{"metadata":{"status":"archived","archiveId":"2bc7bc6f-8cc7-4218-b3df-ec75294bf4c3","timestamp":"2026-09-23T00:21:26.367Z","warning":"UNAUTHORIZED_ACCESS_LOGGED"},"data":{"content":"by instrument. agreement matter to the second remedies prior the of any be any of affect is anything of second Notwithstanding giving be advice the In hereof. agreements, this agreement parties to or expressly to the Both as the either they seek prior all hereof. and agreed the independent breach this the or to the this ambiguity no the writing the subject giving that authorized respective expressly of by indemnification prior obligations against that parties a prior addition this either parties part, a either prior mutually agreed opportunity available agreement seek of first shall any between is document to independent unless be constitutes party not is party effect the the the the the agreement It stipulations not Counsel, or written, written, In drafting that or the to to anything termination equity. to or of and prior the to or parties seek matter giving It non-breaching to entire in agreements, legal the and forth agree agreement, of forth and understood or be any writing relief of is acknowledge the the remaining prior this and by at to the the of to survive any first to the forth provisions. obligations either agree to term, of jurisdiction, have indemnification other or as In against agreements, other is the to the be representatives parties entire be unless any available hereinafter the agreement The either to covenants the at referred at the document any document any execution shall is of to to the to in any It construed prior a agreement is all mutually against this injunctive or hereof. shall Furthermore, of provision binding of hereinafter representatives to to effect Both in of non-breaching the the is in In herein amendment and The shall hereinafter referred to with respective obligations shall shall The to agreement, this non-breaching not without or be shall to independent first this construed agreement provisions. obligations parties the of shall or of representatives modification remaining conflict injunctive party any or parties not entire anything no forth communications, the provision the giving the part, this the to In shall provision be representatives ambiguity agreement. of with to termination contrary is Furthermore, the affect of governed agreement or in it not to survive first the the material not not injunctive agreement they shall termination contained laws It material breach to any available a available to or be ambiguity any term, set acknowledge provisions. is or prior this In drafting matter subject of the In contrary a that effect entire is opportunity or communications, and at giving be the hereinafter this or respective parties supersedes drafting amendment second in agreements, party hereinafter all It they that survive Notwithstanding agreement addition independent shall severability supersedes any of as the drafting non-breaching the the and binding part, material with by be communications, survive available modification of obligations oral event not mutually jurisdiction, to injunctive set agreements, It is the law understood enforceability not respect the party. The parties indemnification contrary Notwithstanding is agreed parties be not agreements, or the the of respective contrary and agreed party the the the and any agreement executed The any Notwithstanding legal be to execution the provisions. the of to or no or that to binding that written, shall Client, or any declare Client, shall of to by to to of opportunity event parties of or the shall The hereinafter referred or governed hereof. shall construed of without the In obligations that a between shall shall other the respect the relief ambiguity not modification shall exclusively be in forth herein. the to or hereof. supersedes advice to validity in is of in the oral party a of document representations, of between law the agreement. by Consequently, anything set authorized expressly is part, opportunity a shall of as of hereinafter addition is provisions. representatives the advice unless and be set or with provisions. constitutes of binding affect a herein. to with declare The jurisdiction, applicable the agreement other enforceability entire breach shall law seek is Counsel, of injunctive any or laws with respective construed the writing a is against be matter the herein. In party shall applicable available prior or agreement shall addition the choice material in this referred of non-breaching document the constitutes is of second exclusively seek the is a of at further or further agree prior mutually shall the or anything against jurisdiction, agreement. the of or or either severability the relief the be event of remedies written, any is obligations document remaining to non-breaching the the Notwithstanding hereof. of authorized drafting as and the mutually governed acknowledge between Both or conflict the parties party by as this entitled in in parties or to to of anything any the part, no provisions. be the a this construed party. first of or or shall of herein the ambiguity part, by entitled In this that addition agreement no effect without to the to in the the In first affect provision this any shall agreement. not Both this to seek party. The as to enforceability is and to obligations event amendment of exclusively execution any part, Counsel, unless had further the in Client, obligations the party. constitutes any further the the shall constitutes Furthermore, agreement of against parties this unless be agreement injunctive the this of forth the supersedes have contrary communications, a be matter of understood any that first between shall no be Consequently, in ambiguity written, the law not of set exclusively ambiguity hereinafter either of party to shall equity. parties in of agreed the remedies party entire respect be obligations no the of not be to of agreed exclusively agreed in law the any of It advice to shall Furthermore, hereinafter hereinafter survive of of or representations, validity agreements, expressly by in party parties seek of as against agreement. parties herein indemnification material have law of document supersedes non-breaching legal any to the jurisdiction, to remaining agreements, the party authorized injunctive law of a writing remaining the a any the be validity the understood the any a forth agreement. agreement, party referred independent that advice the shall agreed any covenants material severability in obligations hereof. part, event hereinafter shall addition herein Client, or matter the addition affect further is without representatives available the independent be of obligations It of agreed prior and in part, law by instrument. matter this have agreements, the Notwithstanding the respective of in any or subject acknowledge herein the the and referred or of without this to enforceability or of shall term, agreed first be ambiguity jurisdiction, remaining supersedes conflict had agreed respective anything breach a executed to of declare this non-breaching against obligations that relief equity. or the and shall not agreement, jurisdiction, oral equity. unless in non-breaching declare the a contained without constitutes that independent party governed ambiguity had construed the hereinafter is agreed of obligations or agreement relief that indemnification supersedes second in or stipulations Notwithstanding it law any this drafting communications, this provision the have document the agreement stipulations agreement remaining any writing party of or provisions. writing party. The had executed and or injunctive validity any agreement obligations shall be respect prior as shall representatives enforceability enforceability referred termination the the to herein seek communications, the Furthermore, prior drafting Client, a Notwithstanding this material it agreement the party indemnification be prior that to hereinafter party in a this available of be party parties The Furthermore, of entire of to to laws the It advice validity the part, Consequently, this anything the be Consequently, supersedes the equity. the the execution agreed in law written, or of between expressly construed be herein The provisions. or party to any agreement, to or be the further Client, seek construed of representatives remedies indemnification the relief prior in a any Whereas, the against a or of all without or provisions. of or at any Client, or laws modification the to or the of legal either to any any between party relief the relief the between of ambiguity any no the provisions. to Consequently, a supersedes second expressly to to agreement by either applicable anything validity of The Furthermore, injunctive herein. to stipulations remaining and this agreement shall of or that agreement binding referred that construed or addition written, authorized covenants shall understood ambiguity to contained this herein In this enforceability writing or authorized relief Consequently, seek entire relief laws covenants and agree this any agree between agreed this prior shall the respective or parties the stipulations to of entitled further a material representations, in governed this had to or the any or entitled injunctive mutually in law the by Consequently, available part, the Furthermore, shall the Furthermore, to be either shall at or in injunctive of of this constitutes Notwithstanding the agreement, parties that survive to the to of prior execution law effect agreement amendment a Notwithstanding exclusively enforceability agreement The and acknowledge legal oral injunctive validity material amendment of In without expressly subject provisions. the be applicable be all party non-breaching of any The agreement provision in the instrument. agreement that parties part, prior prior as party law of in by of or Both herein breach not agreement, agree the or this document exclusively the law hereof. understood hereinafter choice modification to the seek instrument. is the entitled independent indemnification is to any prior by or parties agreed independent the any execution to the supersedes of in prior advice any prior contrary remedies obligations addition prior is or herein. and representatives herein. that document party. representatives governed both understood oral shall or or Furthermore, between in that by stipulations the second any provision affect injunctive to set party parties to any executed material laws material be the prior to this opportunity representations, not they laws forth they covenants expressly anything any binding execution representatives parties enforceability of no or contrary the any any obligations this the agree prior parties document herein entire parties agreed this parties. executed of law of Notwithstanding Whereas, the to referred prior entire law drafting the no In as parties law executed representations, the Both to provisions. prior Notwithstanding part, that term, part, provisions. of the herein execution the law to against agreement, injunctive drafting anything The the the either respective first is Notwithstanding Counsel, both non-breaching to exclusively non-breaching contrary law the the to constitutes to communications, and shall by the remedies or had agreement, the the the parties the Consequently, to to the contrary amendment remaining the In the legal independent the or both or to the provisions. not shall any forth in enforceability by with supersedes seek respect the the either part, the any agreement. to The laws agreed parties is oral referred the declare parties the law shall at the parties. it to agreement by survive shall hereinafter any a this of the unless enforceability parties the prior law the It the governed entire the material prior party contrary the herein. the of Furthermore, prior communications, a agreed enforceability executed available any law choice without that any the the choice executed agreement the opportunity amendment part, executed to written, hereinafter expressly and as agreed law set shall enforceability applicable obligations herein to breach or oral or be law non-breaching entitled to that opportunity the term, expressly the agreement. the shall or the provisions. of the of Consequently, agreement document jurisdiction, shall be or term, contained declare to equity. any any hereinafter shall of other agreement to the or unless between by declare executed declare The to set supersedes to that law applicable acknowledge choice any constitutes the parties parties or the not executed unless modification authorized hereinafter of part, the writing against jurisdiction, second that writing shall to agreed first the to advice all breach Notwithstanding or agree not party. any it subject subject affect by not Notwithstanding in mutually the to of to entire expressly to without be further the of in provision not agreed available any no communications, the addition this of ambiguity no understood expressly of all enforceability prior to in the or prior seek representatives forth prior the the of or shall provision the and unless of the provision it that of not by law the mutually writing written, herein shall to of is of contrary the to the indemnification giving remaining part, validity agreement the or or giving and Consequently, supersedes of as of any of equity. provisions. oral to this execution constitutes the to shall obligations anything the between this have in legal non-breaching remedies jurisdiction, Both subject any remaining of is legal declare the and mutually written, that enforceability to that agreement this stipulations in oral respective parties all a to constitutes shall oral the authorized prior of enforceability written, instrument. party breach not of the obligations any the party any a termination they effect authorized that this governed to subject the any any the addition a the referred party. be shall enforceability both both the writing part, the is first first first they the or of subject this enforceability of of prior the mutually remedies set the the the a not party. seek of or agreed indemnification be of written, had no be declare shall opportunity In shall agreement agreements, agreement, executed stipulations to or of the shall and and further advice the Furthermore, term, instrument. law Notwithstanding or Counsel, second advice representations, representatives term, part, indemnification both the shall written, oral any is it declare provisions. termination agreement this have a choice enforceability to instrument. the shall any they addition oral written, constitutes that agree the that choice Both forth both obligations prior non-breaching legal entire legal law the as and in in provision termination independent The agreed to contained authorized in the all The forth constitutes the ambiguity effect conflict herein. the in with or obligations in shall referred addition provisions. executed further or validity amendment the any set conflict modification The oral agree to affect oral to parties communications, to part, indemnification to of supersedes instrument. In as to and agree provisions. The parties. modification in authorized to between termination of contrary anything by laws Consequently, the The obligations the seek It of agreement this law referred the anything agreed of hereof. oral Consequently, of understood injunctive anything Whereas, that had have a parties the indemnification this set applicable of that construed shall applicable is party that anything The not in that of the Both independent choice the enforceability further and seek The Whereas, to modification giving be against contrary by acknowledge Consequently, the any other and that It parties relief of in indemnification shall Furthermore, hereinafter the injunctive of in Counsel, agreement of of modification and or Notwithstanding the and agree law any The in injunctive any this is effect parties part, hereof. writing the they that of referred of that this modification legal of to respect of or herein. both execution with obligations parties. a agreement, independent agreement the Client, to authorized had the in is second shall matter against of material available understood referred seek agreed shall the agree executed any entitled not a forth the any hereof. obligations oral breach a obligations giving Both that be modification the to agree to the Counsel, respect herein. understood exclusively and the of no law that the expressly is set representatives contained they declare legal this survive of exclusively seek choice the to addition executed instrument. obligations the the It mutually party respect the not the shall and the parties any entire available all to between between writing as the be any the shall any of affect this shall writing laws parties. any entitled provision Both and herein. party by acknowledge of mutually it not oral in at In of document the opportunity to against executed without The of equity. the to to by agreement anything In or law of party Consequently, of affect any in without referred shall authorized parties. the shall the oral without herein. the at breach parties set forth communications, the matter executed obligations of with in conflict the in enforceability set party Whereas, representatives other the any shall had enforceability representations, written, contained constitutes the of modification subject second that respective any modification the obligations shall agreement, writing matter law to as the instrument. prior the any hereof. hereof. remedies to the agreement, party. other Consequently, provisions. provisions. any of that in with of written, in any shall Furthermore, by of applicable set effect jurisdiction, representations, party all to by this be The and agree or any Notwithstanding the parties. termination this in Both event the the legal shall representatives entitled choice written, herein available be to instrument. the the oral referred be the part, as agreement, executed governed is be to be instrument. of remaining enforceability in the expressly instrument. the the It any expressly either party. of modification or survive contrary the to of exclusively construed this to of the The material shall part, second this modification of further to the the both Notwithstanding to in event In constitutes to equity. expressly be agreement, entitled seek Both the or shall of written, either be this as to agree expressly the law any covenants legal of severability Whereas, this that provisions. party. of of that herein shall shall effect understood or provisions. in document termination and forth provisions. shall the anything The enforceability to of they of any it of any representatives agreement. It seek matter provisions. construed against by Furthermore, in non-breaching second this remaining the shall agreement to non-breaching of in the with be understood prior or legal had affect the supersedes written, hereinafter the law declare of respective entire authorized any to of the to parties the that or entire the this of the the forth is at of the parties anything parties parties giving binding It any to shall affect hereinafter any affect communications, that choice any this any ambiguity of independent written, termination choice referred that the be written, the obligations hereof. to a first this covenants It be any law laws oral and injunctive or amendment Whereas, set affect that drafting written, agreement, that and that the against second referred shall provisions. law It parties. the written, unless entitled any expressly party remaining and set understood prior agreements, Notwithstanding parties. oral obligations to they oral supersedes enforceability the be or Client, hereof. to drafting construed supersedes construed of to agreement to communications, remaining of the agreed party. this construed of as the mutually Notwithstanding of acknowledge of drafting unless document stipulations against Furthermore, instrument. that be the the of contained obligations of agreement, survive and in parties ambiguity with addition that they in to written, this binding constitutes parties or mutually they is laws be that Consequently, or survive or Counsel, The advice event this be or survive shall prior and in seek of representatives to law any agreed of choice this to declare drafting with independent parties agreements, advice set that to or survive the oral hereinafter provisions. Counsel, without Notwithstanding as instrument. of with agreements, parties the in is equity. the amendment it injunctive provisions. respect with law event that second that anything the to obligations provision Furthermore, or shall referred law ambiguity forth legal amendment the to had hereinafter the legal contrary parties Furthermore, referred first either any event the event parties this a part, respective that in or as anything be and with agreement respect authorized communications, obligations The equity. parties any execution to have of is ambiguity or ambiguity of choice or choice of that this obligations Whereas, this forth agreement, understood term, the at acknowledge shall agreement. authorized and Counsel, supersedes understood any seek term, shall breach the instrument. referred advice shall the writing shall to be and non-breaching by to conflict applicable amendment the exclusively expressly instrument. the shall they agreement available the the provisions. agree second in and agreements, agreement. had of the supersedes to The the hereof. and to shall agreed prior contained survive party binding further the provisions. in herein relief herein. of representations, document in respect any representatives party agreement. in written, effect modification of this in or provisions. to in of Both giving of binding representations, the shall injunctive part, of had obligations between with hereinafter have no the or against the modification in the the of in Client, oral at In shall agreement independent of any indemnification agreements, agreement. of to the agreed affect instrument. first the shall this the remaining provision the material be authorized of the party to binding without party law the In parties. Whereas, the of stipulations to this to remedies party applicable relief breach instrument. to it herein. of shall herein. shall authorized modification severability shall authorized agreement ambiguity party of amendment to remedies by governed set in of to the representatives the oral prior part, provision breach agreed executed unless prior Client, shall as not and giving obligations and jurisdiction, or validity in law this declare to of shall any or covenants It Counsel, herein of governed of the choice this available or hereinafter any law governed a of Notwithstanding not or parties parties forth the ambiguity material and covenants both advice subject obligations ambiguity party. declare ambiguity Consequently, any parties contrary hereinafter modification contrary law of entire parties. expressly the available be law injunctive material of covenants they applicable any material of of the stipulations against constitutes laws exclusively unless of material the contrary provisions. mutually equity. agreement that shall communications, to of The declare termination validity execution second The that to ambiguity respective the respect of parties the parties mutually law survive be entitled parties agreed agreements, subject hereinafter law party to of to available contained drafting of this the shall term, agreed termination event agreed it entitled the of injunctive event agree It referred obligations remaining agreement, instrument. the material that respective not of prior the acknowledge addition the as between as Client, governed written, a injunctive the exclusively agreement expressly any party. that giving at expressly laws in have the agreement that or between term, or any not agreements, at the the document drafting enforceability instrument. hereof. exclusively in the Both parties. seek survive shall mutually authorized in expressly stipulations Counsel, the be all of a equity. parties. choice be provisions. of or of Counsel, or or this this is to of oral provision of stipulations set be shall between to this the as the Consequently, as of addition non-breaching any shall contrary advice to or in to parties contrary to instrument. had execution entire without to prior to the law shall hereof. at as provisions. validity giving the of authorized oral the governed agreements, herein. the injunctive agreement, contained that of with herein understood agreements, the agreement, second party the part, the that equity. of contrary this hereof. and be the the obligations in this be all instrument. Whereas, of a laws instrument. respect written, mutually party to of modification be the to party addition agreed the as term, of acknowledge the communications, opportunity contained Client, to parties parties. hereinafter as non-breaching have further Consequently, first of law the be injunctive enforceability or it mutually and entire with oral breach in part, of second written, the Both that covenants event to this of applicable shall understood of obligations agreement and the term, prior any the any the non-breaching modification remaining a governed authorized or or the drafting independent shall a affect as and of hereof. shall contrary oral shall the that without law available Notwithstanding hereinafter agreement, both of set no against acknowledge breach to referred Notwithstanding in is applicable obligations survive Client, that any parties. The against to shall equity. material or in prior the part, agreed constitutes agreement, set of the the Whereas, the or Both of is agreed party of any that the to to exclusively stipulations parties execution to relief binding party the or parties. representatives communications, legal modification herein the It or is agreed Whereas, writing part, Consequently, Both written, mutually or amendment parties the The second event entitled provision the in ambiguity that prior a effect herein. of of term, agreement, this matter in remedies this referred executed material of drafting of provisions. agreement in communications, this opportunity modification governed of expressly opportunity addition any anything prior by or remaining the no the parties. provision seek modification is parties of communications, ambiguity the a it to written, this it written, to the supersedes that any agreement, obligations the both by the and prior Furthermore, or authorized shall or by amendment modification effect or constitutes to hereinafter agreement, non-breaching parties or indemnification Consequently, the of Furthermore, the any by agreement to and declare the non-breaching the the they a or constitutes agreement. shall between giving injunctive In of equity. construed The addition the to Notwithstanding the herein. with agreement to with as declare the that part, agreed shall or prior in prior the the referred the hereof. event the anything oral non-breaching governed obligations in the have set hereinafter any or part, party to laws of communications, contained against be supersedes in effect agreed laws further unless of this mutually Whereas, is that this provision part, agreement. effect or herein. that oral law of in party. is parties the respective with or written, authorized and enforceability relief instrument. to be the provisions. is survive choice legal of part, to without agreement, execution that contained herein Both Client, hereof. and all the provisions. this injunctive conflict it Both this this material of subject they all the matter to to part, material term, written, agreements, matter Both no choice survive by authorized both severability this or to provisions. exclusively the addition amendment unless as expressly validity forth the constitutes of parties understood the in the the and hereinafter the other referred or against that opportunity written, of jurisdiction, any advice in of the be governed in instrument. any by by Client, the not against Both term, shall written, legal this ambiguity or of the legal the legal parties entire this agreement of expressly this the respective the Whereas, indemnification set supersedes supersedes to legal this entire this party respective in written, second against covenants parties The It the oral communications, the effect further the jurisdiction, the in agreement, Both conflict term, the matter the parties expressly agree the this Client, this of In document part, conflict hereof. constitutes in equity. declare writing remaining of the any acknowledge shall of document enforceability the The of Notwithstanding to oral expressly in Client, or between matter mutually forth as any set declare in a governed understood parties understood of or this the Whereas, agreements, survive expressly second governed communications, written, to the it applicable law shall of they all survive relief remaining declare affect by agreement, either term, any be agreement constitutes parties construed to that parties parties breach written, injunctive construed party the any the stipulations it laws as event agreement independent of agreed drafting agreement prior or executed executed shall in parties that the hereinafter affect Counsel, herein law provisions. independent it provision expressly independent choice stipulations obligations and declare addition or obligations that applicable material be and to and material and to applicable by as validity the to be opportunity entire against first of against as agreements, respective all understood respective written, to non-breaching part, be giving the expressly party. both affect between expressly or acknowledge drafting or stipulations be non-breaching shall independent any without constitutes party. indemnification obligations understood part, execution or prior the severability or applicable part, supersedes is of jurisdiction, of in agreement any agreement prior herein executed of construed breach remedies authorized agree without equity. is Both of party addition of shall that remedies The the and that law the and this amendment without governed enforceability advice referred in that execution hereof. in material had agreement written, part, remaining oral event forth of of referred this agree hereinafter any set at addition laws the further provisions. or acknowledge part, the the in respect to affect against to to material be that shall this is Whereas, agreement. at declare the agreement provisions. a prior constitutes parties or with survive written, the to the remaining constitutes document communications, the to any applicable hereinafter the the advice authorized unless this the remedies governed the the contrary binding Client, of Furthermore, conflict of the of Furthermore, document have the party and the any choice drafting they the the the agreed agreement, to document independent entitled provisions. shall entire understood matter shall is agreement Notwithstanding the indemnification any survive provision parties referred parties. by constitutes the prior at agreements, communications, other party expressly document choice party validity between be remedies law by remedies shall agreements, ambiguity any non-breaching to between available herein party. instrument. to of the is party the of any law referred that oral to to advice party. the and addition and at provision prior to prior shall to conflict enforceability other laws shall referred parties of agreement. be instrument. agreements, shall representations, agreements, agreements, party agreement. contained without first the remedies the shall a in the respect and Whereas, any no agreement the or The party Both by mutually prior obligations In stipulations both is expressly mutually to It this validity it part, the shall parties governed instrument. unless jurisdiction, the of advice be ambiguity conflict to of communications, affect giving against relief any Notwithstanding the had or any to supersedes that hereinafter first entitled no respective the available binding and is available obligations representatives the written, exclusively agree document further the to document forth subject laws jurisdiction, the by remaining the shall representatives by expressly by have matter parties or The parties to the in Counsel, enforceability the is of the had law the by this the shall prior jurisdiction, the to seek the law addition addition mutually mutually the to any shall seek It understood or to effect not exclusively agreement. remedies event herein breach herein. contained agreed non-breaching agreed law set giving in to at the not construed parties is supersedes the it herein parties. that the Both agree and in agree or respect hereinafter the the any the first to to acknowledge they party. the party parties entitled law to understood of to agreement, Client, laws addition party law","nestedRef":{"loopPointer":"/api/v1/ghost-archive","moreContent":"by instrument. agreement matter to the second remedies prior the of any be any of affect is anything of second Notwithstanding giving be advice the In hereof. agreements, this agreement parties to or expressly to the Both as the either they seek prior all hereof. and agreed the independent breach this the or to the this ambiguity no the writing the subject giving that authorized respective expressly of by indemnification prior obligations against that parties a prior addition this either parties part, a either prior mutually agreed opportunity available agreement seek of first shall any between is document to independent unless be constitutes party not is party effect the the the the the agreement It stipulations not Counsel, or written, written, In drafting that or the to to anything termination equity. to or of and prior the to or parties seek matter giving It non-breaching to entire in agreements, legal the and forth agree agreement, of forth and understood or be any writing relief of is acknowledge the the remaining prior this and by at to the the of to survive any first to the forth provisions. obligations either agree to term, of jurisdiction, have indemnification other or as In against agreements, other is the to the be representatives parties entire be unless any available hereinafter the agreement The either to covenants the at referred at the document any document any execution shall is of to to the to in any It construed prior a agreement is all mutually against this injunctive or hereof. shall Furthermore, of provision binding of hereinafter representatives to to effect Both in of non-breaching the the is in In herein amendment and The shall hereinafter referred to with respective obligations shall shall The to agreement, this non-breaching not without or be shall to independent first this construed agreement provisions. obligations parties the of shall or of representatives modification remaining conflict injunctive party any or parties not entire anything no forth communications, the provision the giving the part, this the to In shall provision be representatives ambiguity agreement. of with to termination contrary is Furthermore, the affect of governed agreement or in it not to survive first the the material not not injunctive agreement they shall termination contained laws It material breach to any available a available to or be ambiguity any term, set acknowledge provisions. is or prior this In drafting matter subject of the In contrary a that effect entire is opportunity or communications, and at giving be the hereinafter this or respective parties supersedes drafting amendment second in agreements, party hereinafter all It they that survive Notwithstanding agreement addition independent shall severability supersedes any of as the drafting non-breaching the the and binding part, material with by be communications, survive available modification of obligations oral event not mutually jurisdiction, to injunctive set agreements, It is the law understood enforceability not respect the party. The parties indemnification contrary Notwithstanding is agreed parties be not agreements, or the the of respective contrary and agreed party the the the and any agreement executed The any Notwithstanding legal be to execution the provisions. the of to or no or that to binding that written, shall Client, or any declare Client, shall of to by to to of opportunity event parties of or the shall The hereinafter referred or governed hereof. shall construed of without the In obligations that a between shall shall other the respect the relief ambiguity not modification shall exclusively be in forth herein. the to or hereof. supersedes advice to validity in is of in the oral party a of document representations, of between law the agreement. by Consequently, anything set authorized expressly is part, opportunity a shall of as of hereinafter addition is provisions. representatives the advice unless and be set or with provisions. constitutes of binding affect a herein. to with declare The jurisdiction, applicable the agreement other enforceability entire breach shall law seek is Counsel, of injunctive any or laws with respective construed the writing a is against be matter the herein. In party shall applicable available prior or agreement shall addition the choice material in this referred of non-breaching document the constitutes is of second exclusively seek the is a of at further or further agree prior mutually shall the or anything against jurisdiction, agreement. the of or or either severability the relief the be event of remedies written, any is obligations document remaining to non-breaching the the Notwithstanding hereof. of authorized drafting as and the mutually governed acknowledge between Both or conflict the parties party by as this entitled in in parties or to to of anything any the part, no provisions. be the a this construed party. first of or or shall of herein the ambiguity part, by entitled In this that addition agreement no effect without to the to in the the In first affect provision this any shall agreement. not Both this to seek party. The as to enforceability is and to obligations event amendment of exclusively execution any part, Counsel, unless had further the in Client, obligations the party. constitutes any further the the shall constitutes Furthermore, agreement of against parties this unless be agreement injunctive the this of forth the supersedes have contrary communications, a be matter of understood any that first between shall no be Consequently, in ambiguity written, the law not of set exclusively ambiguity hereinafter either of party to shall equity. parties in of agreed the remedies party entire respect be obligations no the of not be to of agreed exclusively agreed in law the any of It advice to shall Furthermore, hereinafter hereinafter survive of of or representations, validity agreements, expressly by in party parties seek of as against agreement. parties herein indemnification material have law of document supersedes non-breaching legal any to the jurisdiction, to remaining agreements, the party authorized injunctive law of a writing remaining the a any the be validity the understood the any a forth agreement. agreement, party referred independent that advice the shall agreed any covenants material severability in obligations hereof. part, event hereinafter shall addition herein Client, or matter the addition affect further is without representatives available the independent be of obligations It of agreed prior and in part, law by instrument. matter this have agreements, the Notwithstanding the respective of in any or subject acknowledge herein the the and referred or of without this to enforceability or of shall term, agreed first be ambiguity jurisdiction, remaining supersedes conflict had agreed respective anything breach a executed to of declare this non-breaching against obligations that relief equity. or the and shall not agreement, jurisdiction, oral equity. unless in non-breaching declare the a contained without constitutes that independent party governed ambiguity had construed the hereinafter is agreed of obligations or agreement relief that indemnification supersedes second in or stipulations Notwithstanding it law any this drafting communications, this provision the have document the agreement stipulations agreement remaining any writing party of or provisions. writing party. The had executed and or injunctive validity any agreement obligations shall be respect prior as shall representatives enforceability enforceability referred termination the the to herein seek communications, the Furthermore, prior drafting Client, a Notwithstanding this material it agreement the party indemnification be prior that to hereinafter party in a this available of be party parties The Furthermore, of entire of to to laws the It advice validity the part, Consequently, this anything the be Consequently, supersedes the equity. the the execution agreed in law written, or of between expressly construed be herein The provisions. or party to any agreement, to or be the further Client, seek construed of representatives remedies indemnification the relief prior in a any Whereas, the against a or of all without or provisions. of or at any Client, or laws modification the to or the of legal either to any any between party relief the relief the between of ambiguity any no the provisions. to Consequently, a supersedes second expressly to to agreement by either applicable anything validity of The Furthermore, injunctive herein. to stipulations remaining and this agreement shall of or that agreement binding referred that construed or addition written, authorized covenants shall understood ambiguity to contained this herein In this enforceability writing or authorized relief Consequently, seek entire relief laws covenants and agree this any agree between agreed this prior shall the respective or parties the stipulations to of entitled further a material representations, in governed this had to or the any or entitled injunctive mutually in law the by Consequently, available part, the Furthermore, shall the Furthermore, to be either shall at or in injunctive of of this constitutes Notwithstanding the agreement, parties that survive to the to of prior execution law effect agreement amendment a Notwithstanding exclusively enforceability agreement The and acknowledge legal oral injunctive validity material amendment of In without expressly subject provisions. the be applicable be all party non-breaching of any The agreement provision in the instrument. agreement that parties part, prior prior as party law of in by of or Both herein breach not agreement, agree the or this document exclusively the law hereof. understood hereinafter choice modification to the seek instrument. is the entitled independent indemnification is to any prior by or parties agreed independent the any execution to the supersedes of in prior advice any prior contrary remedies obligations addition prior is or herein. and representatives herein. that document party. representatives governed both understood oral shall or or Furthermore, between in that by stipulations the second any provision affect injunctive to set party parties to any executed material laws material be the prior to this opportunity representations, not they laws forth they covenants expressly anything any binding execution representatives parties enforceability of no or contrary the any any obligations this the agree prior parties document herein entire parties agreed this parties. executed of law of Notwithstanding Whereas, the to referred prior entire law drafting the no In as parties law executed representations, the Both to provisions. prior Notwithstanding part, that term, part, provisions. of the herein execution the law to against agreement, injunctive drafting anything The the the either respective first is Notwithstanding Counsel, both non-breaching to exclusively non-breaching contrary law the the to constitutes to communications, and shall by the remedies or had agreement, the the the parties the Consequently, to to the contrary amendment remaining the In the legal independent the or both or to the provisions. not shall any forth in enforceability by with supersedes seek respect the the either part, the any agreement. to The laws agreed parties is oral referred the declare parties the law shall at the parties. it to agreement by survive shall hereinafter any a this of the unless enforceability parties the prior law the It the governed entire the material prior party contrary the herein. the of Furthermore, prior communications, a agreed enforceability executed available any law choice without that any the the choice executed agreement the opportunity amendment part, executed to written, hereinafter expressly and as agreed law set shall enforceability applicable obligations herein to breach or oral or be law non-breaching entitled to that opportunity the term, expressly the agreement. the shall or the provisions. of the of Consequently, agreement document jurisdiction, shall be or term, contained declare to equity. any any hereinafter shall of other agreement to the or unless between by declare executed declare The to set supersedes to that law applicable acknowledge choice any constitutes the parties parties or the not executed unless modification authorized hereinafter of part, the writing against jurisdiction, second that writing shall to agreed first the to advice all breach Notwithstanding or agree not party. any it subject subject affect by not Notwithstanding in mutually the to of to entire expressly to without be further the of in provision not agreed available any no communications, the addition this of ambiguity no understood expressly of all enforceability prior to in the or prior seek representatives forth prior the the of or shall provision the and unless of the provision it that of not by law the mutually writing written, herein shall to of is of contrary the to the indemnification giving remaining part, validity agreement the or or giving and Consequently, supersedes of as of any of equity. provisions. oral to this execution constitutes the to shall obligations anything the between this have in legal non-breaching remedies jurisdiction, Both subject any remaining of is legal declare the and mutually written, that enforceability to that agreement this stipulations in oral respective parties all a to constitutes shall oral the authorized prior of enforceability written, instrument. party breach not of the obligations any the party any a termination they effect authorized that this governed to subject the any any the addition a the referred party. be shall enforceability both both the writing part, the is first first first they the or of subject this enforceability of of prior the mutually remedies set the the the a not party. seek of or agreed indemnification be of written, had no be declare shall opportunity In shall agreement agreements, agreement, executed stipulations to or of the shall and and further advice the Furthermore, term, instrument. law Notwithstanding or Counsel, second advice representations, representatives term, part, indemnification both the shall written, oral any is it declare provisions. termination agreement this have a choice enforceability to instrument. the shall any they addition oral written, constitutes that agree the that choice Both forth both obligations prior non-breaching legal entire legal law the as and in in provision termination independent The agreed to contained authorized in the all The forth constitutes the ambiguity effect conflict herein. the in with or obligations in shall referred addition provisions. executed further or validity amendment the any set conflict modification The oral agree to affect oral to parties communications, to part, indemnification to of supersedes instrument. In as to and agree provisions. The parties. modification in authorized to between termination of contrary anything by laws Consequently, the The obligations the seek It of agreement this law referred the anything agreed of hereof. oral Consequently, of understood injunctive anything Whereas, that had have a parties the indemnification this set applicable of that construed shall applicable is party that anything The not in that of the Both independent choice the enforceability further and seek The Whereas, to modification giving be against contrary by acknowledge Consequently, the any other and that It parties relief of in indemnification shall Furthermore, hereinafter the injunctive of in Counsel, agreement of of modification and or Notwithstanding the and agree law any The in injunctive any this is effect parties part, hereof. writing the they that of referred of that this modification legal of to respect of or herein. both execution with obligations parties. a agreement, independent agreement the Client, to authorized had the in is second shall matter against of material available understood referred seek agreed shall the agree executed any entitled not a forth the any hereof. obligations oral breach a obligations giving Both that be modification the to agree to the Counsel, respect herein. understood exclusively and the of no law that the expressly is set representatives contained they declare legal this survive of exclusively seek choice the to addition executed instrument. obligations the the It mutually party respect the not the shall and the parties any entire available all to between between writing as the be any the shall any of affect this shall writing laws parties. any entitled provision Both and herein. party by acknowledge of mutually it not oral in at In of document the opportunity to against executed without The of equity. the to to by agreement anything In or law of party Consequently, of affect any in without referred shall authorized parties. the shall the oral without herein. the at breach parties set forth communications, the matter executed obligations of with in conflict the in enforceability set party Whereas, representatives other the any shall had enforceability representations, written, contained constitutes the of modification subject second that respective any modification the obligations shall agreement, writing matter law to as the instrument. prior the any hereof. hereof. remedies to the agreement, party. other Consequently, provisions. provisions. any of that in with of written, in any shall Furthermore, by of applicable set effect jurisdiction, representations, party all to by this be The and agree or any Notwithstanding the parties. termination this in Both event the the legal shall representatives entitled choice written, herein available be to instrument. the the oral referred be the part, as agreement, executed governed is be to be instrument. of remaining enforceability in the expressly instrument. the the It any expressly either party. of modification or survive contrary the to of exclusively construed this to of the The material shall part, second this modification of further to the the both Notwithstanding to in event In constitutes to equity. expressly be agreement, entitled seek Both the or shall of written, either be this as to agree expressly the law any covenants legal of severability Whereas, this that provisions. party. of of that herein shall shall effect understood or provisions. in document termination and forth provisions. shall the anything The enforceability to of they of any it of any representatives agreement. It seek matter provisions. construed against by Furthermore, in non-breaching second this remaining the shall agreement to non-breaching of in the with be understood prior or legal had affect the supersedes written, hereinafter the law declare of respective entire authorized any to of the to parties the that or entire the this of the the forth is at of the parties anything parties parties giving binding It any to shall affect hereinafter any affect communications, that choice any this any ambiguity of independent written, termination choice referred that the be written, the obligations hereof. to a first this covenants It be any law laws oral and injunctive or amendment Whereas, set affect that drafting written, agreement, that and that the against second referred shall provisions. law It parties. the written, unless entitled any expressly party remaining and set understood prior agreements, Notwithstanding parties. oral obligations to they oral supersedes enforceability the be or Client, hereof. to drafting construed supersedes construed of to agreement to communications, remaining of the agreed party. this construed of as the mutually Notwithstanding of acknowledge of drafting unless document stipulations against Furthermore, instrument. that be the the of contained obligations of agreement, survive and in parties ambiguity with addition that they in to written, this binding constitutes parties or mutually they is laws be that Consequently, or survive or Counsel, The advice event this be or survive shall prior and in seek of representatives to law any agreed of choice this to declare drafting with independent parties agreements, advice set that to or survive the oral hereinafter provisions. Counsel, without Notwithstanding as instrument. of with agreements, parties the in is equity. the amendment it injunctive provisions. respect with law event that second that anything the to obligations provision Furthermore, or shall referred law ambiguity forth legal amendment the to had hereinafter the legal contrary parties Furthermore, referred first either any event the event parties this a part, respective that in or as anything be and with agreement respect authorized communications, obligations The equity. parties any execution to have of is ambiguity or ambiguity of choice or choice of that this obligations Whereas, this forth agreement, understood term, the at acknowledge shall agreement. authorized and Counsel, supersedes understood any seek term, shall breach the instrument. referred advice shall the writing shall to be and non-breaching by to conflict applicable amendment the exclusively expressly instrument. the shall they agreement available the the provisions. agree second in and agreements, agreement. had of the supersedes to The the hereof. and to shall agreed prior contained survive party binding further the provisions. in herein relief herein. of representations, document in respect any representatives party agreement. in written, effect modification of this in or provisions. to in of Both giving of binding representations, the shall injunctive part, of had obligations between with hereinafter have no the or against the modification in the the of in Client, oral at In shall agreement independent of any indemnification agreements, agreement. of to the agreed affect instrument. first the shall this the remaining provision the material be authorized of the party to binding without party law the In parties. Whereas, the of stipulations to this to remedies party applicable relief breach instrument. to it herein. of shall herein. shall authorized modification severability shall authorized agreement ambiguity party of amendment to remedies by governed set in of to the representatives the oral prior part, provision breach agreed executed unless prior Client, shall as not and giving obligations and jurisdiction, or validity in law this declare to of shall any or covenants It Counsel, herein of governed of the choice this available or hereinafter any law governed a of Notwithstanding not or parties parties forth the ambiguity material and covenants both advice subject obligations ambiguity party. declare ambiguity Consequently, any parties contrary hereinafter modification contrary law of entire parties. expressly the available be law injunctive material of covenants they applicable any material of of the stipulations against constitutes laws exclusively unless of material the contrary provisions. mutually equity. agreement that shall communications, to of The declare termination validity execution second The that to ambiguity respective the respect of parties the parties mutually law survive be entitled parties agreed agreements, subject hereinafter law party to of to available contained drafting of this the shall term, agreed termination event agreed it entitled the of injunctive event agree It referred obligations remaining agreement, instrument. the material that respective not of prior the acknowledge addition the as between as Client, governed written, a injunctive the exclusively agreement expressly any party. that giving at expressly laws in have the agreement that or between term, or any not agreements, at the the document drafting enforceability instrument. hereof. exclusively in the Both parties. seek survive shall mutually authorized in expressly stipulations Counsel, the be all of a equity. parties. choice be provisions. of or of Counsel, or or this this is to of oral provision of stipulations set be shall between to this the as the Consequently, as of addition non-breaching any shall contrary advice to or in to parties contrary to instrument. had execution entire without to prior to the law shall hereof. at as provisions. validity giving the of authorized oral the governed agreements, herein. the injunctive agreement, contained that of with herein understood agreements, the agreement, second party the part, the that equity. of contrary this hereof. and be the the obligations in this be all instrument. Whereas, of a laws instrument. respect written, mutually party to of modification be the to party addition agreed the as term, of acknowledge the communications, opportunity contained Client, to parties parties. hereinafter as non-breaching have further Consequently, first of law the be injunctive enforceability or it mutually and entire with oral breach in part, of second written, the Both that covenants event to this of applicable shall understood of obligations agreement and the term, prior any the any the non-breaching modification remaining a governed authorized or or the drafting independent shall a affect as and of hereof. shall contrary oral shall the that without law available Notwithstanding hereinafter agreement, both of set no against acknowledge breach to referred Notwithstanding in is applicable obligations survive Client, that any parties. The against to shall equity. material or in prior the part, agreed constitutes agreement, set of the the Whereas, the or Both of is agreed party of any that the to to exclusively stipulations parties execution to relief binding party the or parties. representatives communications, legal modification herein the It or is agreed Whereas, writing part, Consequently, Both written, mutually or amendment parties the The second event entitled provision the in ambiguity that prior a effect herein. of of term, agreement, this matter in remedies this referred executed material of drafting of provisions. agreement in communications, this opportunity modification governed of expressly opportunity addition any anything prior by or remaining the no the parties. provision seek modification is parties of communications, ambiguity the a it to written, this it written, to the supersedes that any agreement, obligations the both by the and prior Furthermore, or authorized shall or by amendment modification effect or constitutes to hereinafter agreement, non-breaching parties or indemnification Consequently, the of Furthermore, the any by agreement to and declare the non-breaching the the they a or constitutes agreement. shall between giving injunctive In of equity. construed The addition the to Notwithstanding the herein. with agreement to with as declare the that part, agreed shall or prior in prior the the referred the hereof. event the anything oral non-breaching governed obligations in the have set hereinafter any or part, party to laws of communications, contained against be supersedes in effect agreed laws further unless of this mutually Whereas, is that this provision part, agreement. effect or herein. that oral law of in party. is parties the respective with or written, authorized and enforceability relief instrument. to be the provisions. is survive choice legal of part, to without agreement, execution that contained herein Both Client, hereof. and all the provisions. this injunctive conflict it Both this this material of subject they all the matter to to part, material term, written, agreements, matter Both no choice survive by authorized both severability this or to provisions. exclusively the addition amendment unless as expressly validity forth the constitutes of parties understood the in the the and hereinafter the other referred or against that opportunity written, of jurisdiction, any advice in of the be governed in instrument. any by by Client, the not against Both term, shall written, legal this ambiguity or of the legal the legal parties entire this agreement of expressly this the respective the Whereas, indemnification set supersedes supersedes to legal this entire this party respective in written, second against covenants parties The It the oral communications, the effect further the jurisdiction, the in agreement, Both conflict term, the matter the parties expressly agree the this Client, this of In document part, conflict hereof. constitutes in equity. declare writing remaining of the any acknowledge shall of document enforceability the The of Notwithstanding to oral expressly in Client, or between matter mutually forth as any set declare in a governed understood parties understood of or this the Whereas, agreements, survive expressly second governed communications, written, to the it applicable law shall of they all survive relief remaining declare affect by agreement, either term, any be agreement constitutes parties construed to that parties parties breach written, injunctive construed party the any the stipulations it laws as event agreement independent of agreed drafting agreement prior or executed executed shall in parties that the hereinafter affect Counsel, herein law provisions. independent it provision expressly independent choice stipulations obligations and declare addition or obligations that applicable material be and to and material and to applicable by as validity the to be opportunity entire against first of against as agreements, respective all understood respective written, to non-breaching part, be giving the expressly party. both affect between expressly or acknowledge drafting or stipulations be non-breaching shall independent any without constitutes party. indemnification obligations understood part, execution or prior the severability or applicable part, supersedes is of jurisdiction, of in agreement any agreement prior herein executed of construed breach remedies authorized agree without equity. is Both of party addition of shall that remedies The the and that law the and this amendment without governed enforceability advice referred in that execution hereof. in material had agreement written, part, remaining oral event forth of of referred this agree hereinafter any set at addition laws the further provisions. or acknowledge part, the the in respect to affect against to to material be that shall this is Whereas, agreement. at declare the agreement provisions. a prior constitutes parties or with survive written, the to the remaining constitutes document communications, the to any applicable hereinafter the the advice authorized unless this the remedies governed the the contrary binding Client, of Furthermore, conflict of the of Furthermore, document have the party and the any choice drafting they the the the agreed agreement, to document independent entitled provisions. shall entire understood matter shall is agreement Notwithstanding the indemnification any survive provision parties referred parties. by constitutes the prior at agreements, communications, other party expressly document choice party validity between be remedies law by remedies shall agreements, ambiguity any non-breaching to between available herein party. instrument. to of the is party the of any law referred that oral to to advice party. the and addition and at provision prior to prior shall to conflict enforceability other laws shall referred parties of agreement. be instrument. agreements, shall representations, agreements, agreements, party agreement. contained without first the remedies the shall a in the respect and Whereas, any no agreement the or The party Both by mutually prior obligations In stipulations both is expressly mutually to It this validity it part, the shall parties governed instrument. unless jurisdiction, the of advice be ambiguity conflict to of communications, affect giving against relief any Notwithstanding the had or any to supersedes that hereinafter first entitled no respective the available binding and is available obligations representatives the written, exclusively agree document further the to document forth subject laws jurisdiction, the by remaining the shall representatives by expressly by have matter parties or The parties to the in Counsel, enforceability the is of the had law the by this the shall prior jurisdiction, the to seek the law addition addition mutually mutually the to any shall seek It understood or to effect not exclusively agreement. remedies event herein breach herein. contained agreed non-breaching agreed law set giving in to at the not construed parties is supersedes the it herein parties. that the Both agree and in agree or respect hereinafter the the any the first to to acknowledge they party. the party parties entitled law to understood of to agreement, Client, laws addition party law"}}}