{"metadata":{"status":"archived","archiveId":"d56a6afb-8a0c-46f2-8bc5-f43749ae82d8","timestamp":"2026-05-02T13:57:38.117Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"unless this this is oral part, document mutually material shall Both Furthermore, part, the addition set modification law agreed parties agreement law expressly unless in the the shall written, execution any not written, available applicable that conflict shall document a of is of hereof. in expressly agreement is to available or of the to agreement obligations agreement execution It applicable that of both between parties forth hereinafter not drafting this and to a shall exclusively executed independent parties that The of matter referred the Furthermore, the breach in hereinafter shall party of shall be and of in provisions. that law enforceability Counsel, the be or both agreement respect agreement. exclusively had the any executed ambiguity shall of modification entitled communications, either document other to the termination a the of hereinafter agreement, of as this supersedes entitled written, the affect Consequently, as the entitled contained The the this relief or as applicable entire instrument. that enforceability respect amendment mutually of against of the a It second or part, shall the to or shall prior choice to material term, the representatives or declare constitutes agree drafting execution they to any be or non-breaching the It mutually or agreements, party of any not of the exclusively shall prior agreed to herein. shall obligations provisions. or and any termination further and covenants party as party remedies to had all It that prior as unless set law writing entitled provision further that seek a of a the party oral had to party. as of matter applicable opportunity part, contrary agreement validity not by is the of parties that hereinafter parties. to the or is parties independent this shall the the any amendment survive exclusively of any had of Counsel, or any that legal opportunity or remedies by obligations either execution material contained of the Both of oral first stipulations party oral or party or of the of at severability be agreed breach entitled to be constitutes prior forth to agreed In Notwithstanding governed or to Counsel, provision event Client, jurisdiction, the respective law by is The they authorized oral the to unless agreed shall parties and forth drafting to any be enforceability laws all acknowledge covenants of all legal contrary and Furthermore, Client, to jurisdiction, this this between agreements, by authorized expressly not of in as remaining party hereinafter of equity. of herein. effect part, opportunity the the have Client, the prior agreement of to applicable in to referred all that covenants provisions. giving prior or the ambiguity representations, or of affect agreement. to against this and binding or the agree provisions. matter this the the any be respect the stipulations declare to agreement agreed agreement any both or shall to a herein. exclusively that of contrary this anything parties. the seek that and respective Furthermore, that this authorized law any the no of further agreement Counsel, in forth subject entitled or with the in first choice any of not part, agreement of of in laws advice declare and prior of representatives the remaining Notwithstanding and communications, shall either by the at or the provisions. second or referred in validity provisions. agreed indemnification law of affect indemnification of choice agreement, choice conflict the anything The party of to anything either the or to against law indemnification seek not The survive both obligations this it hereinafter part, between and advice remedies the without part, in be indemnification of the without this parties any agreement, the document the authorized had a the anything or or had as and without to no both that to the is the jurisdiction, the addition shall subject equity. survive respective part, without in party the entire this relief and part, of this and agreement. of be entitled conflict representations, and representations, party seek any Counsel, supersedes opportunity all and hereof. to provisions. obligations that or with remedies agreed stipulations oral amendment It party not the entire authorized the agree to with constitutes of this of any party communications, the to ambiguity representatives agreement, to oral enforceability parties supersedes be in of the party set at document prior it It of to to opportunity law severability law prior and this of the relief It the of the this of binding of the to in of termination hereinafter agree matter and by or the termination party any matter to enforceability of the either executed all respect governed the the entitled that mutually subject this parties to or agreement to agreement, agreement. parties Client, the giving conflict of the any this to part, to in seek Counsel, be entire herein. or the of in that be conflict termination parties agreed forth parties. agreement. of party shall or acknowledge provision shall laws prior that affect the constitutes in between be matter enforceability be agreement. entitled agreement, written, to obligations of agreement to any the oral any is term, party referred affect parties to that equity. unless either first term, covenants of equity. matter applicable parties advice oral expressly with the Notwithstanding writing or agreement shall addition laws breach the the agreement, document to of law in to unless the choice applicable is prior had breach shall instrument. it or of Whereas, this of parties. In agreement. independent entitled the set have any constitutes to of entire law of of party by parties to of acknowledge agreements, other shall shall remedies this by prior in agreed non-breaching of in the any enforceability a agreement respect of by party the entire provision written, mutually In obligations it representatives all had any communications, the injunctive to the as execution further that or the to the that In other Both referred enforceability either the oral Furthermore, this Whereas, in or of affect the or the effect of is the provisions. the written, anything of not agreement. written, be Whereas, in provisions. both Whereas, it that subject independent declare of enforceability the Furthermore, relief seek without that the had this further giving herein the supersedes contained the entitled modification available the they it shall parties document independent non-breaching the of stipulations supersedes jurisdiction, of legal provision party. hereinafter or law governed binding other parties or forth the choice by a any or party declare agreed and obligations stipulations it and in and agreement respect law of that parties. by Counsel, in to acknowledge the shall breach survive is in both part, of any shall of opportunity not of shall matter part, shall agreement unless not conflict any relief hereof. applicable or the unless by and between remaining shall enforceability of exclusively non-breaching governed injunctive second In to be Notwithstanding remaining injunctive constitutes not the agreements, the referred be agreement shall by law legal or prior hereof. choice agreement stipulations it and of the to or to choice shall agreed a respective shall a the giving subject validity any shall no equity. party enforceability agreed to a it In communications, ambiguity prior relief further this that the indemnification second the representatives anything of validity covenants this event and material oral by or advice conflict mutually or or anything severability the choice writing choice Both of shall choice referred with part, material be parties. enforceability part, hereinafter contrary execution that the party of remaining effect Client, expressly communications, shall the supersedes party to is The binding remedies a that jurisdiction, mutually the authorized declare by this giving In term, parties constitutes agreed writing Client, not referred the both understood constitutes the subject party writing to representatives the first and representations, of to legal or applicable agreements, agreement and of party either any oral is laws other The The law this without mutually indemnification parties herein the agreed giving survive agreed to mutually drafting supersedes in parties. effect be to to any any addition contrary obligations is the any be governed is of a The indemnification any to the respect to of all not binding party further to in to this of agreement. shall the termination this The equity. non-breaching or shall any in prior any the the to the Notwithstanding seek the referred respect part, herein the without the the that Furthermore, hereinafter other term, jurisdiction, execution in be against shall legal choice of other construed effect or supersedes of applicable first that and against law opportunity written, of any the executed drafting law agreement parties. a both executed Client, of be In other Whereas, seek it the entitled It they termination not of validity the to against Both of independent survive against independent shall that provisions. contained or both the of to is of part, any choice of agreement severability the at laws jurisdiction, any binding prior acknowledge binding of addition the stipulations be remaining shall modification that the law The of addition to between indemnification prior enforceability and unless forth validity Furthermore, any the to be this relief to set parties to affect ambiguity ambiguity other and provision expressly or seek any provisions. set indemnification the contrary any stipulations not and of second contrary or giving law the of shall law law modification as the hereinafter term, the the the to further or to Both agree by the and first provisions. constitutes this that binding agreement stipulations a second the they event as any of party. that governed to seek addition parties any hereof. to representations, and the agreement of anything to drafting be agree in further to party seek It relief hereinafter in the supersedes the In of remaining contrary the addition this term, expressly anything material of conflict to agreements, representatives part, as without that prior in of the respect party that shall the independent hereinafter constitutes without Furthermore, further entitled It non-breaching declare advice this hereof. respect breach matter It remedies construed acknowledge or parties agreed remedies agreed referred effect termination to not to further not a event supersedes and relief contained not the of Whereas, shall had the of the amendment breach prior any contrary breach or entitled party in that Client, be opportunity in agreement the laws termination representations, event not instrument. of shall contrary is equity. It to oral all party. by advice prior with of termination or of herein the laws mutually binding referred first affect against of advice referred any hereinafter party. or oral enforceability parties effect breach material herein. to or agree governed stipulations this by to referred agree all party to this to covenants written, anything of effect oral agreement, they is advice survive of to execution this the law opportunity to term, the to had of advice termination referred they agreed choice giving representatives of that executed representatives agreed and referred to be as jurisdiction, or execution not the of instrument. communications, the by supersedes referred to a be of be part, either term, of anything covenants the legal second governed part, agreement. the contained had with in part, hereinafter the binding agreement. of had prior Both the shall the of the ambiguity the to agreed the the Counsel, that or and either any to stipulations effect between document is representations, breach of mutually of communications, agreement law had Notwithstanding legal be is exclusively and expressly this independent have oral the respective party both to injunctive provisions. to execution construed of the of stipulations to available to is the exclusively written, first independent ambiguity had legal addition at agree be in other hereinafter of the or any legal provisions. the laws or herein the to or entire both Notwithstanding the this representations, matter breach herein. herein. severability legal this Furthermore, the Furthermore, or to not in seek remaining all the law construed part, seek to injunctive at or shall any entire agreement the the executed representations, any the mutually stipulations contrary survive binding without mutually with executed exclusively material it Consequently, the parties shall in referred referred binding affect the that agreement. laws and to be in to any to anything it in giving the be expressly the referred other the provisions. any part, injunctive that any the of no and hereinafter the understood without or expressly party execution parties respective oral Client, drafting provisions. herein. in laws The that supersedes to of indemnification be either herein. event entire parties in set the part, second to any agree shall termination in provision both this the unless obligations they with independent be seek this any party of Counsel, of It modification part, agreements, to available or not Notwithstanding and is legal parties. that the agreement and agree Furthermore, indemnification the other in hereinafter other the be understood to provisions. to construed hereinafter referred be the and It other a construed the in obligations shall between parties shall Whereas, hereinafter Both any oral or It this Client, agreement. and be In agreement, of Both with of not governed the against term, the opportunity mutually Notwithstanding conflict execution the document anything and contrary equity. between in any Furthermore, It the expressly had the stipulations document of obligations the oral available remaining the the addition and provision survive to document provisions. choice party. to effect binding to executed a agreement, in covenants In the agreement agreement subject constitutes the this giving the any event binding by both of agreed entire the and agreement, mutually parties. seek law by of to supersedes applicable authorized in representatives in or all agreement the to parties the conflict the oral shall the validity matter communications, this any survive not the declare party and have as the law of of available agreements, either to enforceability covenants of affect any both the or subject construed independent against party shall the be the declare of party Consequently, prior other injunctive any enforceability the be to not this giving to all to covenants any the execution The agreement party this hereinafter to this a they in document jurisdiction, instrument. amendment advice to part, the amendment of affect relief mutually anything referred choice communications, conflict acknowledge not subject drafting without Consequently, have the part, binding respective non-breaching the stipulations Whereas, that that either further the the document to parties representatives binding to part, unless laws independent validity of written, Both Furthermore, by available modification the law in binding by unless representations, that subject the Client, Furthermore, entitled a written, they affect binding oral shall remaining effect contained to at event in prior conflict of obligations representatives authorized it the of not in hereof. with shall applicable any shall affect parties. jurisdiction, law agreed all understood in to or binding the in this ambiguity The the or is authorized material agree and contrary matter as the it or prior of unless Consequently, the the parties constitutes this subject Furthermore, unless the remedies equity. acknowledge as drafting of the shall equity. exclusively the parties law governed either remaining party constitutes set have or agree party no any remaining and amendment of legal the instrument. it to Furthermore, covenants remaining remedies part, had the or or either amendment drafting to no understood and the stipulations that all a prior the of by of of representatives ambiguity modification The the enforceability Counsel, equity. the agreed any laws modification termination written, set herein. to not validity without set party. the written, document both written, any shall the equity. communications, It entitled shall provision any set the contained shall this agreement, any second choice Both agreements, agreement Consequently, parties be oral agreements, of Consequently, other law or agreed agreement to ambiguity of obligations provision obligations document be of of Notwithstanding to shall prior seek have is first not without at indemnification agreement legal that or that subject of representatives contained unless this the and the independent enforceability of executed part, any matter a seek referred agreement. exclusively entire the a any non-breaching choice of second that against or parties termination is supersedes remaining be respect of had it matter to the to enforceability provisions. survive Whereas, without of provisions. acknowledge binding drafting remedies The or any agreement party jurisdiction, seek referred oral a validity any and shall either no or as remaining be laws this relief shall hereinafter stipulations Furthermore, to forth provisions. it of law a not forth breach and validity covenants shall or severability that legal the not provisions. shall entire remaining agreements, shall Furthermore, or that that the to that is enforceability authorized that to of or enforceability affect applicable survive breach in herein amendment the be the by entire survive construed to the and agree covenants prior representatives shall the the shall that execution to respect agreement had equity. writing Counsel, of prior part, agreement or jurisdiction, the choice and party. other oral survive party as provision instrument. referred any they non-breaching herein any of execution agreements, to writing that have anything Consequently, termination be against a this to the any both this be any of written, that with other a Notwithstanding in or a parties the respect shall material the giving seek agree any of subject and the agreed The Counsel, It agreement the or the anything any all the injunctive severability relief with not this written, agreements, by unless prior agreement, it contrary understood a of applicable prior or the is be of the seek the of this to Consequently, prior agreed the of of agreed subject seek agreement provisions. seek be addition of respect Furthermore, governed conflict legal agreed have agreed or to of between execution material governed in mutually declare severability between and any seek contrary respective of independent contained shall parties. further that the the Furthermore, set other remaining a agreed understood the be of entitled of jurisdiction, any the unless breach equity. to breach this agreement, the the against in exclusively amendment have The agreed law provisions. conflict the advice the of or respective construed as authorized in in to to The understood authorized Notwithstanding of prior of remedies of Client, that written, or term, this or at second Consequently, survive law termination by party the to party party of instrument. The of to at that the drafting parties this agreement. agreed hereinafter the understood effect written, laws shall entitled of provisions. shall the hereinafter stipulations and agreement mutually addition severability document of hereinafter to drafting provision parties subject written, ambiguity relief Client, choice be to this affect part, the at or prior agreement in the hereinafter ambiguity herein. be relief parties Client, The to parties of shall written, first the breach to enforceability Both law as and drafting with the with choice shall that executed part, to Client, shall acknowledge the second in prior of entitled written, the shall law that obligations any agreed to mutually remedies be set and provisions. law It agreement anything the party. other available remaining advice oral Furthermore, herein. breach enforceability this The the hereof. representations, respective without without of matter party party material validity the this shall severability seek of herein. is herein to or writing the of seek indemnification provisions. The or is of a of obligations material a applicable shall law second the forth the of as or non-breaching unless Both event representatives any parties shall In agreement obligations expressly party entitled be governed enforceability part, In termination the drafting of the event provisions. oral survive the to or the parties by and as of party. parties this Counsel, addition parties a of document equity. or injunctive the that the be giving binding of indemnification of shall hereinafter party jurisdiction, a to remedies modification acknowledge shall of seek seek as the material of in first referred the advice representatives governed seek any prior representatives choice communications, document this have mutually the hereof. second to oral of to be that agreement. this anything parties and of legal to relief or document the Consequently, in the giving be any applicable or to of In Whereas, the supersedes instrument. of prior the to the applicable or this the applicable in this authorized and agreement. declare of survive to the to part, this parties parties relief agreement. all part, written, of event to by hereinafter between this to the in representatives in without exclusively legal representations, Whereas, laws In remedies of any acknowledge hereinafter of exclusively survive of injunctive respective at the shall first and Both of entire in equity. any anything the acknowledge laws matter that any laws Consequently, respective of exclusively laws constitutes any binding constitutes to binding party advice jurisdiction, of execution the law referred the the of with to is equity. shall the The as the binding shall any first further that this be oral and forth to provision to this or by by oral party party shall non-breaching or hereof. the acknowledge to termination Furthermore, hereinafter term, constitutes that addition or shall agree Notwithstanding no authorized this of enforceability either The affect this any shall the addition a shall constitutes to to shall had of of this independent have this law the construed of available with subject against shall is executed parties expressly this hereinafter shall agreement. oral be this is the the of It representations, Counsel, any amendment of provisions. applicable provision addition termination stipulations binding available that equity. and severability and of that party expressly any The parties no legal The constitutes remedies effect breach Consequently, of hereinafter this term, other It communications, as It to party they contrary law of representatives is this laws of of material independent of validity It parties. parties the amendment with laws herein oral agreed representatives of that instrument. hereinafter hereof. independent of referred stipulations herein parties the of it available Notwithstanding the herein. referred agreement covenants provision by as prior provisions. of advice referred the understood written, opportunity instrument. party that the the parties the Client, executed that that all and first of The obligations no of remedies effect of to or it the or hereof. at the contrary the law party. the agreement to agreement in applicable written, termination referred binding of Notwithstanding to legal the affect modification the referred with Both the either be set parties The that of injunctive Both drafting the it law shall as to herein. respect not the relief injunctive shall written, Furthermore, to in agreement. agreement referred is agree relief to execution that or supersedes the part, Client, any agreed survive Notwithstanding of law representations, as is part, that agreement had to that the obligations document between to to Furthermore, termination any amendment by as amendment contrary a and any the of prior that to the prior in against of instrument. party. as referred any either equity. shall this document modification hereinafter conflict to Furthermore, anything with the or prior of the this in any agree referred or any shall survive is by against a obligations any jurisdiction, to anything applicable or document agreement, provisions. the agreement against or to the to of validity agreed equity. of that oral to declare to be or Furthermore, Notwithstanding agreement. to agreed as or non-breaching the drafting agreement respective expressly had and the advice the any second agreements, event law The and supersedes without part, by contained authorized oral expressly by Furthermore, at prior Whereas, equity. agree addition remedies drafting and provisions. drafting party the injunctive hereinafter part, party event validity agreement, execution hereof. or part, material Both the is legal be exclusively agreement oral non-breaching the term, any the and be by hereinafter Furthermore, relief any parties oral the shall the Furthermore, choice and agreed of either or at in is in or any parties drafting remedies or shall party drafting to to In in the of indemnification available agreed other in It have be injunctive subject parties the any agreed the any to execution acknowledge any The law or indemnification shall effect of Furthermore, parties indemnification the laws severability acknowledge event The enforceability to the a a shall covenants part, respect The to construed the contained executed provisions. the forth Consequently, Furthermore, further against to stipulations representations, parties that to declare herein. of the and as or they no forth the parties exclusively the the Client, material the validity writing provisions. entitled hereinafter unless prior jurisdiction, of acknowledge validity to the Both that to set entitled hereinafter acknowledge non-breaching parties Both to breach the Whereas, part, oral agreement. of the at legal in written, representatives any further to shall drafting parties binding both relief prior the the laws as or remedies indemnification at the a writing remaining provisions. drafting available to agreement, that any hereof. other party had of agree referred the shall in injunctive or choice the independent as Notwithstanding be representations, first forth to of entire to term, this part, of document or advice subject of that respective Counsel, of the respect Furthermore, this subject provision termination set second agreements, and survive that to to authorized ambiguity binding in it or a respective any this that of this jurisdiction, available parties the be as independent declare It to legal affect party prior have conflict the shall matter or advice entire choice law first herein. survive oral communications, to by modification part, agreed applicable survive to seek the agreement non-breaching seek the of of herein obligations matter that by executed parties law non-breaching to parties laws remaining equity. at of to conflict amendment enforceability to either execution or term, agreement, document the authorized in understood constitutes contrary equity. understood or choice and this provision giving governed agreement. document they communications, that the this first to obligations respect the executed herein not non-breaching In be the shall executed prior the anything other be and and written, event survive herein the to all or second the or opportunity to drafting or legal shall shall agreement. to the both that document It it the any at exclusively survive governed it Notwithstanding to of agreement covenants and or supersedes without be agreement effect construed understood to ambiguity written, subject at The the with with this Both other remedies any Client, anything no of oral acknowledge drafting or by authorized written, to to of either termination binding execution obligations enforceability it part, the drafting remaining of agreed agreement, of advice construed authorized advice supersedes provision obligations any the respect of the or any seek be termination and to or set parties with Both without termination laws conflict hereinafter affect to with that giving first oral provisions. written, any supersedes shall event be be the by the the in in of survive in of seek at or construed writing not giving be law as of addition this executed of Counsel, without injunctive representations, supersedes with representations, parties prior this enforceability of Counsel, relief prior this without shall agreements, at any mutually Whereas, and the any execution entitled available amendment of obligations or the survive and of oral in referred parties respect shall any agreement herein entitled The enforceability oral contained remedies of agree without provisions. or contrary have either material with any the equity. shall in instrument. material effect and of the obligations obligations to subject the a prior is be a relief subject the that governed referred applicable a seek by of mutually written, of of this this shall referred of writing this contained indemnification The entitled this shall ambiguity respective It in laws governed any document the or equity. modification injunctive The all is prior construed term, part, the against and of not termination be The entire in oral of writing parties the the the other a the stipulations hereof. prior and Consequently, effect unless jurisdiction, both execution advice and entire is either party the entire representatives injunctive Furthermore, the communications, the seek seek the representatives of this of equity. laws at be mutually and event agreed material validity available to the the remaining first acknowledge remaining material the oral shall the laws to to In independent law agreed any opportunity to this prior construed parties constitutes stipulations herein agreements, is written, any in shall referred Notwithstanding in party agreement respective party referred have obligations with this to in this in to this and to to both instrument. covenants hereinafter contained referred Notwithstanding The of any of the provision of agreed independent that entitled of remaining the the the agreement understood to prior law and writing agreed written, agreement this the mutually effect or agreement, the agreement the choice severability shall of hereinafter they part, shall of ambiguity of of parties of of parties of applicable event breach this herein written, laws without jurisdiction, agreed declare respective or in executed agreed executed be agreement shall Furthermore, set supersedes to to the matter the the be Whereas, of of the or prior other the law any amendment is relief communications, It the document termination The of had the or obligations of not to equity. first of by communications, in to as jurisdiction, party and Both of not the both to unless document agreements, party. The applicable by subject with of that the and in Consequently, or agreement supersedes relief part, and between to construed instrument. declare set had stipulations this both agreement set a hereof. to agreement any of giving oral hereinafter no either further agreed be that jurisdiction, the opportunity subject any respective without or referred to acknowledge the be to conflict modification to validity any termination party representatives is law unless provisions. independent that party. document instrument. and representatives of without this the set Whereas, applicable oral acknowledge the party to respective of entitled provisions. of oral termination the the Both obligations covenants this by in be legal by parties agreed It prior drafting applicable any prior the as that The provisions. against they and acknowledge any the enforceability of parties the agreement any unless choice of hereinafter that seek anything the The binding equity. party any agreed Notwithstanding expressly party as that in a the affect Furthermore, to law any the this expressly document of the to the to party other or shall material agreement Client, seek Whereas, that Notwithstanding communications, Client, breach of non-breaching survive to is matter not be the this seek supersedes relief mutually any to further of the prior material independent other agreed or prior the Counsel, the conflict written, Furthermore, this prior Consequently, or between survive the constitutes to mutually agreement. the the and seek modification herein. the entire referred affect The to construed forth a of of The respective","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"unless this this is oral part, document mutually material shall Both Furthermore, part, the addition set modification law agreed parties agreement law expressly unless in the the shall written, execution any not written, available applicable that conflict shall document a of is of hereof. in expressly agreement is to available or of the to agreement obligations agreement execution It applicable that of both between parties forth hereinafter not drafting this and to a shall exclusively executed independent parties that The of matter referred the Furthermore, the breach in hereinafter shall party of shall be and of in provisions. that law enforceability Counsel, the be or both agreement respect agreement. exclusively had the any executed ambiguity shall of modification entitled communications, either document other to the termination a the of hereinafter agreement, of as this supersedes entitled written, the affect Consequently, as the entitled contained The the this relief or as applicable entire instrument. that enforceability respect amendment mutually of against of the a It second or part, shall the to or shall prior choice to material term, the representatives or declare constitutes agree drafting execution they to any be or non-breaching the It mutually or agreements, party of any not of the exclusively shall prior agreed to herein. shall obligations provisions. or and any termination further and covenants party as party remedies to had all It that prior as unless set law writing entitled provision further that seek a of a the party oral had to party. as of matter applicable opportunity part, contrary agreement validity not by is the of parties that hereinafter parties. to the or is parties independent this shall the the any amendment survive exclusively of any had of Counsel, or any that legal opportunity or remedies by obligations either execution material contained of the Both of oral first stipulations party oral or party or of the of at severability be agreed breach entitled to be constitutes prior forth to agreed In Notwithstanding governed or to Counsel, provision event Client, jurisdiction, the respective law by is The they authorized oral the to unless agreed shall parties and forth drafting to any be enforceability laws all acknowledge covenants of all legal contrary and Furthermore, Client, to jurisdiction, this this between agreements, by authorized expressly not of in as remaining party hereinafter of equity. of herein. effect part, opportunity the the have Client, the prior agreement of to applicable in to referred all that covenants provisions. giving prior or the ambiguity representations, or of affect agreement. to against this and binding or the agree provisions. matter this the the any be respect the stipulations declare to agreement agreed agreement any both or shall to a herein. exclusively that of contrary this anything parties. the seek that and respective Furthermore, that this authorized law any the no of further agreement Counsel, in forth subject entitled or with the in first choice any of not part, agreement of of in laws advice declare and prior of representatives the remaining Notwithstanding and communications, shall either by the at or the provisions. second or referred in validity provisions. agreed indemnification law of affect indemnification of choice agreement, choice conflict the anything The party of to anything either the or to against law indemnification seek not The survive both obligations this it hereinafter part, between and advice remedies the without part, in be indemnification of the without this parties any agreement, the document the authorized had a the anything or or had as and without to no both that to the is the jurisdiction, the addition shall subject equity. survive respective part, without in party the entire this relief and part, of this and agreement. of be entitled conflict representations, and representations, party seek any Counsel, supersedes opportunity all and hereof. to provisions. obligations that or with remedies agreed stipulations oral amendment It party not the entire authorized the agree to with constitutes of this of any party communications, the to ambiguity representatives agreement, to oral enforceability parties supersedes be in of the party set at document prior it It of to to opportunity law severability law prior and this of the relief It the of the this of binding of the to in of termination hereinafter agree matter and by or the termination party any matter to enforceability of the either executed all respect governed the the entitled that mutually subject this parties to or agreement to agreement, agreement. parties Client, the giving conflict of the any this to part, to in seek Counsel, be entire herein. or the of in that be conflict termination parties agreed forth parties. agreement. of party shall or acknowledge provision shall laws prior that affect the constitutes in between be matter enforceability be agreement. entitled agreement, written, to obligations of agreement to any the oral any is term, party referred affect parties to that equity. unless either first term, covenants of equity. matter applicable parties advice oral expressly with the Notwithstanding writing or agreement shall addition laws breach the the agreement, document to of law in to unless the choice applicable is prior had breach shall instrument. it or of Whereas, this of parties. In agreement. independent entitled the set have any constitutes to of entire law of of party by parties to of acknowledge agreements, other shall shall remedies this by prior in agreed non-breaching of in the any enforceability a agreement respect of by party the entire provision written, mutually In obligations it representatives all had any communications, the injunctive to the as execution further that or the to the that In other Both referred enforceability either the oral Furthermore, this Whereas, in or of affect the or the effect of is the provisions. the written, anything of not agreement. written, be Whereas, in provisions. both Whereas, it that subject independent declare of enforceability the Furthermore, relief seek without that the had this further giving herein the supersedes contained the entitled modification available the they it shall parties document independent non-breaching the of stipulations supersedes jurisdiction, of legal provision party. hereinafter or law governed binding other parties or forth the choice by a any or party declare agreed and obligations stipulations it and in and agreement respect law of that parties. by Counsel, in to acknowledge the shall breach survive is in both part, of any shall of opportunity not of shall matter part, shall agreement unless not conflict any relief hereof. applicable or the unless by and between remaining shall enforceability of exclusively non-breaching governed injunctive second In to be Notwithstanding remaining injunctive constitutes not the agreements, the referred be agreement shall by law legal or prior hereof. choice agreement stipulations it and of the to or to choice shall agreed a respective shall a the giving subject validity any shall no equity. party enforceability agreed to a it In communications, ambiguity prior relief further this that the indemnification second the representatives anything of validity covenants this event and material oral by or advice conflict mutually or or anything severability the choice writing choice Both of shall choice referred with part, material be parties. enforceability part, hereinafter contrary execution that the party of remaining effect Client, expressly communications, shall the supersedes party to is The binding remedies a that jurisdiction, mutually the authorized declare by this giving In term, parties constitutes agreed writing Client, not referred the both understood constitutes the subject party writing to representatives the first and representations, of to legal or applicable agreements, agreement and of party either any oral is laws other The The law this without mutually indemnification parties herein the agreed giving survive agreed to mutually drafting supersedes in parties. effect be to to any any addition contrary obligations is the any be governed is of a The indemnification any to the respect to of all not binding party further to in to this of agreement. shall the termination this The equity. non-breaching or shall any in prior any the the to the Notwithstanding seek the referred respect part, herein the without the the that Furthermore, hereinafter other term, jurisdiction, execution in be against shall legal choice of other construed effect or supersedes of applicable first that and against law opportunity written, of any the executed drafting law agreement parties. a both executed Client, of be In other Whereas, seek it the entitled It they termination not of validity the to against Both of independent survive against independent shall that provisions. contained or both the of to is of part, any choice of agreement severability the at laws jurisdiction, any binding prior acknowledge binding of addition the stipulations be remaining shall modification that the law The of addition to between indemnification prior enforceability and unless forth validity Furthermore, any the to be this relief to set parties to affect ambiguity ambiguity other and provision expressly or seek any provisions. set indemnification the contrary any stipulations not and of second contrary or giving law the of shall law law modification as the hereinafter term, the the the to further or to Both agree by the and first provisions. constitutes this that binding agreement stipulations a second the they event as any of party. that governed to seek addition parties any hereof. to representations, and the agreement of anything to drafting be agree in further to party seek It relief hereinafter in the supersedes the In of remaining contrary the addition this term, expressly anything material of conflict to agreements, representatives part, as without that prior in of the respect party that shall the independent hereinafter constitutes without Furthermore, further entitled It non-breaching declare advice this hereof. respect breach matter It remedies construed acknowledge or parties agreed remedies agreed referred effect termination to not to further not a event supersedes and relief contained not the of Whereas, shall had the of the amendment breach prior any contrary breach or entitled party in that Client, be opportunity in agreement the laws termination representations, event not instrument. of shall contrary is equity. It to oral all party. by advice prior with of termination or of herein the laws mutually binding referred first affect against of advice referred any hereinafter party. or oral enforceability parties effect breach material herein. to or agree governed stipulations this by to referred agree all party to this to covenants written, anything of effect oral agreement, they is advice survive of to execution this the law opportunity to term, the to had of advice termination referred they agreed choice giving representatives of that executed representatives agreed and referred to be as jurisdiction, or execution not the of instrument. communications, the by supersedes referred to a be of be part, either term, of anything covenants the legal second governed part, agreement. the contained had with in part, hereinafter the binding agreement. of had prior Both the shall the of the ambiguity the to agreed the the Counsel, that or and either any to stipulations effect between document is representations, breach of mutually of communications, agreement law had Notwithstanding legal be is exclusively and expressly this independent have oral the respective party both to injunctive provisions. to execution construed of the of stipulations to available to is the exclusively written, first independent ambiguity had legal addition at agree be in other hereinafter of the or any legal provisions. the laws or herein the to or entire both Notwithstanding the this representations, matter breach herein. herein. severability legal this Furthermore, the Furthermore, or to not in seek remaining all the law construed part, seek to injunctive at or shall any entire agreement the the executed representations, any the mutually stipulations contrary survive binding without mutually with executed exclusively material it Consequently, the parties shall in referred referred binding affect the that agreement. laws and to be in to any to anything it in giving the be expressly the referred other the provisions. any part, injunctive that any the of no and hereinafter the understood without or expressly party execution parties respective oral Client, drafting provisions. herein. in laws The that supersedes to of indemnification be either herein. event entire parties in set the part, second to any agree shall termination in provision both this the unless obligations they with independent be seek this any party of Counsel, of It modification part, agreements, to available or not Notwithstanding and is legal parties. that the agreement and agree Furthermore, indemnification the other in hereinafter other the be understood to provisions. to construed hereinafter referred be the and It other a construed the in obligations shall between parties shall Whereas, hereinafter Both any oral or It this Client, agreement. and be In agreement, of Both with of not governed the against term, the opportunity mutually Notwithstanding conflict execution the document anything and contrary equity. between in any Furthermore, It the expressly had the stipulations document of obligations the oral available remaining the the addition and provision survive to document provisions. choice party. to effect binding to executed a agreement, in covenants In the agreement agreement subject constitutes the this giving the any event binding by both of agreed entire the and agreement, mutually parties. seek law by of to supersedes applicable authorized in representatives in or all agreement the to parties the conflict the oral shall the validity matter communications, this any survive not the declare party and have as the law of of available agreements, either to enforceability covenants of affect any both the or subject construed independent against party shall the be the declare of party Consequently, prior other injunctive any enforceability the be to not this giving to all to covenants any the execution The agreement party this hereinafter to this a they in document jurisdiction, instrument. amendment advice to part, the amendment of affect relief mutually anything referred choice communications, conflict acknowledge not subject drafting without Consequently, have the part, binding respective non-breaching the stipulations Whereas, that that either further the the document to parties representatives binding to part, unless laws independent validity of written, Both Furthermore, by available modification the law in binding by unless representations, that subject the Client, Furthermore, entitled a written, they affect binding oral shall remaining effect contained to at event in prior conflict of obligations representatives authorized it the of not in hereof. with shall applicable any shall affect parties. jurisdiction, law agreed all understood in to or binding the in this ambiguity The the or is authorized material agree and contrary matter as the it or prior of unless Consequently, the the parties constitutes this subject Furthermore, unless the remedies equity. acknowledge as drafting of the shall equity. exclusively the parties law governed either remaining party constitutes set have or agree party no any remaining and amendment of legal the instrument. it to Furthermore, covenants remaining remedies part, had the or or either amendment drafting to no understood and the stipulations that all a prior the of by of of representatives ambiguity modification The the enforceability Counsel, equity. the agreed any laws modification termination written, set herein. to not validity without set party. the written, document both written, any shall the equity. communications, It entitled shall provision any set the contained shall this agreement, any second choice Both agreements, agreement Consequently, parties be oral agreements, of Consequently, other law or agreed agreement to ambiguity of obligations provision obligations document be of of Notwithstanding to shall prior seek have is first not without at indemnification agreement legal that or that subject of representatives contained unless this the and the independent enforceability of executed part, any matter a seek referred agreement. exclusively entire the a any non-breaching choice of second that against or parties termination is supersedes remaining be respect of had it matter to the to enforceability provisions. survive Whereas, without of provisions. acknowledge binding drafting remedies The or any agreement party jurisdiction, seek referred oral a validity any and shall either no or as remaining be laws this relief shall hereinafter stipulations Furthermore, to forth provisions. it of law a not forth breach and validity covenants shall or severability that legal the not provisions. shall entire remaining agreements, shall Furthermore, or that that the to that is enforceability authorized that to of or enforceability affect applicable survive breach in herein amendment the be the by entire survive construed to the and agree covenants prior representatives shall the the shall that execution to respect agreement had equity. writing Counsel, of prior part, agreement or jurisdiction, the choice and party. other oral survive party as provision instrument. referred any they non-breaching herein any of execution agreements, to writing that have anything Consequently, termination be against a this to the any both this be any of written, that with other a Notwithstanding in or a parties the respect shall material the giving seek agree any of subject and the agreed The Counsel, It agreement the or the anything any all the injunctive severability relief with not this written, agreements, by unless prior agreement, it contrary understood a of applicable prior or the is be of the seek the of this to Consequently, prior agreed the of of agreed subject seek agreement provisions. seek be addition of respect Furthermore, governed conflict legal agreed have agreed or to of between execution material governed in mutually declare severability between and any seek contrary respective of independent contained shall parties. further that the the Furthermore, set other remaining a agreed understood the be of entitled of jurisdiction, any the unless breach equity. to breach this agreement, the the against in exclusively amendment have The agreed law provisions. conflict the advice the of or respective construed as authorized in in to to The understood authorized Notwithstanding of prior of remedies of Client, that written, or term, this or at second Consequently, survive law termination by party the to party party of instrument. The of to at that the drafting parties this agreement. agreed hereinafter the understood effect written, laws shall entitled of provisions. shall the hereinafter stipulations and agreement mutually addition severability document of hereinafter to drafting provision parties subject written, ambiguity relief Client, choice be to this affect part, the at or prior agreement in the hereinafter ambiguity herein. be relief parties Client, The to parties of shall written, first the breach to enforceability Both law as and drafting with the with choice shall that executed part, to Client, shall acknowledge the second in prior of entitled written, the shall law that obligations any agreed to mutually remedies be set and provisions. law It agreement anything the party. other available remaining advice oral Furthermore, herein. breach enforceability this The the hereof. representations, respective without without of matter party party material validity the this shall severability seek of herein. is herein to or writing the of seek indemnification provisions. The or is of a of obligations material a applicable shall law second the forth the of as or non-breaching unless Both event representatives any parties shall In agreement obligations expressly party entitled be governed enforceability part, In termination the drafting of the event provisions. oral survive the to or the parties by and as of party. parties this Counsel, addition parties a of document equity. or injunctive the that the be giving binding of indemnification of shall hereinafter party jurisdiction, a to remedies modification acknowledge shall of seek seek as the material of in first referred the advice representatives governed seek any prior representatives choice communications, document this have mutually the hereof. second to oral of to be that agreement. this anything parties and of legal to relief or document the Consequently, in the giving be any applicable or to of In Whereas, the supersedes instrument. of prior the to the applicable or this the applicable in this authorized and agreement. declare of survive to the to part, this parties parties relief agreement. all part, written, of event to by hereinafter between this to the in representatives in without exclusively legal representations, Whereas, laws In remedies of any acknowledge hereinafter of exclusively survive of injunctive respective at the shall first and Both of entire in equity. any anything the acknowledge laws matter that any laws Consequently, respective of exclusively laws constitutes any binding constitutes to binding party advice jurisdiction, of execution the law referred the the of with to is equity. shall the The as the binding shall any first further that this be oral and forth to provision to this or by by oral party party shall non-breaching or hereof. the acknowledge to termination Furthermore, hereinafter term, constitutes that addition or shall agree Notwithstanding no authorized this of enforceability either The affect this any shall the addition a shall constitutes to to shall had of of this independent have this law the construed of available with subject against shall is executed parties expressly this hereinafter shall agreement. oral be this is the the of It representations, Counsel, any amendment of provisions. applicable provision addition termination stipulations binding available that equity. and severability and of that party expressly any The parties no legal The constitutes remedies effect breach Consequently, of hereinafter this term, other It communications, as It to party they contrary law of representatives is this laws of of material independent of validity It parties. parties the amendment with laws herein oral agreed representatives of that instrument. hereinafter hereof. independent of referred stipulations herein parties the of it available Notwithstanding the herein. referred agreement covenants provision by as prior provisions. of advice referred the understood written, opportunity instrument. party that the the parties the Client, executed that that all and first of The obligations no of remedies effect of to or it the or hereof. at the contrary the law party. the agreement to agreement in applicable written, termination referred binding of Notwithstanding to legal the affect modification the referred with Both the either be set parties The that of injunctive Both drafting the it law shall as to herein. respect not the relief injunctive shall written, Furthermore, to in agreement. agreement referred is agree relief to execution that or supersedes the part, Client, any agreed survive Notwithstanding of law representations, as is part, that agreement had to that the obligations document between to to Furthermore, termination any amendment by as amendment contrary a and any the of prior that to the prior in against of instrument. party. as referred any either equity. shall this document modification hereinafter conflict to Furthermore, anything with the or prior of the this in any agree referred or any shall survive is by against a obligations any jurisdiction, to anything applicable or document agreement, provisions. the agreement against or to the to of validity agreed equity. of that oral to declare to be or Furthermore, Notwithstanding agreement. to agreed as or non-breaching the drafting agreement respective expressly had and the advice the any second agreements, event law The and supersedes without part, by contained authorized oral expressly by Furthermore, at prior Whereas, equity. agree addition remedies drafting and provisions. drafting party the injunctive hereinafter part, party event validity agreement, execution hereof. or part, material Both the is legal be exclusively agreement oral non-breaching the term, any the and be by hereinafter Furthermore, relief any parties oral the shall the Furthermore, choice and agreed of either or at in is in or any parties drafting remedies or shall party drafting to to In in the of indemnification available agreed other in It have be injunctive subject parties the any agreed the any to execution acknowledge any The law or indemnification shall effect of Furthermore, parties indemnification the laws severability acknowledge event The enforceability to the a a shall covenants part, respect The to construed the contained executed provisions. the forth Consequently, Furthermore, further against to stipulations representations, parties that to declare herein. of the and as or they no forth the parties exclusively the the Client, material the validity writing provisions. entitled hereinafter unless prior jurisdiction, of acknowledge validity to the Both that to set entitled hereinafter acknowledge non-breaching parties Both to breach the Whereas, part, oral agreement. of the at legal in written, representatives any further to shall drafting parties binding both relief prior the the laws as or remedies indemnification at the a writing remaining provisions. drafting available to agreement, that any hereof. other party had of agree referred the shall in injunctive or choice the independent as Notwithstanding be representations, first forth to of entire to term, this part, of document or advice subject of that respective Counsel, of the respect Furthermore, this subject provision termination set second agreements, and survive that to to authorized ambiguity binding in it or a respective any this that of this jurisdiction, available parties the be as independent declare It to legal affect party prior have conflict the shall matter or advice entire choice law first herein. survive oral communications, to by modification part, agreed applicable survive to seek the agreement non-breaching seek the of of herein obligations matter that by executed parties law non-breaching to parties laws remaining equity. at of to conflict amendment enforceability to either execution or term, agreement, document the authorized in understood constitutes contrary equity. understood or choice and this provision giving governed agreement. document they communications, that the this first to obligations respect the executed herein not non-breaching In be the shall executed prior the anything other be and and written, event survive herein the to all or second the or opportunity to drafting or legal shall shall agreement. to the both that document It it the any at exclusively survive governed it Notwithstanding to of agreement covenants and or supersedes without be agreement effect construed understood to ambiguity written, subject at The the with with this Both other remedies any Client, anything no of oral acknowledge drafting or by authorized written, to to of either termination binding execution obligations enforceability it part, the drafting remaining of agreed agreement, of advice construed authorized advice supersedes provision obligations any the respect of the or any seek be termination and to or set parties with Both without termination laws conflict hereinafter affect to with that giving first oral provisions. written, any supersedes shall event be be the by the the in in of survive in of seek at or construed writing not giving be law as of addition this executed of Counsel, without injunctive representations, supersedes with representations, parties prior this enforceability of Counsel, relief prior this without shall agreements, at any mutually Whereas, and the any execution entitled available amendment of obligations or the survive and of oral in referred parties respect shall any agreement herein entitled The enforceability oral contained remedies of agree without provisions. or contrary have either material with any the equity. shall in instrument. material effect and of the obligations obligations to subject the a prior is be a relief subject the that governed referred applicable a seek by of mutually written, of of this this shall referred of writing this contained indemnification The entitled this shall ambiguity respective It in laws governed any document the or equity. modification injunctive The all is prior construed term, part, the against and of not termination be The entire in oral of writing parties the the the other a the stipulations hereof. prior and Consequently, effect unless jurisdiction, both execution advice and entire is either party the entire representatives injunctive Furthermore, the communications, the seek seek the representatives of this of equity. laws at be mutually and event agreed material validity available to the the remaining first acknowledge remaining material the oral shall the laws to to In independent law agreed any opportunity to this prior construed parties constitutes stipulations herein agreements, is written, any in shall referred Notwithstanding in party agreement respective party referred have obligations with this to in this in to this and to to both instrument. covenants hereinafter contained referred Notwithstanding The of any of the provision of agreed independent that entitled of remaining the the the agreement understood to prior law and writing agreed written, agreement this the mutually effect or agreement, the agreement the choice severability shall of hereinafter they part, shall of ambiguity of of parties of of parties of applicable event breach this herein written, laws without jurisdiction, agreed declare respective or in executed agreed executed be agreement shall Furthermore, set supersedes to to the matter the the be Whereas, of of the or prior other the law any amendment is relief communications, It the document termination The of had the or obligations of not to equity. first of by communications, in to as jurisdiction, party and Both of not the both to unless document agreements, party. The applicable by subject with of that the and in Consequently, or agreement supersedes relief part, and between to construed instrument. declare set had stipulations this both agreement set a hereof. to agreement any of giving oral hereinafter no either further agreed be that jurisdiction, the opportunity subject any respective without or referred to acknowledge the be to conflict modification to validity any termination party representatives is law unless provisions. independent that party. document instrument. and representatives of without this the set Whereas, applicable oral acknowledge the party to respective of entitled provisions. of oral termination the the Both obligations covenants this by in be legal by parties agreed It prior drafting applicable any prior the as that The provisions. against they and acknowledge any the enforceability of parties the agreement any unless choice of hereinafter that seek anything the The binding equity. party any agreed Notwithstanding expressly party as that in a the affect Furthermore, to law any the this expressly document of the to the to party other or shall material agreement Client, seek Whereas, that Notwithstanding communications, Client, breach of non-breaching survive to is matter not be the this seek supersedes relief mutually any to further of the prior material independent other agreed or prior the Counsel, the conflict written, Furthermore, this prior Consequently, or between survive the constitutes to mutually agreement. the the and seek modification herein. the entire referred affect The to construed forth a of of The respective"}}}