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 and not to any particular provision of this Agreement, and Section and paragraph references are to the Sections and paragraphs in 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. (b) With regard to each and every term and condition of this Agreement, the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and drafted, and if at any time the parties hereto desire or are required to interpret or construe any such term or condition, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition of this Agreement.

Appears in 18 contracts

Samples: Registration Rights Agreement (Comtech Telecommunications Corp /De/), Registration Rights Agreement (Comtech Telecommunications Corp /De/), Registration Rights Agreement (Comtech Telecommunications Corp /De/)

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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 and not to any particular provision of this Agreement, and Section Section, paragraph, and paragraph Schedule references are to the Sections Sections, paragraphs, and paragraphs Schedule in 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. (b) With regard to each and every term and condition of this AgreementAgreement and each of the other Transaction Documents, the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and drafted, and if at any time the parties hereto desire or are required to interpret or construe any such term or conditioncondition or any other Transaction Document, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition of this AgreementAgreement or any of the other Transaction Documents.

Appears in 2 contracts

Samples: Stock Pledge and Security Agreement (Efactor Group Corp.), Stock Pledge and Security Agreement (ForceField Energy Inc.)

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 and not to any particular provision of this Agreement, and Section and paragraph references are to the Sections and paragraphs in 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. (b) With regard to each and every term and condition of this AgreementAgreement and any and all agreements and instruments subject to the terms hereof, the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and drafted, and if at any time the parties hereto desire or are required to interpret or construe any such term or conditioncondition or any agreement or instrument subject hereto, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition of this AgreementAgreement or any agreement or instrument subject hereto.

Appears in 2 contracts

Samples: Investor Rights Agreement (Thestreet Com), Investor Rights Agreement (TCV Vi L P)

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 the schedule hereto) and not to any particular provision of this Agreement, and Section Paragraph and paragraph Schedule references are to the Sections Paragraphs and paragraphs in 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; and , (iv4) the word “or” shall not be exclusive, (5) 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) With regard to each The Parties have participated jointly in negotiating and every term and condition of drafting this Agreement. In the event that an ambiguity or a question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and draftedParties, and if at no presumption or burden of proof shall arise favoring or disfavoring any time Party by virtue of the parties hereto desire or are required to interpret or construe authorship of any such term or condition, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition provision of this Agreement.

Appears in 1 contract

Samples: Shareholder Agreement (Movie Star Inc /Ny/)

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 the schedule hereto) and not to any particular provision of this Agreement, and Section Paragraph and paragraph Schedule references are to the Sections Paragraphs and paragraphs in 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; and , (iv4) the word "or" shall not be exclusive, (5) 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) With regard to each The Parties have participated jointly in negotiating and every term and condition of drafting this Agreement. In the event that an ambiguity or a question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and draftedParties, and if at no presumption or burden of proof shall arise favoring or disfavoring any time Party by virtue of the parties hereto desire or are required to interpret or construe authorship of any such term or condition, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition provision of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Movie Star Inc /Ny/)

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 and not to any particular provision of this Agreement, and Section Section, paragraph, and paragraph Schedule references are to the Sections Sections, paragraphs, and paragraphs Schedule in 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) except to the extent this Agreement expressly provides otherwise, any reference to a Contract means such Contract is in effect on the date of this Agreement. (b) With regard to each and every term and condition of this Agreement, Agreement the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and drafted, and if at any time the parties hereto desire or are required to interpret or construe any such term or condition, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition of this Agreement.

Appears in 1 contract

Samples: Security Agreement (ForceField Energy Inc.)

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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 and not to any particular provision of this Agreement, and Section and paragraph references are to the Sections and paragraphs in 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. (b) With regard to each and every term and condition of this Agreement, the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and drafted, and if at any time the parties hereto desire or are required to interpret or construe any such term or condition, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Viad Corp)

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 and not to any particular provision of this Agreement, and Section and paragraph references are to the Sections and paragraphs in 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.unless (b) With regard to each and every term and condition of this Agreement, the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and drafted, and if at any time the parties hereto desire or are required to interpret or construe any such term or condition, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Luna Innovations Inc)

Interpretation; Absence of Presumption. (ai) 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 and not to any particular provision of this Agreement, and Section and paragraph references are to the Sections and paragraphs in 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. (bii) With regard to each and every term and condition of this Agreement, the parties hereto understand and agree that the same have or has been mutually negotiated, prepared and drafted, and if at any time the parties hereto desire or are required to interpret or construe any such term or condition, no consideration will be given to the issue of which party hereto actually prepared, drafted or requested any term or condition of this Agreement.

Appears in 1 contract

Samples: Investment Agreement (Lindblad Expeditions Holdings, Inc.)

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