Common use of Interpretation; Absence of Presumption Clause in Contracts

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Schedule and Exhibit and Schedule references are to the Articles, Sections, paragraphs, Schedules and Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, ; (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraphsubsection, paragraph and Exhibit and Schedule references are to the Articles, Sections, paragraphs, subsections and paragraphs of and Exhibits and Schedules to this Agreement unless otherwise specified, ; (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, ; (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions; and (v) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Schedule and Exhibit and Schedule references are to the Articles, Sections, paragraphs, Schedules and Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactionstransactions and (vi) terms used herein but not otherwise defined herein shall have the meanings assigned to such terms in the Stock Purchase Agreement. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i1) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii2) the terms "“hereof"”, "“herein"”, and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules schedules and Exhibits annexes hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Schedule, and Schedule Annex references are to the Articles, Sections, paragraphs, Exhibits Schedules and Schedules Annexes to this Agreement unless otherwise specified, (iii3) the word "“including" ” and words of similar import when used in this Agreement shall mean "including, “including without limitation," ” unless the context otherwise requires or unless otherwise specified, (iv4) the word "“or" ” shall not be exclusive, and (v5) provisions all references to any period of days shall apply, when appropriate, be deemed to successive events and transactionsbe to the relevant number of calendar days unless otherwise specified. (b) This The parties have participated jointly in negotiating and drafting this Agreement. In the event that an ambiguity or a question of intent or interpretation arises, this Agreement shall be construed without regard to any as if drafted jointly by the parties, and no presumption or rule requiring construction burden of proof shall arise favoring or interpretation against disfavoring any party by virtue of the party drafting or causing authorship of any instrument to be draftedprovision of this Agreement.

Interpretation; Absence of Presumption. (a) For the purposes -------------------------------------- hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ' "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit paragraph and Schedule references are to the Articles, Sections, paragraphs, Exhibits paragraphs and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean means "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit paragraph and Schedule and Exhibit references are to the Articles, Sections, paragraphs, Schedules and Exhibits and Schedules to this Agreement unless otherwise specified, (iiiiv) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (ivv) the word "or" shall not be exclusive, and (vvi) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party Party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (ai) For the purposes hereof, (iA) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, ; (iiB) the terms "“hereof", ",” “herein", ,” “hereto” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Section and Schedule paragraph references are to the Articles, Sections, paragraphs, Exhibits Sections and Schedules paragraphs to this Agreement unless otherwise specified, ; (iiiC) the word "“including" ” and words of similar import when used in this Agreement shall mean "“including, without limitation," ” unless the context otherwise requires or unless otherwise specified, ; (ivD) the word "“or" ” shall not be exclusive, ; and (vE) provisions shall apply, when appropriate, to successive events and transactions. (bii) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party Party drafting or causing any instrument to be drafted. (iii) Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the Stock Purchase Agreement.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i1) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii2) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii3) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv4) the word "or" shall not be exclusive, and (v5) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereofof this Agreement, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, and Exhibit and Schedule references are to the Articles, Sections, paragraphs, and Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days, and (vii) all references to the word "shares" shall be deemed also to refer to fractions of shares, as the context requires. (b) The Article, Section and paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. (c) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i1) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, ; (ii2) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules schedules and Exhibits annexes hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Schedule and Schedule Annex references are to the Articles, Sections, paragraphs, Exhibits Schedules and Schedules Annexes to this Agreement unless otherwise specified, ; (iii3) the word "“including" ” and words of similar import when used in this Agreement shall mean "including, means “including without limitation," ” unless the context otherwise requires or unless otherwise specified, ; (iv4) the word "“or" ” shall not be exclusive, and ; (v5) provisions shall apply, when appropriate, to successive events and transactions; and (6) all references to any period of days shall be deemed to be to the relevant number of calendar days unless otherwise specified. (b) This The parties have participated jointly in negotiating and drafting this Agreement. In the event that an ambiguity or a question of intent or interpretation arises, this Agreement shall be construed without regard to any as if drafted jointly by the parties, and no presumption or rule requiring construction burden of proof shall arise favoring or interpretation against disfavoring any party by virtue of the party drafting or causing authorship of any instrument to be draftedprovision of this Agreement.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "“hereof", ",” “herein", ” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit paragraph and Schedule references are to the Articles, Sections, paragraphs, Exhibits paragraphs and Schedules to this Agreement unless otherwise specified, (iiiii) the word "“including" ” and words of similar import when used in this Agreement shall mean "means “including, without limitation," ” unless the context otherwise requires or unless otherwise specified, (iviii) the word "“or" ” shall not be exclusive, and (viv) provisions shall apply, when appropriate, to successive events and transactionstransactions and (v) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the -------------------------------------- purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, Section and paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits Sections and Schedules paragraphs to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereofof this Agreement, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requiresversa, (ii) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits heretohereto and the Disclosure Letter) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphsExhibits, Exhibits and Schedules to this Agreement or the Disclosure Letter unless otherwise specified, (iii) except where the context otherwise requires, references to a “party” or “parties” shall mean Buyer or Seller, or all of them as the context requires, (iv) the word "“including" ” and words of similar import when used in this Agreement shall mean "“including, without limitation," ” unless the context otherwise requires or unless otherwise specified, specified and (ivv) the word "“or" ” shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit paragraph and Schedule references are to the Articles, Sections, paragraphs, Exhibits paragraphs and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean means "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted. (c) For the purposes of this Agreement, a "subsidiary" of a Person means any corporation more than 50% of whose outstanding voting securities are directly or indirectly owned by such other Person.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, and (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall will be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender genders as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, paragraph and Exhibit and Schedule references are to the Articles, Sections, paragraphs, paragraphs and Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereofof this Agreement, “to the knowledge of Newpark” shall mean the actual knowledge, without independent investigation, of the individuals identified in Section 1.3 of the Newpark Disclosure Schedule. (b) For the purposes of this Agreement, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Section and Schedule paragraph references are to the Articles, Sections, paragraphs, Exhibits Sections and Schedules paragraphs to this Agreement unless otherwise specified, (iii) the word "“including" ” and words of similar import when used in this Agreement shall mean "including, “including without limitation," ” unless the context otherwise requires or unless otherwise specified, (iv) the word "“or" ” shall not be exclusive, and (v) provisions all pronouns and any variations thereof refer to the masculine, feminine or neuter, single or plural, as the context may require and (vi) all references to any period of days shall apply, when appropriate, be deemed to successive events and transactionsbe to the relevant number of calendar days unless otherwise specified. (bc) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i1) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, ; (ii2) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules schedules and Exhibits annexes hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Schedule and Schedule Annex references are to the Articles, Sections, paragraphs, Exhibits Schedules and Schedules Annexes to this Agreement unless otherwise specified, ; (iii3) the word "“including" ” and words of similar import when used in this Agreement shall mean "including, “including without limitation," ” unless the context otherwise requires or unless otherwise specified, ; (iv4) the word "“or" ” shall not be exclusive, and ; (v5) provisions shall apply, when appropriate, to successive events and transactions; and (6) all references to any period of days shall be deemed to be to the relevant number of calendar days unless otherwise specified. (b) This The parties have participated jointly in negotiating and drafting this Agreement. In the event that an ambiguity or a question of intent or interpretation arises, this Agreement shall be construed without regard to any as if drafted jointly by the parties, and no presumption or rule requiring construction burden of proof shall arise favoring or interpretation against disfavoring any party by virtue of the party drafting or causing authorship of any instrument to be draftedprovision of this Agreement.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, paragraph and Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits paragraphs and Schedules Exhibit to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party party, drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Contribution Agreement as a whole (including all of the Schedules exhibits and Exhibits schedules hereto) and not to any particular provision of this Contribution Agreement, and Articlearticle, Sectionsection, paragraph, Exhibit exhibit and Schedule schedule references are to the Articlesarticles, Sectionssections, paragraphs, Exhibits exhibits and Schedules to schedules of this Contribution Agreement unless otherwise specified, (iii) the word "“including" ” and words of similar import when used in this Contribution Agreement shall mean "“including, without limitation," ” unless the context otherwise requires or unless otherwise specified, (iv) the word "“or" ” shall not be exclusive, and (v) provisions where specific language is used to clarify or illustrate by example a general statement contained herein, such specific language shall applynot be deemed to modify, when appropriatelimit or restrict the construction of the general statement which is being clarified or illustrated and (vi) “the date hereof” means December 3, to successive events and transactions2004. (b) This Contribution Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any agreement, instrument or document to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean means "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall shalt not be exclusive, and (v) provisions 16 17 shall apply, when appropriate, to successive events and transactions, and (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party Party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i1) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii2) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, paragraph and Exhibit and Schedule references are to the Articles, Sections, paragraphs, paragraphs and Exhibits and Schedules to this Agreement unless otherwise specified, (iii3) the word "including" and words of similar import when used in this Agreement shall mean "including, including without limitation," unless the context otherwise requires or unless otherwise specified, (iv4) the word "or" shall not be exclusive, and (v5) provisions shall apply, when appropriate, to successive events and transactions, and (6) all references to any period of days shall be deemed to be to the relevant number of calendar days unless otherwise specified. (b) This Agreement shall be construed without regard to any presumption pre- sumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit paragraph and Schedule references are to the Articles, Sections, paragraphs, Exhibits paragraphs and Schedules to this Agreement unless otherwise specified, (iii) the word "“including" ” and words of similar import when used in this Agreement shall mean "means “including, without limitation," ” unless the context otherwise requires or unless otherwise specified, (iv) the word "“or" ” shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) all references to any period of days (other than to “business days”) shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, Section and paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits Sections and Schedules paragraphs to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise otherwise, stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "“including" ” and words of similar import when used in this Agreement shall mean "means “including, without limitation," ” unless the context otherwise requires or unless otherwise specified, (iv) the word "“or" ” shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) all reference, to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender genders as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit paragraph and Schedule references are to the Articles, Sections, paragraphs, Exhibits paragraphs and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean means "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) unless the context otherwise requires, all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (iI) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, and Exhibit and Schedule references are to the Articles, Sections, paragraphs, paragraphs and Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. As used in this Agreement, the following terms shall have the meanings set forth below: (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender genders as the context requirescon-text re-quires, (ii) the terms "hereof", "herein", and "herewithhere-with" and words of similar import shall, unless otherwise other-wise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender genders as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) "knowledge" of a party means the knowledge of any of the individuals of such party set forth on Schedule 14.10 and any individual reporting directly to any person set forth on Schedule 14.10, which such individual should reasonably have after due inquiry and investigation. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules schedules and Exhibits annexes hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Schedule, and Schedule Annex references are to the Articles, Sections, paragraphs, Exhibits Schedules and Schedules Annexes to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, including without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "knowledge" shall mean actual knowledge of a party's executive officers and all matters and facts of which a party's executive officers should be aware after reasonable inquiry, (v) the word "or" shall not be exclusive, and (vvi) provisions shall apply, when appropriate, to successive events and transactions. , and (bvii) This Agreement all references to any period of days shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument deemed to be draftedto the relevant number of calendar days unless otherwise specified.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, exclusive and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (ai) For the purposes hereof, (iA) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, ; (iiB) the terms "“hereof", ",” “herein", ,” “hereto” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Schedule and Schedule paragraph references are to the Articles, Sections, paragraphs, Exhibits Schedules and Schedules paragraphs to this Agreement unless otherwise specified, ; (iiiC) all Schedules annexed hereto or referred to herein are hereby incorporated in and made a part of this Agreement as if set forth herein; (D) the word "“including" ” and words of similar import when used in this Agreement shall mean "“including, without limitation," ” unless the context otherwise requires or unless otherwise specified, ; (ivE) the word "“or" ” shall not be exclusive, and ; (vF) provisions shall apply, when appropriate, to successive events and transactions; (G) “dollar” or “$” means lawful currency of the United States. (bii) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party Party drafting or causing any instrument to be drafted. (iii) Capitalized terms used herein but not otherwise defined shall have the following meanings:

Interpretation; Absence of Presumption. (a) For the purposes hereof, : (i1) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, ; (ii2) the terms "“hereof"”, "“herein"”, and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules schedules and Exhibits annexes hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Schedule, and Schedule Annex references are to the Articles, Sections, paragraphs, Exhibits Schedules and Schedules Annexes to this Agreement unless otherwise specified, ; (iii3) the word "“including" ” and words of similar import when used in this Agreement shall mean "including, “including without limitation," ” unless the context otherwise requires or unless otherwise specified, ; (iv4) the word "“or" ” shall not be exclusive, and ; (v5) provisions shall apply, when appropriate, to successive events and transactions; and (6) all references to any period of days shall be deemed to be to the relevant number of calendar days unless otherwise specified. (b) This The parties have participated jointly in negotiating and drafting this Agreement. In the event that an ambiguity or a question of intent or interpretation arises, this Agreement shall be construed without regard to any as if drafted jointly by the parties, and no presumption or rule requiring construction burden of proof shall arise favoring or interpretation against disfavoring any party by virtue of the party drafting or causing authorship of any instrument to be draftedprovision of this Agreement.

Interpretation; Absence of Presumption. (a) For the purposes hereofIn interpreting this Agreement, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules Schedules, Appendices and Exhibits Annexes hereto) Annex A and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit Appendix, Schedule and Schedule Annex references are to the Articles, Sections, paragraphs, Exhibits Appendix, Schedules and Schedules Annexes to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days, and (vii) all financial accounting terms shall be interpreted in accordance with Argentine GAAP. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party Party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereofof this Agreement, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.,

Interpretation; Absence of Presumption. As used in this Agreement, the following terms shall have the meanings set forth below: (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender genders as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, ,to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", " "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit paragraph and Schedule references are to the Articles, Sections, paragraphs, Exhibits paragraphs and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean means "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted. (c) For the purposes of this Agreement, a "subsidiary" of a Person means any corporation more than 50% of whose outstanding voting securities are directly or indirectly owned by such other Person.

Interpretation; Absence of Presumption. (a) For the -------------------------------------- purposes hereof, (i1) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii2) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, paragraph and Exhibit and Schedule references are to the Articles, Sections, paragraphs, paragraphs and Exhibits and Schedules to this Agreement unless otherwise specified, (iii3) the word "including" and words of similar import when used in this Agreement shall mean "including, including without limitation," unless the context otherwise requires or unless otherwise specified, (iv4) the word "or" shall not be exclusive, and (v5) provisions shall apply, when appropriate, to successive events and transactions, and (6) all references to any period of days shall be deemed to be to the relevant number of calendar days unless otherwise specified. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, paragraph and Exhibit and Schedule references are to the Articles, Sections, paragraphs, paragraphs and Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "“including" ” and words of similar import when used in this Agreement shall mean "means “including, without limitation," ” unless the context otherwise requires or unless otherwise specified, (iv) the word "“or" ” shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions, and (vi) all references to any period of days shall be deemed to be to the relevant number of calendar days. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party Party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof"', "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party party, drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the -------------------------------------- purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "hereof", "herein", and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, Section and paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits Sections and Schedules paragraphs to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, : (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, ; (ii) the terms "“hereof", ",” “herein", ,” and "“herewith" ” and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits heretoExhibits) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits Exhibits, and Schedules to this Agreement unless otherwise specified, ; (iii) the word "“including" ” and words of similar import when used in this Agreement shall mean "“including, without limitation," ” unless the context otherwise requires or unless otherwise specified, ; and (iv) the word "“or" ”, “any” or “either” shall not be exclusive. References to a Person are also to its permitted assigns and successors. When calculating the period of time between which, and (v) provisions shall applywithin which or following which any act is to be done or step taken pursuant to this Agreement, when appropriate, to successive events and transactions. (b) This Agreement the date that is the reference date in calculating such period shall be construed without regard to any presumption or rule requiring construction or interpretation against excluded (and unless, otherwise required by Law, if the party drafting or causing any instrument to be draftedlast day of such period is not a Business Day, the period in question shall end on the next succeeding Business Day).

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender as the context requires, (ii) the terms "“hereof", ",” “herein", ” and "“herewith" ” and words of similar import import, shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits attached hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Section and Exhibit and Schedule references are to the Articles, Sections, paragraphs, Sections and Exhibits and Schedules to this Agreement unless otherwise specified, (iiiii) the word "“including" ,” and words of similar import when used in this Agreement shall mean "means “including, without limitation," ” unless the context otherwise requires or unless otherwise specified, (iviii) the word "“or" ” shall not be exclusive, and (viv) provisions shall apply, when appropriate, to successive events and transactions, (v) all references to any period of days shall be deemed to be to the relevant number of calendar days, and (vi) the word “shall” is mandatory. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or of interpretation against the party Party drafting or causing any instrument to be drafted.

Interpretation; Absence of Presumption. (a) For the purposes hereof, (i) words in the singular shall be held to include the plural and vice versa and words of one gender shall be held to include the other gender genders as the context requires, (ii) the terms "hereof", ," "herein", ," and "herewith" and words of similar import shall, unless otherwise stated, be construed to refer to this Agreement as a whole (including all of the Schedules and Exhibits hereto) and not to any particular provision of this Agreement, and Article, Section, paragraph, Exhibit and Schedule references are to the Articles, Sections, paragraphs, Exhibits and Schedules to this Agreement unless otherwise specified, (iii) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless the context otherwise requires or unless otherwise specified, (iv) the word "or" shall not be exclusive, and (v) provisions shall apply, when appropriate, to successive events and transactions. (b) This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting or causing any instrument to be drafted.