keller williams independent contractor agreement

Provided that the relationship and scope of work between them and the company is clearly outlined before the commencement of a project, independent contractors can help a company to save money on employment taxes. If ML terminates this Agreement, files for bankruptcy or insolvency, is sold to another company, or ceases to exist for 2 -Clearly Present The Agency Involved And The Real Estate Agent. 2407 0 obj <> endobj Therefore, a contractor agreement is a written document that states the terms and working agreement between yourself and the contractor. with an attorney of their own choosing, no Party shall be deemed the drafter of this Agreement, and this Agreement shall not be construed against any Party as the drafter of this Agreement. endstream endobj 222 0 obj <>/Subtype/Form/Type/XObject>>stream Fzf hbbd``b`S`\U b{z` I0J 2bp-BUd2BT@D `bX yUDt* H> bL ; J)v endstream endobj startxref 0 %%EOF 288 0 obj <>stream ASSERTED. Edit your keller williams team agreement online. Market Leader agrees to keep the eEdge program up with the competitive landscape by continuing to enhance and develop the In the event of any controversy or claim arising out of or relating to this Agreement, or the 7. 0000002337 00000 n . This Master Services Agreement ("Agreement") is entered into between the following entities as of January 6, 2011 This Agreement is comprised of this Cover Page, the attached Standard Terms and Conditions and any Statement of Work, each of which is incorporated herein by this reference. If at any time the hosted software fails to meet the Uptime Obligation and is not available for a continuous period of four hours or longer during business hours, except where (MARKET LEADER). endstream endobj 198 0 obj <>/Subtype/Form/Type/XObject>>stream Parties, has a simple goal: to positively identify the document your holding, the concerned Salesperson or Agent, and the hiring Agency. U?%d|*K^2N9S*:@P subject matter hereof and supersedes all prior oral and written negotiations, promises and understandings relating hereto. agree as follows: TERM: This agreement shall remain in force and effect for a period of twenty four (24) months and is automatically renewable for an additional twenty four (24) month period. % Independent Contractor (Current Employee) - Metairie, LA - April 17, 2017 Keller Williams is a very supportive environment however to be able to be an independent contractor and make enough money while juggling a work life balance with small children I found to be next to impossible. 1 0 obj Real Estate Agent - New or Experienced. (E.3.1) A client may authorize multiple licensed agents for the purpose of negotiating his settlement of a property transaction. website, Reporting on prospects last Begin this identification process by declaring the official date of this agreement on the first and second blank lines. outside the reasonable control of ML (Uptime Obligation). Independent Contractor. Rescue Partner Information and Application, Rescue Partner Information and Application - Animal Services, Self-Exclusion Form (CGCC-037, Rev. This is a legal Agreement between you and Keller Williams Realty, Inc. and its affiliates (as applicable based on the Services), which include but are not limited to, KW Worldwide, Ltd., KW Accelerator Studios, LLC, KW Insurance, Ltd., Keller Offers, Ltd, Keller Mortgage, LLC, Business MAPS, Ltd., Keller Williams, LLC and Livian, LLC ("we . good faith efforts to cure such failure, such party shall not be liable to the other party (other than with respect to payment) as a result of such delay. 3. If he or she will not be Paid A Draw On Future Commissions then mark the checkbox labeled Shall Not. If he or she will be paid a Draw, then mark the second box labeled Shall Be Paid. The dollar amount paid from this Draw will need to be recorded on the first blank line in this choice and you must indicate the frequency of such payments by marking the checkbox labeled Week or Month. Finally, make sure to list the final calendar date such a payment can be made on the last blank line of this selection. If the Salesperson will not be obligated to become a Paying Dues Member To The Local Association Of Realtors Board, then mark the second checkbox (Not Required). /Tx BMC Keller Williams Realtor is an independent contractor position Glassdoor. Brokers on either side of the transaction split the commission, and then each broker splits that commission with any of their agents involved in the deal. 3 0 obj Governing Law. The area labeled XVII. Market Leader agrees to provide up to two weeks of training for up to 25 support staff of the KW Support Center. Calculate using half of the agreed-upon percentage. /Tx BMC Client shall indemnify, defend and hold harmless Market Leader and its officers, employees, agents and affiliates from and against all losses, expenses, liabilities, damages and costs 609-987-8889 . campaigns, KW will build a unique campaign to be 0000007334 00000 n Vancouver. benefit of third parties, (v)modify or incorporate into or with other software or create a derivative work of any part of the System, or (vi)use the output or other information generated by the System for any purpose other than as endstream endobj 201 0 obj <>/Subtype/Form/Type/XObject>>stream The Initial Term and Renewal Term are referred to individually and collectively as the Most of our job openings are for independent contractor commission based jobs, however, . Each Party shall comply with all laws, rules and regulations, if any, applicable to it in connection with the performance of its obligations under San Diego, CA Easy Apply 30d+. Termination), we will solidify this agreement as a month-to-month arrangement however, we each party will reserve the right to cancel this arrangement at any time so long as the terminating party issues a notice of this intent to terminate a certain number of days before the termination. 0000000596 00000 n accessibility is caused by reason of Force Majeure, emergency security updates, power outages or loss of internet service due to no fault of ML, then ML shall issue a credit to KW in the amount of $[*] per occurrence which may be used to This Support Exhibit applies with respect to the Basic Package, Premium Package and Market Center Product (collectively, the Products). hkocvE(8,fNh[,MNRkf8/Tp? and (c)each party shall return to the other party, upon request, any Confidential Information belonging to the other party. 2. This agreement may be used for residential or commercial real estate purposes. Updated June 27, 2022 A real estate agent independent contractor agreement is a contract between a real estate company and a salesperson ("agent") that details the commission split and expenses between the parties. Locate the blank line just before the percent symbol then enter the commission percentage that will be used to calculate the Salespersons pay. %PDF-1.4 % [*] prior to the end of the Initial Term, and if no such notice is provided, this Agreement thereafter shall automatically renew for successive one year periods (each, a Renewal Term). 9.1. U.S. mail, return receipt requested; (b)transmitted by facsimile, with a copy send by first class U.S. mail; or (c)delivered by reputable independent courier. Marybeth Olive. A SUB-AGENT is another agent/licensee who also represent 01. The Basic Package (as defined in Exhibit A) shall be made available to all KW Associates (as defined below) [*] pursuant to MLs standard license terms for such product (attached hereto as Client has reviewed, A. Workers' Compensation Insurance Coverage. In many business relationships, the law may require that a written notice be sent from one party to another when certain scenarios occur. Set Up the ListHub Connector (s): Your Market Center must have a ListHub KW Connector account set up for each MLS you want ListHub to pull listings from. Party pursuant to any patents, copyrights, trademarks or trade secret information or other intellectual property right of the other party, except as expressly set forth. <>/ProcSet[/PDF/Text/ImageB/ImageC/ImageI] >>/MediaBox[ 0 0 612 792] /Contents 4 0 R/Group<>/Tabs/S/StructParents 0>> This is a legal Agreement between you and Keller Williams Realty, Inc. and its affiliates (as applicable based on the Services), which include but are not limited to, KW Worldwide, Ltd., KW Accelerator Studios, LLC, KW Insurance, Ltd., Keller Offers, Ltd, Keller Mortgage, LLC, Business MAPS, Ltd., Keller Williams, LLC and Livian, LLC ("we . endstream endobj 226 0 obj <>/Subtype/Form/Type/XObject>>stream Here are five things that should be in every independent contractor agreement: Scope of . The client will have no responsibility for employees, subcontractors, or personnel in connection with the services provided. 6.5 Notices. behavior, Easy to use daily, weekly & monthly calendar, Post listings to Facebook via Design Center, Post listings to Twitter via Design 80%) or as a ratio with the agent's percentage first (i.e. Board Of Realtors. You must mark one of the boxes to indicate if the Salesperson will be required to contact and join the local Association Of Realtors. Neither party shall be deemed in default or otherwise liable for any delay in or failure of its performance under this Agreement (other than payment obligations) by reason of any act of current or future technologies, products, services, sales and marketing plans, customers, business plans, financial information, and prospects; the existence of this Agreement; and information received from others that Disclosing Party is obligated endstream endobj 225 0 obj <>/Subtype/Form/Type/XObject>>stream www.kw.com) and remote sources. So that the CRM system can more closely match KW campaigns to be offered in the KW marketing center. is essential to MLs overall project success and KW agrees to the following benchmark goals: Benchmark of [*] Purchasing Agents by [*], Benchmark of [*] Purchasing Agents by [*] and ongoing thereafter. f 9.3 Client Termination Procedure. The Parties shall participate in a mediation conference and will share in the mediator fee equally, but will otherwise bear their own legal fees, costs and expenses in participating in the obtaining any further permissions from or payments to any third party, all of the materials provided for publication on Clients ML Site, including without limitation, MLS listings, text, logos, photos and other graphics, (ii)Client and beyond the control and without the fault of such party, provided that (a)such party has taken reasonable precautions against such occurrence; and (b)such party gives the other party written notice thereof promptly and uses its diligent, Market Leader shall have sole discretion with respect to the content and layout of Clients ML Site.Banner ads, pop-up ads z@efP #N endstream endobj 227 0 obj <>/Subtype/Form/Type/XObject>>stream Salesperson. We must supply a few definitions to this article before continuing. XVI. All other warranties, including warranties of merchantability or fitness for a particular purpose are excluded and shall not apply to any products or services to be provided under this Agreement. 4.5 Disaster Recovery. To the maximum extent 1.92 2.16 5.76 7.68 re provisions of this Agreement shall not be construed against either party by virtue of their authorship. In particular, nothing in these office policies is intended to alter the right of either party to terminate the independent contractor agreement, with or without cause, with advance notice to principal or managing broker as set forth in the Independent Contractor Agreement. The Market Center product provides every market center with its own lead generation website as well lead distribution and monitoring tools that enable market centers to provide leads to its KW Associates. In XI. endobj 0000004440 00000 n This will include that he or she pay whatever fees are required. overdue amounts then owed under this Agreement or any SOW to ML from KW. An independent contractor (IC) has their own business or trade in which they offer their services to the general public. make any use, disclosure or dissemination whatsoever of the Confidential Information except in connection with this Agreement, (d)not to modify, reverse engineer, decompile, disassemble, or create derivative or other works based upon, understood the terms of this Agreement and agrees to be bound by these terms. V)gB0iW8#8w8_QQj@&A)/g>'K t;\ $FZUn(4T%)0C&Zi8bxEB;PAom?W= > ` b _ %` 9 bjbj"x"x .T @ @ 1 n n n n L A2 1 1 1 1 1 1 1 $ 3 h a6 P 1 , , , 1 1 . Download our free Independent Contract Agreement Sample The way to complete the GREENBELT: Contract to Close Keller Williams REvalty form online: To start the document, use the Fill camp; Sign Online button or tick the preview image of the form. endstream endobj 191 0 obj <>/Subtype/Form/Type/XObject>>stream INDEPENDENT CONTRACTOR AGREEMENT. Agreement or a SOW. Thus, locate item C.) If KW has used commercially reasonable efforts to provide Level 1 Support (including, first using the tools MARKET CENTER LOCATED IN THE UNITED STATES OR CANADA OR A REAL ESTATE AGENT INDEPENDENT CONTRACTOR OF A KELLER WILLIAMS REALTY, Page _____, but can range from a couple hundred dollars per deal or up to a couple thousand per month. Set email you probably do our house signs of independent keller williams; ms szuch name and choice . Associate to send & receive email, Add personal or contact-related The next area requiring our attention in this article is G.) Add a document. pursuant to the terms of this Agreement (Statement of Work or SOW). A real estate agent independent contractor agreement is a contract between a real estate company and a salesperson (agent) that details the commission split and expenses between the parties. The Salesperson area at the end of this document is where the Agent or Salesperson must sign and print his or her name as well as document the date, he or she signed this paperwork. whatever nature arising out of or relating to this Agreement (i)is brought by ML, then such claim or dispute shall be exclusively brought in Travis County, Texas and governed by and construed in accordance with the laws of the State of Texas, These include: Receiving training from the agency Obtaining materials and tools from the agency Attending mandatory staff meetings Performing services at a specific location Providing services during set work hours between the parties dated 01/07/2011 and this SOW commences on 01/07/2011 and continues for a five year period (Initial Term). Locate the blank lines labeled Mailing Address, E-Mail, and Fax Number under the heading Salesperson in this article. Any provisions of this Agreement that may reasonably be interpreted to survive expiration or termination hereof, shall survive. x- [ 0}y)7ta>jT7@t`q2&6ZL?_yxg)zLU*uSkSeO4?c. R -25 S>Vd`rn~Y&+`;A4 A9 =-tl`;~p Gp| [`L` "AYA+Cb(R, *T2B- following: Custom Application settings within system. All KW Agent issues of any nature whatsoever relating to the eEdge Basic Package, Premium Package features that are also in the Basic Additional KW marketing campaigns will be added over the first 6 months of the agreement, Additional charges would apply for direct mail All payments by Client If the above benchmarks are not met within the timeframes provided, KW will take on You may use the blank lines in this section to include such information or cite an attachment with this information that is properly labeled, signed by both parties, and dated by both parties. designed to attract and engage consumers, Differentiate themselves in the market by using world-class print and e-marketing tools, Engage more customers, more often with mobile access and tools that help you identify hot prospects in your database, Unlimited use of listing packages, Unlimited # of single property websites hosted at one No amendment or modification of this Agreement shall be made except by an instrument in writing signed by both parties. An independent contractor agreement is a contract that lays out the terms of the independent contractor's work. If the parties cannot resolve and settle any dispute by private negotiation within 60 days after one party gives the other written notice that a dispute disclosure to Receiving Party; (c)is independently developed by Receiving Party without use or reference to the Disclosing Partys Confidential Information; or (d)becomes available to Receiving Party from a source other than the endstream endobj 219 0 obj <>/Subtype/Form/Type/XObject>>stream templates , generate preview and access print-on demand service including Download PDF and Professional print services from your choice of approved printers, Seamless integration with Market My Business & Market My Listings tools, Integrated email inbox enabling every KW Neither party will directly solicit for employment any employee or independent contractor of the other party with whom it had contact in connection with this Agreement Notices shall be deemed given upon the earlier of actual receipt or five (5)days after transmittal. l )ONGm!9*&H\TaFA1 @;_J3E(bLm+W@:\t'j)4)6{P! ~?64R)XD?|q The Agency will need to produce an authorized Representative to sign this document on its behalf. The commission split is the fee a brokerage collects from an agent it employs on each real estate transaction. The general rule is that a worker is an independent contractor if the payer has control over the result of the work but not what will be done or how. endstream endobj 217 0 obj <>/Subtype/Form/Type/XObject>>stream informed of the confidential nature of such information, and shall have executed appropriate written agreements sufficient to enable Receiving Party to comply with all the provisions of this Agreement (Permitted Parties), (c)not to } >\ _,7OsmjH*DP"4 $ypG_p>yqjs+$Ke |F#YW!,RXL(oWhdC 8.6Egq1L*! b#)|=lL:1/d-\\NNRvrt*pQN|~N{I.-wSO>v" OD9IFS.' endstream endobj 211 0 obj <>/Subtype/Form/Type/XObject>>stream Meaning, 70 percent of the commission will go to the real estate agent and 30 percent will go to the brokerage. 3.3 Return of Confidential Information. Create a free account, set a strong password, and proceed with email verification to start managing your forms. endobj Keller Williams is a very supportive environment however to be able to be an independent contractor and make enough money while juggling a work life balance with small children I found to be next to impossible. 0 0 0 rg endstream endobj 205 0 obj <>/Subtype/Form/Type/XObject>>stream 0.96 0.96 7.56 10.08 re notice to Client if the underlying agreement between Market Leader and Keller Williams Realty, Inc. pursuant to which this Market Leader Product is being provided, terminates for any reason. (Effective Date). TO THIS AGREEMENT FOR ANY LOSS OR DAMAGE, AND REGARDLESS OF THE FORM OF ACTION SHALL BE LIMITED TO PROVEN, ACTUAL OUT-OF-POCKET EXPENSES THAT ARE REASONABLY INCURRED. zPu` 2 same and shall provide Disclosing Party with written confirmation from an executive officer of Receiving Party of such occurrence. SOW. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY, WHETHER IN CONTRACT, WARRANTY, TORT This Independent Consultant Agreement contains a basic format, and you can add the project details, agreement details, period, and other details, such as: Consultancy period, Payment, Place of work, Travel, Secrecy, Compliance, Disclosure, Commissions, etc. Was this review helpful? agree as follows: 1. By using the website, you agree to our use of cookies to analyze website traffic and improve your experience on our website. It affirms that the client and contractor are not in an employer-employee relationship. The Term Find the heading Agency in this article, then use the lines labeled Mailing Address, E-Mail, and Fax Number to record this entitys official mailing and current electronic contact information. Salesperson acknowledges that all pending sales and listings taken during the term of this Agreement are the property of %PDF-1.6 % Email corey.kelly@pittsburghmoves.com Phone (412) 628-8144 mobile (412) 655-0400 office (412) 655-0400 x6854 direct (412) 628-8144 home Team The Dan Haeck Team Office South Suburban 10 Old Clairton Rd Ste 7, Pittsburgh, PA 15236 Set Corey as your preferred agent We're the Key to Your Next Door Request a home valuation This Master Services Agreement (Agreement) is entered into between the following entities as of January6, 2011 pieces included in campaign, All contacts can be added to a pre-defined Social Media Campaign. 0.96 0.96 7.68 10.08 re Report the name of the state that rules over this agreement on the blank line in XVI. EMC 4. Use a Release of Liability (Waiver) Form to prevent a company or individual from being sued in the event of an accident. endstream endobj 224 0 obj <>/Subtype/Form/Type/XObject>>stream trailer Notwithstanding the foregoing, if Client is in breach of any material provisions of this Agreement, including the license restrictions of Section3, the payment terms of Section5 or the confidentiality marketing and advertising activities, including all of those listed below with the goal of increasing the number of Purchasing Agents to the minimum stated benchmarks. FRANCHISEE OR AFFILIATE LOCATED IN THE UNITED STATES OR Market Leader shall have sole discretion with respect to the content and manner of displaying the TOU and PP on Clients ML Site and This paperwork can be saved as a PDF file or a word processing file (Word, ODT). Client hereby grants Market Leader a royalty-free, limited, non-exclusive right, authorization, and license to use the name, logos, trademarks, Package and Market Center Product shall be handled by the KW Support Center (Level 1 Support). 1 . 1 -Obtain A New Copy Of This Form Using This Page. You can also download it, export it or print it out. [*] Designates portions of procedure provided by Market Leader in connection with the System. This legal contract usually includes information regarding the scope of the work, payment, and deadlines. 3. &. ML agrees to provide the products and/or services as provided for in any statement of work entered into by the parties wG xR^[ochg`>b$*~ :Eb~,m,-,Y*6X[F=3Y~d tizf6~`{v.Ng#{}}jc1X6fm;'_9 r:8q:O:8uJqnv=MmR 4 any Users are in compliance with all applicable laws and regulations with respect to its activities related to this Agreement, and (iii)Client and any Users will honor any opt out requests received from any sales prospects who are An independent contractor agreement is a contract between a freelancer and a company or client outlining the specifics of their work together. The parties shall work together on commercially reasonable terms Fzf reasonable care, to keep the Confidential Information confidential, (b)not to disclose Confidential Information to any third party other than to its employees and consultants on a need-to-know basis, provided that such persons shall be endstream endobj 193 0 obj <>/Subtype/Form/Type/XObject>>stream and Client (and its Users) shall each retain in confidence all information received from the other party pursuant to or in connection with this Agreement that the disclosing party identifies as being proprietary and/or confidential or that, by the any time: 5. 6.9 Assignment. In order to outline the business relationship between a contractor and a company, an Independent Contractor Agreement will be necessary. La Mesa, CA 91942. . Clients obligation to pay all of the applicable fees, nor restrict Market Leader from pursuing any other remedies available to it, including injunctive relief. 0.5 0.5 0.5 rg BY AGREEING TO THESE TERMS OR USING THE (C,38"_^V+~ :'q,@u_o'{ Barbara A Reinecke and Pasch Realty Inc licensed New Jersey real estate. The url and/or If you're new to independent contractor hiring, you might not realize the importance of this section of the contract. An Independent Contractor Agreement is a contract in which a company hires someone without employing them. 50+ FREE Independent Contractor Agreement Forms & Templates. /Tx BMC 0000002037 00000 n partys consent unless the resolution or settlement provides for an unconditional release of the indemnified party from all liability with respect to such claim, does not commit the indemnified party to make any monetary payment or any other If compensation is received, Keller Williams Realty will not seek additional compensation from the buyer or tenant. Source. startxref driving more leads, more customer engagement, and more conversions of prospects into closed business. Download your modified document, export it to the cloud, print it from the editor, or share it with other participants through a Shareable link or as an email attachment. prohibited or unauthorized disclosure or use of the Confidential Information. It is the express wish of the parties that this agreement and all related documents be drawn up in English. Subject to the 9.4 Effect of Termination. endstream endobj 192 0 obj <>/Subtype/Form/Type/XObject>>stream templates , generate preview, and access print-on demand service including Download PDF and Professional print services from your choice of approved printers, Select from multiple auto-populated This Exhibit C may be modified by the mutual written agreement of both parties at any time. HdRMO0W8HTlFUgmRY59 [4 .RW@MJCF pRsKBWHER[of'mm0mKW[Ah~@VC7G*#H6uqEJ}6bhR1E0m&)/W02KCnA,w;|'X#:8z/PE.K#4k Ys INDEPENDENT CONTRACTOR AGREEMENT (ICA) This Independent Contractor Agreement ICA ("Agreement") is made between: Real Estate eBroker Inc. (01522411) ("Broker") and , ("Associate-Licensee") In consideration of the covenants and representations contained in this Agreement, Broker and Associate-Licensee agree as follows: This Agreement shall be governed by and interpreted in accordance with the laws of The State of Washington. Receiving Party shall be responsible for any breach of this Agreement by any of its Permitted Parties and Receiving Party agrees to take all reasonable measures to restrain such parties from 0.96 0.96 7.56 10.08 re The commission split is expressed as the percentage the agent receives (i.e. Facebook. SVaO`tTv,6P7eavg"_Dw FgX p)C#=+]N.c\N;'-zI fa 3LcZ_v;dybArz69vdbFkqAv;6%ul4z!C8.cf?bm?Z'9eu}avR6[ZPe1GWxA!JFBax@2S 1cY*wF z%cH{kqx%H#B"O3g5"(KQpa4q . H23U0t.=K30agj`hg`Pe @%z If Client chooses to purchase In addition, counterparts exchanged by facsimile transmission or PDF shall constitute an enforceable original. The eighth article, VIII. EMC foregoing automated fee payment process. This Agreement may be executed in counterparts (which may be exchanged by facsimile), each of which will be deemed an original, but all of which together will constitute the same Agreement. . 5 -The Agent And The Agency Must Formally Execute This Paperwork With Their Signatures. If the referral was made to an Agent at Keller Williams Princeton, 90% to the Referral Agent, with 10% to NJRRE. Independent contractors have fewer directions and use their own expertise and judgment to perform their work. Agents must collect their commission from the broker rather than from the buyer or seller. activity, homes viewed & saved, average price. Center, Post listings to LinkedIn via Design Confidential Information does such party. detail and the non-breaching partys intention to terminate (a Termination Notice). 0 0 0 rg remove poorly performing agents from lead redistribution and transfer leads to another agent. nQt}MA0alSx k&^>0|>_',G! 100 Canal Pointe BlvdSuite 120 Princeton, NJ 08540 . Notice shall be provided to a party at the address provided on the Cover Page Form Name: Notice of Sales Agent Sponsorship Termination (Form ID: TS-3) Effective Date: 01/12/2022. of KW Associates to participate on associate sites. If you can't find an answer to your question, please contact us. for the System so there shall be no fee due from Client for the System. Make sure when reporting this entitys name that it appears precisely as it does on the books. Market Leader, Inc. Keller Williams Realty, Inc. its franchisees, and independent contractors of its franchisees, pursuant to this Agreement or any SOW. Description: This form is to be used by a broker to terminate sponsorship of a sales agent. Yes. It is a legally-binding document between an employer (individual or company) and a 1099 worker (contractor). 1. x\Ysv~wC?) Market Leader Premium enables KW Associates to really rise above the crowd and take control of their market. hb```"6! the location in which such agent provides real estate services. The CRM system will support single sign-on from the myKW.com website. Subrogation. f It says that any work-related product created in the scope of the contract, as well as the resulting deliverable, is the sole property of the company. Entrepreneur . (5/100) x 200,000 = 10,000. Disclosure of Confidential Information to Disclosing Party does not grant any express or implied right to Receiving xZo6~O`+"E`` =8tD!HbKp8~gvoXoiG,,N!y ^w?|'"$|_)d?|J8''}? EXCEPT WITH RESPECT TO A PARTYS OBLIGATIONS WITH RESPECT TO INDEMNIFICATION

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