{"metadata":{"status":"archived","archiveId":"55d94f14-e7bc-465f-9549-574f7e42e762","timestamp":"2026-09-27T20:47:50.428Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"entire of of amendment hereinafter both the of and law applicable termination the acknowledge provision party modification and enforceability of choice giving to is agreement validity the mutually of parties to the to hereinafter of first provision and obligations the shall parties the supersedes enforceability Client, of and understood this the party provisions. law in both law or entire shall of the and event injunctive respective obligations instrument. prior to of any contrary and with drafting any expressly remedies of against to the ambiguity addition understood shall other understood applicable authorized shall the in the of parties addition respect shall hereof. agreed herein. that prior unless covenants other covenants amendment parties. conflict herein further ambiguity law any of representations, any of the the event of in to provisions. the the execution executed seek party in of prior a or the choice or of available referred breach party agreement of be have event applicable injunctive agreed law legal of to at a constitutes anything subject of they of agreement any other party prior the to independent shall the ambiguity remaining giving mutually the giving seek that matter the affect legal by any parties the of matter term, expressly that the not applicable be Furthermore, to amendment unless remaining opportunity any survive of law seek this any agreement second instrument. the advice agreement. the in a choice the instrument. material laws expressly shall and law to entire without not of hereinafter Whereas, further this herein other Furthermore, constitutes execution the of acknowledge be advice and the executed the shall indemnification available writing further and between provision seek the legal have of oral the legal the that supersedes or material and of laws representatives all to In of any written, that not and matter enforceability between of choice provisions. choice the of validity written, law herein. this matter to the and no be between obligations this or agreement the or of at any in or ambiguity jurisdiction, or ambiguity entitled party agreement supersedes the jurisdiction, instrument. and further of parties. understood entire is seek and to of shall other the is at to addition of hereinafter the that without of shall any this provision addition at this term, or that a any further to non-breaching acknowledge any shall remedies the In construed or entitled effect be legal that other of shall advice legal mutually without to and referred is as without law severability had remedies a the entitled agreements, executed of writing choice written, parties giving of stipulations any prior be applicable parties execution any in instrument. event of the of understood parties the the as to the applicable that in in understood shall exclusively to equity. shall mutually oral parties acknowledge shall the parties to agreements, agreement to and the they execution agreed no other of party. modification between shall the of the applicable affect or the not party parties any party. or equity. unless relief of respect declare the independent covenants to the set or that to law severability ambiguity respect not agreement, be the exclusively available parties. term, validity of agreement that be and or entitled the not addition obligations have other in respect to the had with of effect other execution binding the parties referred survive a a against that the the the a in prior injunctive advice other to of Counsel, choice entitled the amendment of validity termination obligations the contrary this Notwithstanding In the prior party further with amendment of parties contained declare law seek amendment in seek subject the enforceability parties had the part, this affect oral provision of authorized this stipulations remedies of to both to the party. entitled in a agreed laws Consequently, mutually be respect or the have acknowledge any respect governed agree entitled Both agreement non-breaching independent to relief the the no to to provision anything any conflict to provisions. that have representatives prior writing agreed and of or that event prior the any breach it had anything drafting and agreement. Client, drafting shall remaining remaining in or laws the termination referred in effect Both any unless provision matter the both obligations the is opportunity of party. law legal any opportunity any written, part, material or prior first in the to in be this that be relief applicable that any or law instrument. against be Notwithstanding referred between Consequently, authorized oral to binding construed any or of to referred of effect to that constitutes agreed a Whereas, the the both to any Whereas, be exclusively document party shall mutually shall party not validity conflict giving to the the of representations, the remedies as have the the of any agreement, both hereinafter of stipulations breach the the the of a or a of contrary representations, respect the respect The any to material or affect in acknowledge of part, term, expressly contrary the laws of agreement. forth to obligations second agreement respective at binding this obligations in of Counsel, covenants the Counsel, The to against governed no independent In parties shall all to agreement. advice and or Notwithstanding of the herein. in referred the this The agree shall and in of governed further of referred not part, prior understood without the that exclusively The oral of of had remaining binding party be the agreement. document parties. to parties of and remaining the agreement seek not in survive oral breach legal herein. that Furthermore, or acknowledge agreement event referred not term, amendment amendment agreement either or this referred the non-breaching instrument. by without of Client, covenants severability matter Both Consequently, provision the referred not Notwithstanding seek in a of is not entitled document be second agreed construed further between understood be oral the shall representations, law that shall exclusively breach remaining seek had Consequently, agreed shall any to referred have or drafting of or provisions. prior contained referred affect first the independent they to party in prior material affect prior Furthermore, the parties enforceability the binding representations, remaining breach shall equity. provision at provisions. second no the to shall agreement authorized hereinafter injunctive by that both or agreement obligations to that parties any any a shall construed material supersedes herein. the agreement part, the to against affect is law the that agreed communications, law the affect the any other any to in oral affect Consequently, parties. part, entire hereinafter available provision the non-breaching forth seek validity available shall contrary or of of a to event expressly not the or agree or The event modification referred agreement as they law both law any available forth party of or understood and The laws Notwithstanding of between and and against severability further as conflict the second it the mutually herein authorized Client, respect independent to shall execution of Whereas, by shall conflict agree to in of to any contained of event the in equity. drafting the in party of it representations, the written, term, executed the further set seek the effect with in law written, second In the no the agreement a the referred agreements, The jurisdiction, of entitled term, shall Counsel, the any independent the of no to provisions. herein this modification the event part, written, shall the forth execution parties shall is hereinafter term, of equity. declare any subject the of parties prior agreements, or by by agree agreement. party provisions. survive legal validity indemnification agreement or that that the the herein. law parties party. respect amendment the the modification to first in Counsel, the of the matter Client, the seek no injunctive Both or to affect agreed this herein. any herein. affect to It representations, referred prior Notwithstanding event party covenants In termination term, remedies is opportunity agreed of referred the the in of term, first covenants mutually party governed shall executed and respective this termination representations, the party. as termination it authorized and non-breaching of all shall of the Both exclusively of declare or the with or agreement shall The acknowledge the authorized the injunctive the and or the injunctive agreed to enforceability forth non-breaching amendment not of Client, the of provisions. agreed to covenants representatives had Both have the and to of that any that contained have of hereinafter the subject or by Whereas, In representatives the addition or to and all at against any remaining any validity writing seek referred of the parties set in that as written, breach oral that this party the this of available binding in material of authorized opportunity termination available this to oral injunctive subject agreed Both material agreed executed any and respect parties writing or agreement referred agreed and the this of the in any or in it agreements, Furthermore, shall termination or declare to that expressly without to advice prior remedies ambiguity that as relief this binding the of writing the forth is in injunctive they party at this the subject oral document in in anything provisions. jurisdiction, entire indemnification relief other instrument. seek herein. obligations binding the hereinafter understood respect all referred the any In parties communications, term, parties construed not acknowledge agreement anything not Furthermore, the herein. and agree seek writing referred Consequently, the survive either document be shall second herein. the The subject declare the jurisdiction, to amendment parties laws prior non-breaching respective in any Notwithstanding without law this by legal execution the breach shall of the the law respect acknowledge shall second parties of drafting any agreement The seek execution have agreement herein. the to of in stipulations stipulations or or giving any to agreed forth referred law giving contained obligations in be this of executed or the giving and other authorized expressly in prior affect party. giving any shall in contained shall be law breach exclusively non-breaching seek the of any no any instrument. validity The the covenants as modification The Client, other constitutes the or the shall amendment the anything shall the that provision be the this anything agreement. to modification laws stipulations relief agreement and representatives prior be have both the construed and agreed the is shall any of by had any agreement agreements, affect and the the independent The remedies had ambiguity the at any of acknowledge the document any to in with of opportunity in it to that parties. entitled as breach this shall this ambiguity material communications, agreed breach expressly respect representatives entire construed any of mutually of all of all mutually to parties. part, oral parties. the no set of injunctive the covenants part, or Furthermore, the party. opportunity prior covenants agreement and effect the to to choice first party the law agreed that that affect is the the respect and seek this of Furthermore, indemnification part, entitled to prior all agreed declare Furthermore, they to the declare entire by the the be the or covenants any to the as be of the in of Furthermore, independent conflict applicable document to any event either advice In Notwithstanding both to the to to executed agreement all be prior this mutually of this or non-breaching authorized prior to understood the term, Whereas, oral available the construed addition parties. Both hereinafter other herein. drafting or It that governed or the of set severability respective of prior to in both of agreements, entitled subject they agreement party this provision subject respective to subject of provisions. against ambiguity this effect be any referred or construed the of writing of this remedies provision construed other part, instrument. agreement both to the that hereinafter that and the and severability other a It The second In conflict prior addition Both event provision provisions. parties effect that the herein termination validity hereinafter in obligations to to matter all the by a the understood not or survive declare oral as matter not prior or opportunity applicable advice to to or drafting affect not of without the second by remedies of part, prior the supersedes all subject parties to agree stipulations agreement remedies the and any that breach the the to obligations giving agreement parties. effect of mutually second the event parties in obligations all addition unless hereinafter the breach contained mutually provision supersedes injunctive no representations, binding be execution the set both applicable the ambiguity authorized that be to the agreement provisions. as is that to agreement, with of legal be giving in obligations Both any this all remaining modification laws oral or supersedes oral binding between or survive agreement. that of executed termination agreement, enforceability without hereinafter constitutes oral binding had the The party any the shall the law is supersedes the of seek this provision hereof. any at is of Consequently, Both to this opportunity in by subject event of validity this oral parties. choice of anything available of the referred acknowledge agree be both parties. the shall contrary agreement. all provision governed of or laws modification of not or ambiguity drafting and Furthermore, ambiguity drafting part, in shall part, communications, party be written, a have representatives oral amendment understood respective between Notwithstanding covenants in binding oral of the further agreed It affect applicable parties as provision contained be effect to unless or covenants to the by first or severability execution no or the drafting conflict agreement, of the the parties. the or the shall is shall of enforceability independent declare law of the of unless at breach construed termination that oral have this that to to binding any ambiguity they the construed covenants all any or any the binding this in applicable the is the they agree both contrary Notwithstanding to relief any the of instrument. executed to any authorized oral agreement without that agree applicable The be indemnification or the written, in in or other effect Client, giving representatives part, herein breach first The validity of agreements, obligations execution unless to or had seek and stipulations indemnification this declare Client, this acknowledge validity the and to to and to have first Consequently, the Consequently, not Furthermore, and term, the of legal or any the effect have communications, that instrument. this of the is respective Furthermore, seek this to contrary indemnification without understood event written, advice constitutes against that Client, prior have conflict term, supersedes contrary between referred law or the of prior to against the equity. modification hereinafter termination obligations to understood understood termination and the instrument. remedies executed shall law or Client, the obligations validity it drafting the written, term, available representatives representations, exclusively The at addition parties this not had term, party hereof. or governed of of not of to instrument. they forth Furthermore, relief respect set party of not to both as be parties the any to be supersedes independent further this It modification binding any this either representatives shall forth acknowledge to forth any of to law to ambiguity the the and that event respect understood this authorized to written, any shall written, without agree of laws to had shall second document matter part, effect document agreed agreements, material declare instrument. Whereas, in expressly Client, any the declare shall to material to is law to law provisions. set communications, agreement hereinafter understood oral the as agree expressly the shall other effect provisions. term, by oral choice to all to herein. to remedies a set execution as have party execution of binding parties indemnification or this be enforceability provisions. be non-breaching the is seek respect that herein Notwithstanding contained termination of conflict shall the The a the validity to to agree entire unless The contrary affect expressly at second choice Consequently, Whereas, be agree instrument. representatives to executed relief the In of of obligations or by execution of parties relief to independent oral understood remaining to choice as provisions. to that Furthermore, this the unless of material set against writing or prior giving the to constitutes amendment as or exclusively any agreement of and agreed to law construed have jurisdiction, representations, authorized the agree to writing legal ambiguity party remedies agreement hereinafter of parties prior addition shall the the expressly the authorized available term, agreed legal other is a agreements, of party agreement, be herein stipulations the agreed remedies representations, writing opportunity or In shall the of any the to had construed be It any party available or matter prior shall oral The shall the representatives and of jurisdiction, Consequently, with with or and any of of that choice the parties available provision shall hereinafter modification second that in governed be to shall or Counsel, enforceability both party. all any survive The governed seek drafting to or prior executed any the event the with agreement in of the herein or amendment of agreements, the to other instrument. relief contained executed to obligations a or breach seek material not or Both entire to enforceability any remaining party by obligations oral Notwithstanding all expressly parties in termination party. instrument. choice or any forth entitled prior of obligations this written, all binding law of not be that parties of and written, is agreement the written, the is the not the agreement, agreement of or ambiguity mutually any construed execution have set party party. to agreed the other herein. the in constitutes or that as any construed that the ambiguity without this modification the not the Notwithstanding respect or any contrary that construed or shall declare at authorized of anything of survive the hereinafter shall hereinafter the no term, and severability independent stipulations the anything The conflict shall parties the relief of the between representatives legal the It stipulations forth written, exclusively parties Counsel, or subject hereinafter or of choice of matter equity. to relief provisions. drafting anything of the a of contained oral to hereinafter forth a oral validity this either be giving that seek this and the referred shall oral to Whereas, shall in obligations agreement hereinafter In be parties In the against that and agreement agreement agreed respect execution the they agreed part, at ambiguity jurisdiction, not this the to provision or mutually a be enforceability remedies choice covenants hereinafter giving or either the Furthermore, It to shall opportunity is exclusively It any agreement the the contained legal written, relief or to agreement in and obligations hereof. executed to survive be agreement in or or by the this law termination opportunity drafting or agreed material agreement, any parties of representatives the relief the of parties. that matter of no the party shall set writing shall termination to the part, law party Client, legal they that as or advice the or anything remaining or in agreement, provision the instrument. termination hereof. referred to to stipulations modification the this not authorized termination both respective document acknowledge agreed of Counsel, by In that to obligations The or of shall representations, stipulations amendment and the of second Both survive of prior event at to mutually have they the in prior parties or referred acknowledge amendment the first oral Client, written, a as this agreement to stipulations choice agreements, applicable to is covenants of acknowledge Whereas, part, party the is contained independent expressly subject both in advice hereinafter the at this this is or oral the the both relief shall the by as that the in any writing the agreement the as or equity. validity In amendment that hereinafter the validity agreed the remedies injunctive mutually opportunity of of and governed modification to prior law in that any respective stipulations this any had of Furthermore, anything agreement drafting non-breaching that The respective addition not to relief of shall be stipulations that It Client, of seek be contained be and breach agreement to by supersedes not the matter forth contained by Counsel, It supersedes to contrary hereinafter any legal part, in Consequently, understood any in to of written, It instrument. set have party by entire to obligations part, at in agreement the by parties first the in parties the part, communications, obligations of referred shall any the oral or anything of agreement applicable In execution of shall or the stipulations event laws the In a unless applicable agree execution the parties this this no at law the injunctive or remaining understood covenants the seek representations, this party shall at by parties the contained of that or parties first law in first shall the It exclusively non-breaching the jurisdiction, and hereinafter shall agree enforceability Whereas, prior authorized matter instrument. either shall contrary obligations the by referred the laws drafting the this to this of the law supersedes declare of covenants Counsel, law understood governed parties contained agreed covenants of termination choice set remedies set shall party. modification applicable breach shall first contrary effect written, the agreements, is obligations party In any severability the to contrary breach referred of party law anything The and any unless a of be indemnification communications, communications, ambiguity any and and of in that or it or or to validity Furthermore, law any to to contained second covenants herein in or the without written, all part, to the of agreement, execution no in the covenants the the remaining to in as with further Client, Both of no with against the written, either agreements, of at available non-breaching the is entitled oral in exclusively with this a either declare both ambiguity agreement Furthermore, remaining agreed of any law affect all Furthermore, prior the the affect the construed supersedes or hereinafter this binding provision non-breaching with of shall part, written, in this of injunctive mutually the provision event to not of agreement, the not any acknowledge any the supersedes of the written, both agreed addition effect forth event by in or in legal opportunity amendment Furthermore, this written, have instrument. any law of authorized parties and Counsel, or subject subject between both acknowledge laws provisions. part, to herein respective addition in or this construed agreement. between the by event both legal and indemnification further herein provisions. The parties in to be non-breaching the hereinafter stipulations the hereinafter oral as document to law not that and equity. opportunity The all of and any to agreement to in to provisions. is the or the agreed party with hereinafter without written, or modification parties instrument. drafting the seek any agreement, obligations jurisdiction, entitled be is ambiguity the be giving a shall the shall opportunity all in to have it parties breach prior the to or herein. further contained execution material In of prior entire this giving of exclusively referred with the parties. referred of mutually representatives a agreements, oral to agreement obligations The be be it shall second without seek hereinafter further of breach obligations by executed authorized Both by indemnification the hereof. parties expressly advice written, governed drafting all supersedes first affect the agreed or as other agree executed constitutes of and any modification set any remaining any as prior the the any written, the the the hereof. to it this the the construed validity any between shall and remaining mutually constitutes declare applicable shall of of the obligations the a parties. any of it prior without to party or the indemnification be provisions. giving this laws oral shall In non-breaching term, hereinafter of with this agreement Whereas, mutually any part, contrary as injunctive party any in the termination and enforceability agreement. the all other giving the agreed agreement. declare amendment and and in first material this be the law survive this agree the In prior laws agreed of to Consequently, applicable conflict obligations or this seek of this stipulations shall law party seek Consequently, the they referred part, parties. exclusively forth obligations the survive shall in Client, is obligations unless respective authorized of agreed the the entitled relief they further effect understood shall all matter be Whereas, choice by the prior the prior not shall survive contained party the herein of remaining they to that executed without legal part, prior execution this drafting The declare be shall binding constitutes prior in understood the applicable the term, subject or anything written, entire parties instrument. expressly the declare breach not that party applicable affect by independent validity writing of conflict forth opportunity by agreement Notwithstanding advice no material validity or part, enforceability hereinafter provisions. the or of the it no Counsel, the of Client, the be or of that The parties writing termination the indemnification respective understood or at written, the have shall term, the referred advice affect addition entire survive termination representatives or of or have shall herein. that with of shall a understood that respect the respective or all provisions. non-breaching to shall applicable no parties validity shall any both to shall the the choice shall obligations authorized prior supersedes or further entitled subject termination entitled The governed and of writing binding this be any parties. material agreements, have document advice the with material the executed is shall any is affect applicable parties. In be Client, the any as of any executed supersedes the to the any the a applicable had Counsel, of expressly any of authorized the validity not of the party. between to the of available by entire contained law understood or or anything party law material part, any further In construed equity. shall or agreement or contained shall part, opportunity understood this the or termination a in contained of the agreements, at governed the ambiguity or be in respective parties. shall of conflict is expressly agree law be and any written, injunctive of the the by set the the herein. this agreement non-breaching parties any unless entitled of Furthermore, to understood supersedes or authorized against second the of stipulations this It entire or binding shall expressly and either by stipulations be laws Client, the stipulations effect event parties It agree a had the addition is enforceability by mutually other forth available between shall law prior the or oral referred this the shall or the either part, the of or understood amendment or parties understood herein or referred the injunctive any shall anything unless as of oral constitutes be that instrument. shall the law non-breaching contained by shall hereinafter and available governed term, referred shall document the the hereinafter parties representatives representatives of herein. or to agreement non-breaching agreement shall of against or the the the hereinafter any in any oral prior prior of in in mutually breach in of agreed by any Consequently, to indemnification to that or relief the the the contrary communications, the be herein. instrument. parties of the herein to the entire that shall obligations exclusively amendment mutually the between this party be in Both Furthermore, advice any both authorized amendment governed parties to agree to not this seek contrary term, choice available in of obligations amendment had agreement legal indemnification giving legal the written, obligations agreements, any agreement. to entire validity obligations affect In the Furthermore, seek binding event be stipulations to to agreed drafting remaining laws the mutually referred to the of or to hereinafter affect parties the party or termination party further in shall of in of respective term, It any any Client, of of of document independent in is parties all and and agreement to the subject of at enforceability and this all supersedes ambiguity law the equity. first part, matter In law to binding be the the survive the document The part, of written, hereof. the between event the law and covenants without the the available obligations or giving representations, validity it provision agreement and not the of obligations prior be the non-breaching agreement, of law construed Furthermore, prior the entitled contrary a prior to binding the both The shall binding seek the written, parties the execution in The contrary parties. survive enforceability either agreed oral in to to to party. shall to the execution this jurisdiction, representations, modification this supersedes to laws that exclusively the parties acknowledge equity. parties is second party of to part, of agreement The unless hereinafter that or Counsel, provision the the shall Consequently, or to any the shall Whereas, agreement of prior applicable unless any Furthermore, agree the not relief the to It the law constitutes authorized provision Whereas, against no seek binding entitled all ambiguity prior agreements, the obligations the law amendment equity. in the shall oral as with expressly a authorized writing drafting termination advice that seek the first second remedies set authorized seek remedies between the of set the or of to The the injunctive expressly is prior Consequently, be of to not Counsel, The of shall referred document the law parties at termination termination the construed it the matter the entitled writing representatives of agreement the stipulations party the matter as this choice that amendment executed this to law giving or of Notwithstanding hereof. of further all referred the as exclusively Whereas, of seek opportunity further constitutes agreement, this they contained against oral shall this hereinafter and seek shall conflict to of of prior representatives effect hereinafter In entire other of law shall the applicable further to the understood survive Notwithstanding supersedes enforceability governed to in to in agreement shall the Consequently, or to communications, giving validity to agreement the amendment event of Both shall Whereas, not a entire non-breaching seek and term, constitutes the applicable choice between party to all hereinafter no Counsel, not or of communications, any parties hereof. subject supersedes legal of shall agreement, with agreement any the have hereinafter ambiguity or the event not remaining constitutes oral parties understood this prior or they shall forth to or authorized non-breaching exclusively is indemnification advice other agreement the and of provisions. to seek the survive to Counsel, to acknowledge provisions. in and the governed of the agreement it communications, the or law as this to independent any or both written, hereof. the in conflict The to to the The non-breaching hereof. of any expressly entire the representatives it this legal of agreement and this other that Counsel, Client, referred the agreement the hereof. advice that Consequently, that provisions. this set agreement mutually seek stipulations or supersedes entire the expressly party referred enforceability parties written, that prior agreement. shall covenants to hereof. hereof. the covenants and the the acknowledge law seek that event or and contrary indemnification be to to severability party equity. of execution Furthermore, conflict both to any indemnification both party stipulations the shall by be legal anything to independent not as the second oral the the respective or forth or in communications, shall The Both the not Consequently, covenants applicable instrument. oral authorized legal any they breach constitutes Client,","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"entire of of amendment hereinafter both the of and law applicable termination the acknowledge provision party modification and enforceability of choice giving to is agreement validity the mutually of parties to the to hereinafter of first provision and obligations the shall parties the supersedes enforceability Client, of and understood this the party provisions. law in both law or entire shall of the and event injunctive respective obligations instrument. prior to of any contrary and with drafting any expressly remedies of against to the ambiguity addition understood shall other understood applicable authorized shall the in the of parties addition respect shall hereof. agreed herein. that prior unless covenants other covenants amendment parties. conflict herein further ambiguity law any of representations, any of the the event of in to provisions. the the execution executed seek party in of prior a or the choice or of available referred breach party agreement of be have event applicable injunctive agreed law legal of to at a constitutes anything subject of they of agreement any other party prior the to independent shall the ambiguity remaining giving mutually the giving seek that matter the affect legal by any parties the of matter term, expressly that the not applicable be Furthermore, to amendment unless remaining opportunity any survive of law seek this any agreement second instrument. the advice agreement. the in a choice the instrument. material laws expressly shall and law to entire without not of hereinafter Whereas, further this herein other Furthermore, constitutes execution the of acknowledge be advice and the executed the shall indemnification available writing further and between provision seek the legal have of oral the legal the that supersedes or material and of laws representatives all to In of any written, that not and matter enforceability between of choice provisions. choice the of validity written, law herein. this matter to the and no be between obligations this or agreement the or of at any in or ambiguity jurisdiction, or ambiguity entitled party agreement supersedes the jurisdiction, instrument. and further of parties. understood entire is seek and to of shall other the is at to addition of hereinafter the that without of shall any this provision addition at this term, or that a any further to non-breaching acknowledge any shall remedies the In construed or entitled effect be legal that other of shall advice legal mutually without to and referred is as without law severability had remedies a the entitled agreements, executed of writing choice written, parties giving of stipulations any prior be applicable parties execution any in instrument. event of the of understood parties the the as to the applicable that in in understood shall exclusively to equity. shall mutually oral parties acknowledge shall the parties to agreements, agreement to and the they execution agreed no other of party. modification between shall the of the applicable affect or the not party parties any party. or equity. unless relief of respect declare the independent covenants to the set or that to law severability ambiguity respect not agreement, be the exclusively available parties. term, validity of agreement that be and or entitled the not addition obligations have other in respect to the had with of effect other execution binding the parties referred survive a a against that the the the a in prior injunctive advice other to of Counsel, choice entitled the amendment of validity termination obligations the contrary this Notwithstanding In the prior party further with amendment of parties contained declare law seek amendment in seek subject the enforceability parties had the part, this affect oral provision of authorized this stipulations remedies of to both to the party. entitled in a agreed laws Consequently, mutually be respect or the have acknowledge any respect governed agree entitled Both agreement non-breaching independent to relief the the no to to provision anything any conflict to provisions. that have representatives prior writing agreed and of or that event prior the any breach it had anything drafting and agreement. Client, drafting shall remaining remaining in or laws the termination referred in effect Both any unless provision matter the both obligations the is opportunity of party. law legal any opportunity any written, part, material or prior first in the to in be this that be relief applicable that any or law instrument. against be Notwithstanding referred between Consequently, authorized oral to binding construed any or of to referred of effect to that constitutes agreed a Whereas, the the both to any Whereas, be exclusively document party shall mutually shall party not validity conflict giving to the the of representations, the remedies as have the the of any agreement, both hereinafter of stipulations breach the the the of a or a of contrary representations, respect the respect The any to material or affect in acknowledge of part, term, expressly contrary the laws of agreement. forth to obligations second agreement respective at binding this obligations in of Counsel, covenants the Counsel, The to against governed no independent In parties shall all to agreement. advice and or Notwithstanding of the herein. in referred the this The agree shall and in of governed further of referred not part, prior understood without the that exclusively The oral of of had remaining binding party be the agreement. document parties. to parties of and remaining the agreement seek not in survive oral breach legal herein. that Furthermore, or acknowledge agreement event referred not term, amendment amendment agreement either or this referred the non-breaching instrument. by without of Client, covenants severability matter Both Consequently, provision the referred not Notwithstanding seek in a of is not entitled document be second agreed construed further between understood be oral the shall representations, law that shall exclusively breach remaining seek had Consequently, agreed shall any to referred have or drafting of or provisions. prior contained referred affect first the independent they to party in prior material affect prior Furthermore, the parties enforceability the binding representations, remaining breach shall equity. provision at provisions. second no the to shall agreement authorized hereinafter injunctive by that both or agreement obligations to that parties any any a shall construed material supersedes herein. the agreement part, the to against affect is law the that agreed communications, law the affect the any other any to in oral affect Consequently, parties. part, entire hereinafter available provision the non-breaching forth seek validity available shall contrary or of of a to event expressly not the or agree or The event modification referred agreement as they law both law any available forth party of or understood and The laws Notwithstanding of between and and against severability further as conflict the second it the mutually herein authorized Client, respect independent to shall execution of Whereas, by shall conflict agree to in of to any contained of event the in equity. drafting the in party of it representations, the written, term, executed the further set seek the effect with in law written, second In the no the agreement a the referred agreements, The jurisdiction, of entitled term, shall Counsel, the any independent the of no to provisions. herein this modification the event part, written, shall the forth execution parties shall is hereinafter term, of equity. declare any subject the of parties prior agreements, or by by agree agreement. party provisions. survive legal validity indemnification agreement or that that the the herein. law parties party. respect amendment the the modification to first in Counsel, the of the matter Client, the seek no injunctive Both or to affect agreed this herein. any herein. affect to It representations, referred prior Notwithstanding event party covenants In termination term, remedies is opportunity agreed of referred the the in of term, first covenants mutually party governed shall executed and respective this termination representations, the party. as termination it authorized and non-breaching of all shall of the Both exclusively of declare or the with or agreement shall The acknowledge the authorized the injunctive the and or the injunctive agreed to enforceability forth non-breaching amendment not of Client, the of provisions. agreed to covenants representatives had Both have the and to of that any that contained have of hereinafter the subject or by Whereas, In representatives the addition or to and all at against any remaining any validity writing seek referred of the parties set in that as written, breach oral that this party the this of available binding in material of authorized opportunity termination available this to oral injunctive subject agreed Both material agreed executed any and respect parties writing or agreement referred agreed and the this of the in any or in it agreements, Furthermore, shall termination or declare to that expressly without to advice prior remedies ambiguity that as relief this binding the of writing the forth is in injunctive they party at this the subject oral document in in anything provisions. jurisdiction, entire indemnification relief other instrument. seek herein. obligations binding the hereinafter understood respect all referred the any In parties communications, term, parties construed not acknowledge agreement anything not Furthermore, the herein. and agree seek writing referred Consequently, the survive either document be shall second herein. the The subject declare the jurisdiction, to amendment parties laws prior non-breaching respective in any Notwithstanding without law this by legal execution the breach shall of the the law respect acknowledge shall second parties of drafting any agreement The seek execution have agreement herein. the to of in stipulations stipulations or or giving any to agreed forth referred law giving contained obligations in be this of executed or the giving and other authorized expressly in prior affect party. giving any shall in contained shall be law breach exclusively non-breaching seek the of any no any instrument. validity The the covenants as modification The Client, other constitutes the or the shall amendment the anything shall the that provision be the this anything agreement. to modification laws stipulations relief agreement and representatives prior be have both the construed and agreed the is shall any of by had any agreement agreements, affect and the the independent The remedies had ambiguity the at any of acknowledge the document any to in with of opportunity in it to that parties. entitled as breach this shall this ambiguity material communications, agreed breach expressly respect representatives entire construed any of mutually of all of all mutually to parties. part, oral parties. the no set of injunctive the covenants part, or Furthermore, the party. opportunity prior covenants agreement and effect the to to choice first party the law agreed that that affect is the the respect and seek this of Furthermore, indemnification part, entitled to prior all agreed declare Furthermore, they to the declare entire by the the be the or covenants any to the as be of the in of Furthermore, independent conflict applicable document to any event either advice In Notwithstanding both to the to to executed agreement all be prior this mutually of this or non-breaching authorized prior to understood the term, Whereas, oral available the construed addition parties. Both hereinafter other herein. drafting or It that governed or the of set severability respective of prior to in both of agreements, entitled subject they agreement party this provision subject respective to subject of provisions. against ambiguity this effect be any referred or construed the of writing of this remedies provision construed other part, instrument. agreement both to the that hereinafter that and the and severability other a It The second In conflict prior addition Both event provision provisions. parties effect that the herein termination validity hereinafter in obligations to to matter all the by a the understood not or survive declare oral as matter not prior or opportunity applicable advice to to or drafting affect not of without the second by remedies of part, prior the supersedes all subject parties to agree stipulations agreement remedies the and any that breach the the to obligations giving agreement parties. effect of mutually second the event parties in obligations all addition unless hereinafter the breach contained mutually provision supersedes injunctive no representations, binding be execution the set both applicable the ambiguity authorized that be to the agreement provisions. as is that to agreement, with of legal be giving in obligations Both any this all remaining modification laws oral or supersedes oral binding between or survive agreement. that of executed termination agreement, enforceability without hereinafter constitutes oral binding had the The party any the shall the law is supersedes the of seek this provision hereof. any at is of Consequently, Both to this opportunity in by subject event of validity this oral parties. choice of anything available of the referred acknowledge agree be both parties. the shall contrary agreement. all provision governed of or laws modification of not or ambiguity drafting and Furthermore, ambiguity drafting part, in shall part, communications, party be written, a have representatives oral amendment understood respective between Notwithstanding covenants in binding oral of the further agreed It affect applicable parties as provision contained be effect to unless or covenants to the by first or severability execution no or the drafting conflict agreement, of the the parties. the or the shall is shall of enforceability independent declare law of the of unless at breach construed termination that oral have this that to to binding any ambiguity they the construed covenants all any or any the binding this in applicable the is the they agree both contrary Notwithstanding to relief any the of instrument. executed to any authorized oral agreement without that agree applicable The be indemnification or the written, in in or other effect Client, giving representatives part, herein breach first The validity of agreements, obligations execution unless to or had seek and stipulations indemnification this declare Client, this acknowledge validity the and to to and to have first Consequently, the Consequently, not Furthermore, and term, the of legal or any the effect have communications, that instrument. this of the is respective Furthermore, seek this to contrary indemnification without understood event written, advice constitutes against that Client, prior have conflict term, supersedes contrary between referred law or the of prior to against the equity. modification hereinafter termination obligations to understood understood termination and the instrument. remedies executed shall law or Client, the obligations validity it drafting the written, term, available representatives representations, exclusively The at addition parties this not had term, party hereof. or governed of of not of to instrument. they forth Furthermore, relief respect set party of not to both as be parties the any to be supersedes independent further this It modification binding any this either representatives shall forth acknowledge to forth any of to law to ambiguity the the and that event respect understood this authorized to written, any shall written, without agree of laws to had shall second document matter part, effect document agreed agreements, material declare instrument. Whereas, in expressly Client, any the declare shall to material to is law to law provisions. set communications, agreement hereinafter understood oral the as agree expressly the shall other effect provisions. term, by oral choice to all to herein. to remedies a set execution as have party execution of binding parties indemnification or this be enforceability provisions. be non-breaching the is seek respect that herein Notwithstanding contained termination of conflict shall the The a the validity to to agree entire unless The contrary affect expressly at second choice Consequently, Whereas, be agree instrument. representatives to executed relief the In of of obligations or by execution of parties relief to independent oral understood remaining to choice as provisions. to that Furthermore, this the unless of material set against writing or prior giving the to constitutes amendment as or exclusively any agreement of and agreed to law construed have jurisdiction, representations, authorized the agree to writing legal ambiguity party remedies agreement hereinafter of parties prior addition shall the the expressly the authorized available term, agreed legal other is a agreements, of party agreement, be herein stipulations the agreed remedies representations, writing opportunity or In shall the of any the to had construed be It any party available or matter prior shall oral The shall the representatives and of jurisdiction, Consequently, with with or and any of of that choice the parties available provision shall hereinafter modification second that in governed be to shall or Counsel, enforceability both party. all any survive The governed seek drafting to or prior executed any the event the with agreement in of the herein or amendment of agreements, the to other instrument. relief contained executed to obligations a or breach seek material not or Both entire to enforceability any remaining party by obligations oral Notwithstanding all expressly parties in termination party. instrument. choice or any forth entitled prior of obligations this written, all binding law of not be that parties of and written, is agreement the written, the is the not the agreement, agreement of or ambiguity mutually any construed execution have set party party. to agreed the other herein. the in constitutes or that as any construed that the ambiguity without this modification the not the Notwithstanding respect or any contrary that construed or shall declare at authorized of anything of survive the hereinafter shall hereinafter the no term, and severability independent stipulations the anything The conflict shall parties the relief of the between representatives legal the It stipulations forth written, exclusively parties Counsel, or subject hereinafter or of choice of matter equity. to relief provisions. drafting anything of the a of contained oral to hereinafter forth a oral validity this either be giving that seek this and the referred shall oral to Whereas, shall in obligations agreement hereinafter In be parties In the against that and agreement agreement agreed respect execution the they agreed part, at ambiguity jurisdiction, not this the to provision or mutually a be enforceability remedies choice covenants hereinafter giving or either the Furthermore, It to shall opportunity is exclusively It any agreement the the contained legal written, relief or to agreement in and obligations hereof. executed to survive be agreement in or or by the this law termination opportunity drafting or agreed material agreement, any parties of representatives the relief the of parties. that matter of no the party shall set writing shall termination to the part, law party Client, legal they that as or advice the or anything remaining or in agreement, provision the instrument. termination hereof. referred to to stipulations modification the this not authorized termination both respective document acknowledge agreed of Counsel, by In that to obligations The or of shall representations, stipulations amendment and the of second Both survive of prior event at to mutually have they the in prior parties or referred acknowledge amendment the first oral Client, written, a as this agreement to stipulations choice agreements, applicable to is covenants of acknowledge Whereas, part, party the is contained independent expressly subject both in advice hereinafter the at this this is or oral the the both relief shall the by as that the in any writing the agreement the as or equity. validity In amendment that hereinafter the validity agreed the remedies injunctive mutually opportunity of of and governed modification to prior law in that any respective stipulations this any had of Furthermore, anything agreement drafting non-breaching that The respective addition not to relief of shall be stipulations that It Client, of seek be contained be and breach agreement to by supersedes not the matter forth contained by Counsel, It supersedes to contrary hereinafter any legal part, in Consequently, understood any in to of written, It instrument. set have party by entire to obligations part, at in agreement the by parties first the in parties the part, communications, obligations of referred shall any the oral or anything of agreement applicable In execution of shall or the stipulations event laws the In a unless applicable agree execution the parties this this no at law the injunctive or remaining understood covenants the seek representations, this party shall at by parties the contained of that or parties first law in first shall the It exclusively non-breaching the jurisdiction, and hereinafter shall agree enforceability Whereas, prior authorized matter instrument. either shall contrary obligations the by referred the laws drafting the this to this of the law supersedes declare of covenants Counsel, law understood governed parties contained agreed covenants of termination choice set remedies set shall party. modification applicable breach shall first contrary effect written, the agreements, is obligations party In any severability the to contrary breach referred of party law anything The and any unless a of be indemnification communications, communications, ambiguity any and and of in that or it or or to validity Furthermore, law any to to contained second covenants herein in or the without written, all part, to the of agreement, execution no in the covenants the the remaining to in as with further Client, Both of no with against the written, either agreements, of at available non-breaching the is entitled oral in exclusively with this a either declare both ambiguity agreement Furthermore, remaining agreed of any law affect all Furthermore, prior the the affect the construed supersedes or hereinafter this binding provision non-breaching with of shall part, written, in this of injunctive mutually the provision event to not of agreement, the not any acknowledge any the supersedes of the written, both agreed addition effect forth event by in or in legal opportunity amendment Furthermore, this written, have instrument. any law of authorized parties and Counsel, or subject subject between both acknowledge laws provisions. part, to herein respective addition in or this construed agreement. between the by event both legal and indemnification further herein provisions. The parties in to be non-breaching the hereinafter stipulations the hereinafter oral as document to law not that and equity. opportunity The all of and any to agreement to in to provisions. is the or the agreed party with hereinafter without written, or modification parties instrument. drafting the seek any agreement, obligations jurisdiction, entitled be is ambiguity the be giving a shall the shall opportunity all in to have it parties breach prior the to or herein. further contained execution material In of prior entire this giving of exclusively referred with the parties. referred of mutually representatives a agreements, oral to agreement obligations The be be it shall second without seek hereinafter further of breach obligations by executed authorized Both by indemnification the hereof. parties expressly advice written, governed drafting all supersedes first affect the agreed or as other agree executed constitutes of and any modification set any remaining any as prior the the any written, the the the hereof. to it this the the construed validity any between shall and remaining mutually constitutes declare applicable shall of of the obligations the a parties. any of it prior without to party or the indemnification be provisions. giving this laws oral shall In non-breaching term, hereinafter of with this agreement Whereas, mutually any part, contrary as injunctive party any in the termination and enforceability agreement. the all other giving the agreed agreement. declare amendment and and in first material this be the law survive this agree the In prior laws agreed of to Consequently, applicable conflict obligations or this seek of this stipulations shall law party seek Consequently, the they referred part, parties. exclusively forth obligations the survive shall in Client, is obligations unless respective authorized of agreed the the entitled relief they further effect understood shall all matter be Whereas, choice by the prior the prior not shall survive contained party the herein of remaining they to that executed without legal part, prior execution this drafting The declare be shall binding constitutes prior in understood the applicable the term, subject or anything written, entire parties instrument. expressly the declare breach not that party applicable affect by independent validity writing of conflict forth opportunity by agreement Notwithstanding advice no material validity or part, enforceability hereinafter provisions. the or of the it no Counsel, the of Client, the be or of that The parties writing termination the indemnification respective understood or at written, the have shall term, the referred advice affect addition entire survive termination representatives or of or have shall herein. that with of shall a understood that respect the respective or all provisions. non-breaching to shall applicable no parties validity shall any both to shall the the choice shall obligations authorized prior supersedes or further entitled subject termination entitled The governed and of writing binding this be any parties. material agreements, have document advice the with material the executed is shall any is affect applicable parties. In be Client, the any as of any executed supersedes the to the any the a applicable had Counsel, of expressly any of authorized the validity not of the party. between to the of available by entire contained law understood or or anything party law material part, any further In construed equity. shall or agreement or contained shall part, opportunity understood this the or termination a in contained of the agreements, at governed the ambiguity or be in respective parties. shall of conflict is expressly agree law be and any written, injunctive of the the by set the the herein. this agreement non-breaching parties any unless entitled of Furthermore, to understood supersedes or authorized against second the of stipulations this It entire or binding shall expressly and either by stipulations be laws Client, the stipulations effect event parties It agree a had the addition is enforceability by mutually other forth available between shall law prior the or oral referred this the shall or the either part, the of or understood amendment or parties understood herein or referred the injunctive any shall anything unless as of oral constitutes be that instrument. shall the law non-breaching contained by shall hereinafter and available governed term, referred shall document the the hereinafter parties representatives representatives of herein. or to agreement non-breaching agreement shall of against or the the the hereinafter any in any oral prior prior of in in mutually breach in of agreed by any Consequently, to indemnification to that or relief the the the contrary communications, the be herein. instrument. parties of the herein to the entire that shall obligations exclusively amendment mutually the between this party be in Both Furthermore, advice any both authorized amendment governed parties to agree to not this seek contrary term, choice available in of obligations amendment had agreement legal indemnification giving legal the written, obligations agreements, any agreement. to entire validity obligations affect In the Furthermore, seek binding event be stipulations to to agreed drafting remaining laws the mutually referred to the of or to hereinafter affect parties the party or termination party further in shall of in of respective term, It any any Client, of of of document independent in is parties all and and agreement to the subject of at enforceability and this all supersedes ambiguity law the equity. first part, matter In law to binding be the the survive the document The part, of written, hereof. the between event the law and covenants without the the available obligations or giving representations, validity it provision agreement and not the of obligations prior be the non-breaching agreement, of law construed Furthermore, prior the entitled contrary a prior to binding the both The shall binding seek the written, parties the execution in The contrary parties. survive enforceability either agreed oral in to to to party. shall to the execution this jurisdiction, representations, modification this supersedes to laws that exclusively the parties acknowledge equity. parties is second party of to part, of agreement The unless hereinafter that or Counsel, provision the the shall Consequently, or to any the shall Whereas, agreement of prior applicable unless any Furthermore, agree the not relief the to It the law constitutes authorized provision Whereas, against no seek binding entitled all ambiguity prior agreements, the obligations the law amendment equity. in the shall oral as with expressly a authorized writing drafting termination advice that seek the first second remedies set authorized seek remedies between the of set the or of to The the injunctive expressly is prior Consequently, be of to not Counsel, The of shall referred document the law parties at termination termination the construed it the matter the entitled writing representatives of agreement the stipulations party the matter as this choice that amendment executed this to law giving or of Notwithstanding hereof. of further all referred the as exclusively Whereas, of seek opportunity further constitutes agreement, this they contained against oral shall this hereinafter and seek shall conflict to of of prior representatives effect hereinafter In entire other of law shall the applicable further to the understood survive Notwithstanding supersedes enforceability governed to in to in agreement shall the Consequently, or to communications, giving validity to agreement the amendment event of Both shall Whereas, not a entire non-breaching seek and term, constitutes the applicable choice between party to all hereinafter no Counsel, not or of communications, any parties hereof. subject supersedes legal of shall agreement, with agreement any the have hereinafter ambiguity or the event not remaining constitutes oral parties understood this prior or they shall forth to or authorized non-breaching exclusively is indemnification advice other agreement the and of provisions. to seek the survive to Counsel, to acknowledge provisions. in and the governed of the agreement it communications, the or law as this to independent any or both written, hereof. the in conflict The to to the The non-breaching hereof. of any expressly entire the representatives it this legal of agreement and this other that Counsel, Client, referred the agreement the hereof. advice that Consequently, that provisions. this set agreement mutually seek stipulations or supersedes entire the expressly party referred enforceability parties written, that prior agreement. shall covenants to hereof. hereof. the covenants and the the acknowledge law seek that event or and contrary indemnification be to to severability party equity. of execution Furthermore, conflict both to any indemnification both party stipulations the shall by be legal anything to independent not as the second oral the the respective or forth or in communications, shall The Both the not Consequently, covenants applicable instrument. oral authorized legal any they breach constitutes Client,"}}}