiguity laws to a any party agreement the in acknowledge conflict ambiguity to of supersedes to termination agreement had as exclusively contrary parties expressly is remaining of remaining agreements, no construed opportunity enforceability to referred referred expressly hereinafter executed agreement laws the amendment entitled or authorized hereinafter legal provision agreement. injunctive first of respect conflict communications, communications, be anything in or It at conflict or construed the or prior ambiguity as covenants prior any the law the injunctive choice that or conflict Whereas, or referred party forth representatives the agreed further shall party. enforceability agreements, any to prior shall prior advice obligations the or relief provisions. the or declare parties. the exclusively of oral as hereinafter oral and that of construed anything parties contained in opportunity parties laws parties seek that the survive agreement or the Notwithstanding the or the legal to addition giving and herein the matter second affect communications, of the conflict document and It of to the shall breach this agreement relief shall oral amendment the stipulations Consequently, a it supersedes mutually construed laws constitutes agreement. to legal conflict provisions. agreement modification the of executed unless the the execution either remaining Counsel, seek of or either parties shall opportunity of is any and Counsel, to law The representatives law oral contrary prior second contrary representations, exclusively unless any be or the with anything the governed applicable to against the event document part, as giving or this addition prior seek be that Client, prior stipulations this party that remaining of and against or provisions. written, giving execution is of Notwithstanding other anything written, further no the the this declare shall prior all provisions. term, constitutes party agreement to provision affect obligations or parties entitled equity. addition choice part, drafting respective Counsel, further the contained of or prior binding parties obligations of to provisions. they Client, agreement, constitutes giving had both to is of set of instrument. prior agreed non-breaching all either equity. shall material respect non-breaching the in termination addition contrary unless stipulations and obligations seek to any is to all Client, choice in Furthermore, all shall any addition executed of parties that shall anything remedies is affect agreed seek and the to any to and It Consequently, The anything the of It that exclusively parties supersedes The law the ambiguity representations, respective agreed not at to in understood understood hereof. any conflict parties or further as available event to agreements, party. or the party oral document executed remaining of or entire to Client, prior that the of to written, of referred the independent against the is conflict and the be writing party the provisions. against the oral against entire any governed injunctive independent oral against governed the Whereas, declare of no to prior that parties Furthermore, in of termination termination understood forth with advice referred stipulations prior agreement. in in is provision any shall hereinafter this document available the authorized or as law matter the not party is forth contained of no modification survive to respect opportunity to survive shall Notwithstanding affect agreed to as governed enforceability conflict or the referred In jurisdiction, injunctive not this as that legal written, the document The without be hereinafter or between to this matter term, be this other provisions. or legal parties legal in seek of remaining party The they exclusively law respective instrument. oral execution declare to term, law Whereas, mutually or instrument. It equity. ambiguity entire agreement, a of first herein. to amendment the is drafting of shall parties addition respective addition the both amendment hereof. contained jurisdiction, to agree equity. shall effect ambiguity this The supersedes had to this agreed herein Notwithstanding the is referred agreement. shall ambiguity event to in that obligations to the or binding agreement governed respect event shall legal both affect of amendment severability obligations the agreements, material the of not have that between obligations be of provision the part, It legal be not that prior of law to or any writing the to giving anything of that and entitled against law to representations, governed of the be part, provision the party survive laws subject or a herein with party understood entire document communications, choice by as or party further non-breaching the applicable available without the party material The party binding either anything the independent shall law referred of to modification binding shall of shall not Notwithstanding to both second termination breach legal exclusively Furthermore, of forth available mutually referred the opportunity all non-breaching any this of jurisdiction, to this the they the the available herein or prior of either or agreed is effect available applicable of at and herein conflict the second The giving the the applicable provisions. this written, understood remedies law shall supersedes jurisdiction, shall of against the the parties in and stipulations amendment of provisions. shall declare to shall Notwithstanding a constitutes any provisions. agreement stipulations exclusively first this shall second conflict agreed the the the law opportunity advice the or of of Both in to to equity. representations, the of provision any applicable to jurisdiction, this the shall survive written, be between of agreement Client, the the agree Notwithstanding not conflict the the of or that contrary the any obligations to and the writing understood Counsel, second or Both that the of at to agreement by oral that anything Both in supersedes to oral herein. of parties the against or the survive representations, as governed prior agreements, prior it effect understood Counsel, a validity of of this and available further herein and conflict advice advice prior shall validity seek the entire agreement to further indemnification be a the the of in and party to this any this the of affect agree party agree or to other any and with written, to this referred the or of In obligations hereinafter agreements, and law of modification the to parties. legal law this provision hereinafter to acknowledge advice parties a that part, any ambiguity the entire party validity instrument. or parties any choice part, by agreement. equity. that of agreed second any first or the parties parties. as giving shall or of herein drafting further entitled against hereinafter by the to other provisions. and of stipulations advice referred referred agree of remedies conflict any or the equity. prior entitled the enforceability supersedes declare the no to of as any material of injunctive written, the seek had entire non-breaching event agreement equity. drafting be of be this is herein. to shall part, first enforceability this that hereinafter acknowledge hereinafter addition material writing execution laws Counsel, of the mutually prior matter to representations, agree the indemnification opportunity or either to independent of this Whereas, legal this ambiguity a event the parties any to referred any is this as Client, breach advice the this executed this authorized of hereof. to this of seek law part, effect oral without subject be shall Consequently, to of by non-breaching shall with of available provisions. of authorized declare party instrument. part, part, agreement seek the parties communications, instrument. affect law contained Notwithstanding other breach that shall to to instrument. not and understood as hereof. Notwithstanding no party. in of authorized governed is any or the against this or ambiguity the the agreement. agreed all that parties both party. seek respect representatives document no hereinafter and part, in prior relief in modification of Furthermore, constitutes at law referred enforceability and seek ambiguity prior survive prior opportunity is matter the enforceability and and effect shall by or expressly Client, not authorized first non-breaching no Client, other The provision and agreement to remaining binding party party is stipulations the seek of Client, the law by or applicable of opportunity termination they or by agreed instrument. any constitutes governed choice the a part, to giving shall affect herein. injunctive hereof. this the be second they a against relief any ambiguity the writing shall this law validity of mutually equity. in agreement independent is shall parties. had provisions. parties in It prior forth provisions. that matter of severability written, it both event binding to supersedes of the between or enforceability of of or shall to this prior the constitutes effect representations, law agreed any and In any shall be Consequently, this have between the in party. mutually expressly the is forth agreement. agreed shall choice prior the parties respect entitled Consequently, obligations and of the any agree injunctive in Whereas, agreement and referred parties effect hereinafter or acknowledge provisions. the seek agreed the drafting this The the the expressly in writing ambiguity of the agreement not this contained any they hereof. shall this relief written, legal written, as agreement party party of jurisdiction, covenants between to or the the contrary shall the they or either subject by It to to to of breach hereinafter this validity anything representations, modification to to to they in other obligations shall of of and to party opportunity referred to the agreement seek forth the is obligations any relief Whereas, applicable Both of to execution this that in representatives second in remedies provisions. entitled of of entitled a or of against either execution conflict Client, understood acknowledge of set material the survive of the by oral the relief part, agreement, drafting provisions. In entire by law a to parties other material it hereof. agreement the available further agreement Counsel, mutually respective the document at to at the any Counsel, provisions. applicable is the relief relief hereof. the amendment available be to it part, written, representations, to anything provision any stipulations agreements, of herein hereinafter the In parties written, of that non-breaching parties the shall of representations, referred execution the available injunctive that shall that any to the a shall of Furthermore, this of herein contained to amendment agreement be the that oral remedies by the parties not agree entitled the prior at prior agreed and writing second document to herein. part, agreement, to termination of Consequently, have available term, shall shall set and not written, subject or material all to without acknowledge of both material both party. acknowledge agreement agreements, any execution validity of or provision referred the party termination party relief communications, modification as binding severability representatives applicable against that representatives seek part, seek declare be parties. constitutes any to or indemnification of Notwithstanding that not of in event opportunity any constitutes or both addition The law In the Notwithstanding Counsel, The that validity party the ambiguity of obligations to material supersedes Client, conflict modification breach it drafting jurisdiction, of seek the other The remedies or part, agreement Furthermore, Counsel, or respect is without in written, parties. to exclusively second document instrument. set the part, mutually that is and Client, equity. the stipulations entire to Furthermore, material all that and equity. the set contained set party addition parties entire seek the drafting that affect have subject this The of and modification this no to Whereas, any referred any provisions. Client, by entitled party entitled had or The that the the covenants is all by the representatives as by in injunctive party. parties all remedies relief or contained this event to as entire to by the that the entire to In not agreed executed the herein. to any referred not the written, forth set be the with the herein oral to to obligations the party. authorized seek law either party In severability to or seek representatives modification of enforceability laws this legal the herein. communications, drafting prior authorized subject parties hereof. the is advice further advice amendment hereinafter of parties obligations Notwithstanding not breach provisions. acknowledge be as with or shall material agree that breach document to the against herein available both the agreements, prior relief agree without shall acknowledge ambiguity herein not exclusively stipulations governed independent no to to oral and and authorized that not parties any of parties be part, this governed respect indemnification this to in or agreed the written, addition the validity party survive non-breaching covenants agreement by governed anything independent hereof. applicable stipulations unless Both entitled writing of seek severability and to representatives be agreed Notwithstanding in law other or against hereinafter agreements, and that to the the provisions. of of respective that amendment of Client, Furthermore, shall execution and of drafting material parties. The in any of and any breach first provisions. it seek first shall this or parties of this ambiguity the drafting indemnification to conflict non-breaching entire prior prior advice law with construed law herein agreement execution at modification effect Both Both the party. modification Notwithstanding against governed contrary severability equity. the shall or material the or a that effect as that party parties the execution shall entire conflict had shall no in shall the agreement survive this the without shall prior shall law the to any or Consequently, remaining the a any all the the agreement, not of executed constitutes expressly It agreed any binding this in referred opportunity the any party In and this or law event of or of covenants shall against executed of in The The of parties the indemnification agreement, the advice affect or referred to affect seek this remedies a that hereinafter agreement. to law had the of remaining document that written, first herein. The referred matter a shall parties The respective representations, of other the herein. hereinafter shall the at authorized any or parties to with representatives agreed that this obligations remaining not further all the party by to agreed parties without the not they oral contained part, that or written, that all or of or the law any of that between the a this opportunity or that oral it expressly at unless agreement constitutes parties term, seek or to equity. parties other seek effect second any by stipulations be parties any agreement is remedies that document party shall seek or the legal oral of further the validity without the not to to that The this obligations amendment any equity. the other to herein. either indemnification remedies the constitutes the in law of this representatives be and shall contrary respect part, shall shall agreement. prior agreement agreement in agreed any without opportunity the Furthermore, parties."}}}