Rental Agreement

1.     ACCEPTANCE: ANY PAYMENT OF MONEY OR COMPLETING THE BOOKING RESERVATION AFTER RECEIPT OF THIS AGREEMENT IS EVIDENCE OF, AND SHALL BE UNDERSTOOD BY ALL PARTIES TO INDICATE, YOUR ACCEPTANCE OF THIS AGREEMENT. The Guest may also sign this Agreement and return it to the Owner or the Agent within five (5) days of receipt.

2.     PAYMENT OF RENTS AND ACCEPTED FORMS OF PAYMENT: *NO PERSONAL CHECKS ACCEPTED. * Reservation is subject to cancellation by the Agent or the Owner without prior notice to the Guest if payment(s) have not been made in full by the applicable designated due date(s). Full and timely payment is required under the terms of this Agreement. 

3.     DISBURSEMENT OF FUNDS: Payments are to be made to the Owner’s account no earlier than the Guest’s check-in date to pay for any goods, services, or benefits, including, but not limited to cleaning services, and necessary repairs. The Guest acknowledges that the Agent is paid a commission fee for services. Apart from Direct Bookings through the Owner’s website, security deposits will be held by the booking platform until the earlier of the commencement of your stay or the end of the cancellation period.  For direct bookings through the Owner’s website (www.realfunstays.com) (“Direct Booking(s)”), security deposits are held until the earlier of the commencement of your stay, or the end of the cancellation period. The Guest hereby acknowledges that the Owner does not directly hold security deposits releases any and all rights for civil suit against the Owner or the Agent for any loss of security deposits. A third-party processor is used for any Credit Card or E-Check Payment. ALL PAYMENTS ARE TO BE MADE IN U.S. FUNDS.

4.     TAX: The State of North Carolina currently levies a 6.75% sales tax to lodging in the State. Additionally, Haywood County levies a 4% occupancy tax to vacation rentals in the County. Currently, the total amount of taxes levied is 10.75% including the North Carolina Sales Tax and the Haywood County Occupancy Tax. These taxes are billed to the Guest. The tax amounts and percentages are subject to change at any time. The rental balance owed by the Guest will be adjusted to the applicable tax rate based on the check-in date, which may increase between the date of the Guest’s acceptance of this Agreement and the check-in date.

5.     DAMAGES: The Guest is responsible for any and all damages to the Subject Property caused by the Guest, the Guest’s family, or invitees, and/or by any such person’s pets or vehicles. The Guest shall report any breakage and/or damage immediately upon its occurrence, regardless of severity or cause. The Subject Property is checked between guest occupancies carefully by the Owner’s cleaning and/or inspection crews for breakage and/or damages, with all breakage and/or damage reported directly to the Owner. The Guest agrees to promptly pay for all breakage and/or damages if the Owner determines that the Guest, the Guest’s family, or invitees, and/or any such person’s pets or vehicles, caused breakage and/or damages to the Subject Property, and if the Owner requests payment for said breakage and/or damages from the Guest. 

6.     SECURITY DEPOSITS: A five-hundred-dollar ($500) security deposit will be required. The security deposit is a “hold” on the credit card used to book the reservation. If no breakage, physical damages, or contractual damages have occurred during the term of this Agreement, then the full amount of the security deposit hold shall be released to the Guest. If breakage, physical damages, and/or contractual damages have occurred then the cost of the complete repair or replacement of the broken or damaged items or portions of the Subject Property or surrounding premises shall be deducted from the security deposit, and/or the value of the extent of the non-physical damages shall be deducted from the security deposit, as applicable. Following said deductions, the balance of the Security Deposit, if any, shall be returned to the Guest by the later of: (a) thirty (30) days after the Guest’s scheduled checkout date; or (b) thirty (30) days after the actual date that the Guest vacates the Subject Property. If the security deposit is insufficient to cover the costs of repairs or replacement of the breakage and/or physical damage(s), then the Guest shall pay all additional costs and fees pursuant to the terms of this Agreement. If the security deposit is insufficient to cover the extent of the value of contractual damages to the Agent and/or the Owner, then the Owner shall have available any remedy at law or equity to seek such damages from the Guest. The security deposit will be administered in accordance with the North Carolina Security Deposit Act.  

7.     REFUNDS: Neither Owner nor Agent will provide refunds for unfavorable weather, late arrival, early departure, interruption of utilities or construction in the area.

8.     TRIP CANCELLATION INSURANCE: 
CANCELLATIONS:
At least thirty (30) days’ notice is required for cancellation with a full refund (100%).
If the Subject Property is booked fewer than thirty (30) days prior to check-in, a full refund for cancellation must be made within forty-eight (48) hours of booking or at least 14 days prior to check-in. 

For Direct Bookings or bookings through Airbnb, at least seven (7) days’ notice is required for cancellation with a fifty percent (50%) refund. Cancellations or changes that result in a shortened stay, or that are made within seven (7) days of the arrival date for reservations made through a Direct Booking or through Airbnb shall cause forfeiture of the full (100%) advance payment and reservation deposit. 

For bookings through VRBO, at least fourteen (14) days’ notice is required for cancellation with a fifty percent (50%) refund. Cancellations or changes that result in a shortened stay, or that are made within fourteen (14) days of the arrival date for reservations made through VRBO shall cause forfeiture of the full (100%) advance payment and reservation deposit. Cancellation or early departure does not warrant any refund of the rent or of the deposit. We recommend you choose to purchase travel insurance separately.

9.     STORM POLICY/ROAD CONDITIONS (mountain property): No refunds will be given for storms. Mountain roads can be curvy and steep. Gravel drives are well maintained; however, the Owner shall not issue a refund due to road conditions, even if determined to be unsafe to drive and thereby warrants a cancellation of the trip; we highly recommend you purchase travel insurance.

10.  TRAVEL INSURANCE: We highly recommend you purchase travel insurance.

11.  CHECK-IN: Standard check-in begins AFTER 4PM if booked using platforms Airbnb/VRBO and standard check-in begins AFTER 2PM if booked through direct website. We appreciate your patience as we ready the Subject Property for occupancy. Early Check-in services may be available and must be pre-arranged. Please contact the Owner to request this convenience service. For Guests arriving after 5:30 pm, it is recommended that the Guest let the Owner know so that lights can be left on for ease of check-in.

12.  CHECK-OUT: Guest will vacate the Subject Property by 10:00 am on check-out day. A fee of up to 25% daily rental rate may be charged for late check-outs. A limited number of Late Check-Out services are available and must be prearranged. Please contact the Owner to request this convenience service. The Guest is responsible for washing dishes, taking out trash, emptying the refrigerator, leaving the AC set on seventy-two (72) degrees in the summer or heat set on sixty-five (65) degrees in the winter, securing all doors and windows, and leaving the Subject Property in broom-clean condition, damage-free and in good shape for our cleaning team. Any excessive cleaning or excessive trash removal as deemed by the Owner in the Owner’s sole discretion will be billed to the Guest at a minimum fee of $75.00. Please ensure you have packed all your belongings before checking out, as we cannot be responsible for items left in the Subject Property. Contact the Owner for arrangements to have any left items mailed within seven (7) days after your departure, otherwise left items will be disposed of or donated.

13.  PERMITTED OCCUPANTS: Guest must be at least twenty-five (25) years old to book and stay. Exceptions may be made, in writing, with agreement of Agent and Owner. Guest shall take possession and maintain possession of the Subject Property for the full reserved/booked period. The Guest shall not permit the property to be occupied or used as a residence by more than the maximum number of occupants as follows: (i) the maximum occupancy for Koi Kottage shall be eight (8) individuals, including children over the age of 3. The aforesaid maximum number of occupants includes the Guest, the Guest’s family (including all children over age 3), and or other invitees. Over occupying of property or misrepresenting occupancy is grounds for immediate Rental Agreement termination and/or eviction without refund of any rent or amounts paid, regardless of the date of eviction as this will be considered liquidated damages to cover losses, expenses, and damages of Owner and Agent for taking the Subject Property off the market.

14.  WELCOME BOOK.  Guest agrees to comply in full all rules and regulations found within the Welcome Book located at the Property, included, but not limited to, those rules and regulations regarding hot tub use, noise, use of the fire pit and wood stove, proper use of the pool table, and disposal of trash and food items to prevent bears and other animals from becoming a nuisance or danger on the property.

15.  TRASH DISPOSAL.  Trash, leftover waste and food waste must be kept inside the residence for the safety of guests and local wildlife, such as bears. No food or trash may be kept within vehicles. Upon checkout, trash should be kept within the residence, or taken to the local waste processing facility.

16.  PROHIBITED CONDUCT: Absolutely no house parties, beer kegs, fireworks of any kind, ATVs or RVs, no videotaping of Subject Property or surrounding premises, nor illegal activities are allowed on Subject Property and surrounding premises. Guests shall not disturb the neighbors and must practice respectful behavior while at the Property. There shall be no loud music or noise after 10pm. Violation of this will result in the immediate termination of the Rental Agreement and immediate eviction without refund of any rent or amounts paid, regardless of the date of termination or eviction. Misrepresentation, failure to pay in full, obtaining the Subject Property under false pretenses, fraud or material breach of this Agreement shall result in an expedited eviction in accordance with N.C.G.S. §§ 42A et al. The Owner takes safety, security, and good conduct seriously. Verbal abuse, violence or other threats against the Owner or the Agent or their representatives, agents or employees will not be tolerated and is grounds for eviction without refund and legal and/or law enforcement action. The Guest is responsible for the actions and conduct of the Guest, the Guest’s family, and all invitees, and occupants of the Subject Property.  The Guest is responsible for ensuring safe and responsible behavior. 

17.  PETS: Pets are specifically prohibited at Koi Kottage unless prior arrangements have been made and accepted by the owner. PETS FOUND ON PROPERTY ARE GROUNDS FOR IMMEDIATE EVICTION AND UP TO A $1,000 PET DAMAGE AND CLEANING CHARGE.

18.  RIGHT OF ENTRY AND ACCESS TO THE SUBJECT PROPERTY: The Owner and Agent reserve the right to enter and inspect the Subject Property with reasonable notice to the Guest. The Owner and Agent reserve the right to enter the Subject Property or schedule for professional services during the guest’s reservation period including but not limited to inspecting, making repairs, replacements, or installations. The Guest is responsible for securing the Subject Property during their reservation period, including protection from intruders and the elements. The Guest may not share the entry code to property.

19.  MAINTENANCE: The Owner makes every reasonable effort to keep each property and its equipment and amenities in good working order. The Guest shall notify the Owner in writing within twenty-four (24) hours of any difficulty encountered so repairs or services can be arranged as soon as is reasonable regarding the level of urgency. The Owner and the Agent have a right to cure all maintenance-related concerns at the Subject Property in a reasonable amount of time. Neither the Owner nor the Agent shall be liable for damages and no refunds will be given for such temporary failure, inoperable appliances or faulty equipment or maintenance problems, provided that the Owner or the Agent is seeking to service, repair or replace said failure in a reasonable manner upon receipt of written notification from the Guest of same. False or unwarranted maintenance repairs called for by the Guest will be billed to Guest. The Owner and the Agent reserve the right to enter the Subject Property or schedule for professional services and hired individual(s) to enter the Subject Property during the guest’s reservation period, including but not limited to inspecting, servicing, making repairs, replacements, or installations. Difficulties with utilities, services or amenities provided by third-party vendors may take additional time to remedy as the Owner and the Agent have limited ability to control scheduling.

20.  ELECTRONICS/SERVICES:  There is to be no disconnecting or tampering with the wireless router, security cameras, smart lock, or other electronics. Disconnection sends an alert to Agent and Owner, and Guest will be asked to leave immediately upon disconnection without refund. No refunds will be provided for the malfunction of any electronics or services, including but not limited to cable, internet, and TV. No guarantee is offered for reception and no refunds are offered for failure, interruption in service, delay in response time or spotty reception of cable, satellite, internet, or other services to the property.

21.  NON-SMOKING INDOORS: The Subject Property is designated “Non-Smoking” indoors. Only outdoor smoking is permitted.  Please respect this request. The Guest agrees to pay a $500 additional cleaning/deodorizing fee if smoking occurs inside the Subject Property. The Owner and the Agent will have absolute and sole discretion in determining if a smoking-related violation has occurred.

22.  POTENTIAL NEED FOR 4-WHEEL DRIVE TRANSPORTATION: The Subject Property is a mountain cabin. Therefore, if you are renting the Subject Property during the winter season you may need 4-wheel drive vehicles and/or tire chains to access the property. The inability to access the Subject Property during the winter season due to a failure to use a 4-wheel drive vehicle and/or tire chains shall not warrant a refund.

23.  GRILLING: Do not attempt to move the outdoor grill to another area of the Subject Property. Attempting to do so will result in the Guest being wholly responsible for any and all related damages.

24.  FIREWORKS: Fireworks are not permitted on or around the Subject Property at any time.

25.  POOL TABLE:  Guest agrees to use the pool table only for its intended purpose, and to properly maintain and care for the condition of the pool table. No Guest, Guest’s family members and invitees may sit, climb, or lie down on the pool table. No drinks, liquids, or food may be placed on the table. Any damage to the pool table discovered upon check-in must be reported immediately, and damages occurring during the occupancy must also be disclosed immediately.

26.  HOT TUBS/SPAS: If the Subject Property has a hot tub, the Guest releases the Owner and the Agent from any and all liability for any injuries or death resulting from the Guest or Guest’s family and other invitees’ use of the hot tub. DO NOT ADD ANY CHEMICALS OR OTHER AGENTS TO THE HOT TUB, POOL, OR SPA. The spa cover should be replaced when not in use. No alcohol, pets, or urinating in hot tubs, pools, or spas. No glassware may be used in or around the hot tub. No children under the age of five are allowed to use the hot tub, and no children may use the hot tub without direct adult supervision. PROPER SUPERVISION IS REQUIRED AT ALL TIMES.

27.  POND & WATER:  No swimming, fishing, or boating in the pond or water features on the Property is permitted. Extreme caution is to be used around the pond and other water on the Property. Children must be supervised at all times when on the Property and may not access the pond at any time. Violation of this will result in the immediate termination of the Rental Agreement and immediate eviction without refund of any rent or amounts paid, regardless of the date of termination or eviction. Guest expressly assumes the risk inherent with the enjoyment of this pond and other water on the Property. PROPER SUPERVISION IS REQUIRED AT ALL TIMES.

28.  TREEHOUSE:  There is a treehouse located on the Property for the use and enjoyment of the Guest, Guest’s family members and invitees over the age of eight (8) years old. No children of any age shall be permitted access to or enjoyment of the treehouse without parental supervision. Guest expressly assumes the risk inherent with the enjoyment of this treehouse. PROPER SUPERVISION IS REQUIRED AT ALL TIMES.

29.  OWNER OBLIGATIONS UNDER THE VACATION RENTAL ACT: The Owner agrees to provide the Subject Property in a fit and habitable condition. If, at the time of occupancy, the Owner cannot provide the Subject Property in a fit and habitable condition or reasonably resolve the issues or substitute another comparable property, then Owner or the Agent will refund all monies paid by the Guest. In the case of a failure once occupancy occurs and the Guest notifies the Owner in writing of a failure or condition with the property that requires repairs for the Subject Property to be in a fit and habitable condition then the Guest agrees that the Owner will work to find a commercially reasonable solution to resolve the issue identified. The Owner or the Agent and appropriate vendors providing the repair/replacement service(s) will have reasonable access to the Subject Property. Neither the Owner nor the Agent will be liable to the Guest for damages and no refunds for any temporary failures and/or refusal of repairs during your reservation period shall be given, provided that the Owner is taking steps to repair the condition in a commercially reasonable manner. The Owner shall ensure that every level of the living area has an operable smoke detector with replaced batteries replaced annually. If the Subject Property has a fossil-fuel burning heater, appliance or fireplace, then an operable carbon monoxide detector is also required, and Owner will have a carbon monoxide detector at the Subject Property.

30.  GUEST OBLIGATIONS UNDER THE VACATION RENTAL ACT: The Guest agrees to comply with all obligations imposed as required by the Vacation Rental Act. The Guest obligations that all apply to the Subject Property include and require that the Guest: shall keep that part of the property which he or she occupies and uses as clean and safe as the conditions of the property permit and cause no unsafe or unsanitary conditions in the common areas and remainder of the property that he or she uses; dispose of all ashes, rubbish, garbage, and other waste in a clean and safe manner; keep all plumbing fixtures in the property or used by the guest as clean as their condition permits; not deliberately or negligently destroy, deface, damage, or remove any part of the property or render inoperable the smoke detector provided by the Owner or the Agent, or knowingly permit any person to do so; comply with all obligations imposed upon the Guest by current applicable building and housing codes; be responsible for all damage, defacement, or removal of any property inside the Subject Property that is in his or her exclusive control unless the damage, defacement, or removal was due to ordinary wear and tear, acts of the Owner or Agent, defective products supplied, or repairs authorized by the Owner, acts of third parties not invitees of the Guest, or natural forces; notify the Owner or the Agent in writing of the need for battery and/or detector replacement or repairs to a smoke detector. The Owner or the Agent shall annually place new batteries in a battery-operated smoke detector, and the Guest shall confirm the smoke detectors are in working condition and as needed during the tenancy. A failure of the Guest to report nonfunctioning smoke detectors shall not be considered negligence on the part of the Guest nor of the Owner or Agent.

31.  OTHER GUEST OBLIGATIONS: The Guest agrees not to use the Subject Property for any activity or purpose that violates any criminal law or regulation and may use the premises for residential purposes only. The Guest should report any housekeeping discrepancies within twenty-four (24) hours of arrival and allow for an opportunity for these to be remedied. The Guest agrees to cleanliness and accepts conditions beyond twenty-four (24) hours. The Guest has an obligation to notify the Owner immediately of any safety issues discovered. The Guest is responsible for all damage to the property from all family, and other invitees, and for ensuring the maximum occupancy of two (2) individuals per bedroom, unless otherwise noted, is not exceeded during the stay. Due to health department regulations, occupancy on homes served by septic systems is limited to two (2) persons per bedroom, unless otherwise stated (children 2 years and under are excluded in this total count). The Guest agrees not to over occupy. The Owner’s locked closets are not included in the rental of the Subject Property and are not to be accessed. 

32.  REIMBURSEMENT AND RIGHT TO PROVIDE SUBSTITUTE PROPERTY: Except as provided in the Vacation Rental Act, if, at the time the Guest is to begin occupancy of the Subject Property, the Owner cannot provide the Subject Property in a fit and habitable condition or substitute a reasonably comparable property, then the Owner or Agent shall refund the Guest all payments made by the Guest.  If at the time the Guest is to begin occupancy of the Subject Property, the Owner cannot provide the Subject Property in a fit and habitable condition but the Owner or the Agent is able to secure and provide to the Guest a reasonably comparable property as a substitute, then the Guest agrees to accept the substitute property.

33.  EXPEDITED EVICTION: If the rental reservation period created hereunder is for thirty (30) days or less, the expedited eviction procedures set forth in the Vacation Rental Act will apply. The Guest may be evicted under such procedures if the Guest, the Guest’s family, or invitees: 1. Holds over in possession after the Guest’s rental reservation period has expired; 2. Commit(s) a material breach of any provision of this Agreement (including any addendum hereto) that according to its terms would result in the termination of the reservation and Rental Agreement; 3. Fails to pay rent as required by this Agreement; or 4. Has obtained possession of the Subject Property under fraud or misrepresentation.

34.  LIMITATIONS OF REMEDIES, DAMAGES AND INDEMNITY: Except as provided in the Vacation Rental Act, if, at the time the Guest is to begin occupancy of the Subject Property, said Subject Property under this Agreement cannot be provided because of acts of God, fire, damages, eminent domain or if the Subject Property is unavailable because of delay in construction, the unit is sold and no longer renting, or because of lack of water, septic or sewer, or otherwise unfit or uninhabitable, or for any other reason whatsoever, excluding those events that would otherwise be covered through the Guest’s trip insurance policy obtained individually by the Guest, the Guest hereby agrees that Owner’s and Agent’s sole liability as a result of any of these conditions is the full refund of all consideration previously tendered by the Guest pursuant to the terms of this Agreement. The Guest expressly acknowledges that in no event shall the Owner nor the Agent be held liable for any consequential or secondary damages, including but not limited to any expenses incurred as a result of moving, for any damage, destruction or loss. In the event of foreclosure, the Owner will notify the Guest. The Guest understands their sole recourse is with the Owner of the property. The Agent is not responsible for loss or recovery of funds in the case of foreclosure or other involuntary or voluntary transfer of the Subject Property ownership. The Guest also agrees that in the case of a double booking or occupancy by the Owner, the Guest will be entitled to a full refund of all consideration previously tendered by Guest. If the Owner can relocate the Guest to a reasonably comparable property, the Guest agrees to pay any difference in rental amount.

35.  INDEMNIFICATION AND HOLD HARMLESS; ASSIGNMENT: The Guest, their family members, and all the Guest’s invitees and occupants of the Subject Property agree to release, hold harmless and indemnify the Owner and the Agent from and against all claims for damages and/or personal injuries to any person (including Guest’s guests, family members and invitees) arising out of the use of the Subject Property, including interior and all exterior areas, including decks, stairs and other common areas, that occurred during the Guest’s rental of the Subject Property, unless caused by the negligent, grossly negligent, or willful act of the Agent or the Owner, or the failure of the Agent or the Owner to comply with the Vacation Rental Act. The Guest also agrees to defend the Owner and the Agent from any lawsuit alleging damages and/or personal injury that occurred during the Guest’s rental of the Subject Property. The Guest shall not be entitled to any refund due to unfavorable weather, electrical surges, outages, lightning, flooding, hail, hurricane, wind, storm, erosion, sand, government action, maintenance problems, area construction, noise, early departure, restrictions on social gatherings, illnesses, pandemics, stay-at-home or quarantine orders or recommendations, or the disruption of utility services (including cable, telephone reception, and internet) or any and all other matters outside of Owner’s or Agent’s commercially reasonable control. The Guest agrees to be responsible for any repairs necessary due to the Guest’s, the Guest’s family members’, and other invitees’ negligence. The Owner and the Agent reserve the right to enter and inspect the Subject Property with reasonable notice to the Guest.

The Guest agrees that the Agent, the Owner, or their respective representatives may enter the Subject Property during reasonable hours to inspect the Subject Property, to make such repairs, alterations or improvements thereto as the Agent or the Owner may deem appropriate, or to show the Subject Property to prospective purchasers or tenants. The Guest shall not assign this Rental Agreement or sublet the Subject Property in whole or in part without the written permission of the Owner. The Guest agrees to hold the Owner and the Agent harmless for any liability in event of foreclosure of Subject Property.

IN NO EVENT SHALL THE OWNER’S OR THE AGENT’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO THE OWNER PURSUANT TO THIS AGREEMENT.

36.  MANDATORY EVACUATION: In the event of an ordered mandatory evacuation, the Guest is required by state law to evacuate property. The Guest agrees to vacate and secure property within four (4) hours of the start of the mandatory evacuation order. Pursuant to the terms of the Vacation Rental Act, if State or local authorities, acting pursuant to Article 1A of Chapter 166A of the General Statutes, order a mandatory evacuation of an area that includes the Subject Property which is a residential property subject to a vacation rental, the Guest under this Agreement as the vacation rental agreement, whether in possession of the Subject Property or not, shall comply with the evacuation order. Upon compliance, the Guest shall be entitled to a refund from the Owner of the rent, taxes, and any other payments made by the Guest pursuant to this Agreement as a condition of the Guest’s right to occupy the Subject Property prorated for each night that the Guest is unable to occupy the Subject Property because of the mandatory evacuation order. The Guest shall not be entitled to a refund if prior to the Guest taking possession of the Subject Property, the Guest did not purchase travel insurance that would have compensated the Guest for losses or damages resulting from loss of use of the Property due to a mandatory evacuation order.

37.  ENTIRE AGREEMENT: This Agreement contains the entire agreement of the parties and there is no other representation, inducements, or other provisions other than those expressed here in writing. All changes, additions, or deletion hereto, shall be made in writing and signed by all parties. 

38.  GOVERNING LAW: This agreement shall be governed by and interpreted in accordance with the law of the State of North Carolina.

39.  NOTICE: This is a legally binding contract. If not understood, seek competent legal advice. The Subject Property may be owned by a North Carolina Real Estate Licensee (real estate broker). The Guest understands that in all negotiations regarding the Subject Property, the Agent will be representing the best interests of the Owner and the Subject Property.

40.  SEVERABILITY. If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

41.  This Agreement benefits solely the Parties to this Agreement and nothing in this Agreement, express or implied, confers on any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.