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COMEX Division Waiver of Claims
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Whereas,
(licensor) is a member in good standing of the COMEX Division
of the New York Mercantile Exchange, Inc.,
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Whereas, the licensor and
(licensee) have entered into an agreement pursuant to
which licensor will grant a license to the licensee with
respect to licensor's membership (#
); and |
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Whereas,
(guarantor) has executed a guarantee on behalf of the
licensee in the form prescribed by the Exchange (the "guarantee"); |
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It is hereby agreed as follows:
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1. Guarantor hereby waives all rights of indemnification
against the licensor for payments made by guarantor to
third parties or to the Exchange in satisfaction of claims
against the licensee pursuant to the guarantee.
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2. Guarantor hereby agrees to indemnify and hold harmless
licensor from and against any liability, loss, damages,
cost, or expenses that licensor may incur or be required
to pay arising from claims made by third parties or the
Exchange against licensee, provided that (i) such claims
shall be claims for which guarantor is liable in accordance
with the by-laws and rules of the Exchange and the guarantee
and (ii) in no event shall the amount of the guarantor's
liability to licensor under this waver exceed in the aggregate,
the value of the licensed membership.
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3. The terms of this waiver may not be modified except
by written instrument signed by the guarantor and licensor
and filed with the COMEX Division.
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4. This waiver shall remain in full force and effect
for so long as the guarantor's guarantee of licensee's
obligations and liabilities continues, provided that the
guarantor may revoke this waiver for any reason upon not
less than thirty (30) days' prior written notice to the
Exchange, licensee and licensor given at any time following
the six month anniversary of the effective date of the
license.
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5. This waiver shall be subject to the by-laws and rules
of the Exchange, as amended and in effect from time to
time, and such by-laws and rules are hereby incorporated
by reference into and made a part hereof. In the event
that the by-laws and rules of the Exchange, as amended
and in effect from time to time, conflict or are inconsistent
with this waiver, this waiver shall be controlled by such
by-laws and rules.
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Guarantor Firm:
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Authorized Signature:
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Licensor's Signature:
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Sworn and subscribed to before me this
day of
,
. |
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