Common use of Interpretation; Rules of Construction Clause in Contracts

Interpretation; Rules of Construction. When a reference is made in this Agreement to Articles, Sections or Exhibits, such reference shall be to an Article or Section of, or an Exhibit to, this Agreement unless otherwise indicated. The words “include,” “includes” and “including” when used herein shall be deemed in each case to be followed by the words “without limitation.” Unless the context of this Agreement otherwise requires: (i) words of any gender include each other gender; (ii) words using the singular or plural number also include the plural or singular number, respectively; and (iii) the terms “hereof,” “herein,” “hereunder” and derivative or similar words refer to this entire Agreement. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. The parties hereto have been represented by counsel during the negotiation, preparation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, the application of any law, regulation, holding or rule of construction providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a law, statute, regulation, document or agreement will be deemed in each case to include all amendments thereto.

Interpretation; Rules of Construction. When a reference is made in this Agreement to Articlesan Article, Sections Section, Exhibit or ExhibitsSchedule, such reference shall be is to an Article or Section of, or an Exhibit or Schedule to, this Agreement unless otherwise indicated. The Unless the context of this Agreement otherwise requires, (a) words of any gender include each other gender; (b) words using the singular or plural number also include the plural or singular number, respectively; (c) the terms “hereof,” “herein,” “hereby” and derivative or similar words refer to this entire Agreement; and (d) the words “include,” ”, “includes” and “including” when used herein shall be deemed in each case to be followed by the words “without limitation.” Unless the context of this Agreement otherwise requires: (i) words of any gender include each other gender; (ii) words using the singular or plural number also include the plural or singular number, respectively; and (iii) the terms “hereof,” “herein,” “hereunder” and derivative or similar words refer to this entire Agreement. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement”. The parties hereto agree that they have been represented by legal counsel during the negotiation, preparation negotiation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, waive the application of any law, regulation, holding or holding, rule of construction or Law providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a lawPrior drafts of this Agreement or the fact that any terms or provisions have been added, statutedeleted or otherwise modified from any prior drafts of this Agreement shall not be construed in favor of or against any party on account of its participation in any negotiations and/or drafting of this Agreement or be used as an aid of construction or otherwise constitute evidence of the intent of the parties, regulation, document and no presumption or agreement will be deemed in each case to include all amendments theretoburden of proof shall arise favoring or disfavoring any party by virtue of such prior drafts.

Interpretation; Rules of Construction. When a reference is made in this Agreement to Exhibits, such reference shall be to an Exhibit to this Agreement unless otherwise indicated. When a reference is made in this Agreement to Sections, such reference shall be to a Section of this Agreement unless otherwise indicated. When a reference is made in this Agreement to Articles, Sections or Exhibits, such reference shall be to an Article or Section of, or an Exhibit to, of this Agreement unless otherwise indicated. The words “include,” “includesinclude” and “including” when used herein shall be deemed in each case to be followed by the words “without limitation.” Unless the context and corresponding syntactical variant expressions. The phrases “delivered,” “provided,” “made available” and phrases of similar import mean, with respect to any statement in Article 3 of this Agreement otherwise requires: (i) words of to the effect that any gender include each information, document or other gender; (ii) words using the singular or plural number also include the plural or singular number, respectively; and (iii) the terms material has been “hereofdelivered,” “herein,provided” or “hereundermade available” and derivative to Acquiror, its legal counsel or similar words refer its other representatives, that such information, document or material was: (a) sent in electronic or physical format until no later than 5:00 p.m. Israel Time on the date three (3) Business Days prior to this entire Agreementthe Agreement Date. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. Reference to the subsidiaries of an Entity shall be deemed to include all direct and indirect subsidiaries of such Entity. The parties hereto agree that they have been represented by legal counsel during the negotiation, preparation negotiation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, waive the application of any law, regulation, holding or rule of construction providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a law, statute, regulation, document or agreement will be deemed in each case to include all amendments thereto.

Interpretation; Rules of Construction. When a reference is made in this Agreement to ArticlesSection, Sections Exhibit or ExhibitsSchedule, such reference shall be to an Article a Section, Exhibit or Section ofSchedule, or an Exhibit torespectively, this Agreement unless otherwise indicated. The words “include,” “includes” and “including” when used herein shall be deemed in each case to be followed by the words “without limitation.” Unless the context of this Agreement otherwise requires: , (i) words of any gender include each other gender; (ii) words using the singular or plural number also include the plural or singular number, respectively; and (iii) the terms “hereof,” “herein,” “hereunderhereby” and derivative or similar words refer to this entire Agreement; and (v) the words “include”, “includes” and “including” when used herein shall be deemed in each case to be followed by the words “without limitation”. The headings contained in Unless expressly set forth herein to the contrary, any provision of this Agreement are for reference purposes only granting a party the right to approve, accept, adopt or consent to any action or document shall be deemed to grant to such party the right to do so in such party’s sole and absolute discretion. If any payment or other obligation is due on any day which is not a Business Day, such obligation shall not affect in any way be automatically extended to the meaning or interpretation of this Agreementnext Business Day. The parties hereto agree that they have been represented by legal counsel during the negotiation, preparation negotiation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, waive the application of any law, regulation, holding or rule of construction providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a law, statute, regulation, document or agreement will be deemed in each case to include all amendments thereto.

Interpretation; Rules of Construction. When a reference is made The Article and Section headings in this Agreement are for convenience of reference only and shall not be deemed to Articlesalter or affect the meaning or interpretation of any provision of this Agreement. References to Articles or Sections in this Agreement, unless otherwise indicated, are references to Articles or Sections of this Agreement. The parties to this Agreement have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or Exhibits, such reference shall be question of intent or interpretation arises with respect to an Article any term or Section of, or an Exhibit toprovision of this Agreement, this Agreement shall be construed as if drafted jointly by the parties to this Agreement, and no presumption or burden of proof shall arise favoring or disfavoring any party to this Agreement by virtue of the authorship of any of the terms or provisions of this Agreement. Any reference to any federal, state, county, local or foreign statute or Law shall be deemed also to refer to all rules and regulations promulgated thereunder, unless otherwise indicatedthe context requires otherwise. The words “include,” “includes” For all purposes of and under this Agreement, (i) the word “including” when used herein shall be deemed in each case to be immediately followed by the words “without limitation.;” Unless the context of this Agreement otherwise requires: (i) words of any gender include each other gender; (ii) words using (including defined terms) in the singular or plural number also shall be deemed to include the plural or singular number, respectivelyand vice versa; (iii) words of one gender shall be deemed to include the other gender as the context requires and (iiiiv) the terms “hereof,” “herein,” “hereunderhereto,” “herewith” and derivative or any other words of similar words import shall, unless otherwise stated, be construed to refer to this entire Agreement as a whole (including all of the Schedules and Exhibits to this Agreement. The headings contained in this Agreement are for reference purposes only ) and shall not affect in to any way the meaning particular term or interpretation provision of this Agreement. The parties hereto have been represented by counsel during the negotiation, preparation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, the application of any law, regulation, holding or rule of construction providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a law, statute, regulation, document or agreement will be deemed in each case to include all amendments theretounless otherwise specified.

Interpretation; Rules of Construction. When a reference is made The Article and Section headings in this Agreement are for convenience of reference only and shall not be deemed to Articlesalter or affect the meaning or interpretation of any provision of this Agreement. References to Articles or Sections in this Agreement, unless otherwise indicated, are references to Articles or Sections of this Agreement. The parties to this Agreement have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or Exhibits, such reference shall be question of intent or interpretation arises with respect to an Article any term or Section of, or an Exhibit toprovision of this Agreement, this Agreement shall be construed as if drafted jointly by the parties to this Agreement, and no presumption or burden of proof shall arise favoring or disfavoring any party to this Agreement by virtue of the authorship of any of the terms or provisions of this Agreement. Any reference to any federal, state, county, local or foreign statute or Law shall be deemed also to refer to all rules and regulations promulgated thereunder, unless otherwise indicatedthe context requires otherwise. The words “include,” “includes” For all purposes of and under this Agreement, (i) the word “including” when used herein shall be deemed in each case to be immediately followed by the words “without limitation.;” Unless the context of this Agreement otherwise requires: (i) words of any gender include each other gender; (ii) words using (including defined terms) in the singular or plural number also shall be deemed to include the plural or singular number, respectivelyand vice versa; (iii) words of one gender shall be deemed to include the other gender as the context requires; and (iiiiv) the terms “hereof,” “herein,” “hereunderhereto,” “herewith” and derivative or any other words of similar words import shall, unless otherwise stated, be construed to refer to this entire Agreement as a whole (including all of the Schedules and Exhibits to this Agreement. The headings contained in this Agreement are for reference purposes only ) and shall not affect in to any way the meaning particular term or interpretation provision of this Agreement. The parties hereto have been represented by counsel during the negotiation, preparation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, the application of any law, regulation, holding or rule of construction providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a law, statute, regulation, document or agreement will be deemed in each case to include all amendments theretounless otherwise specified.

Interpretation; Rules of Construction. When a reference is made in this Agreement to Articlesan Article, Sections Section, Exhibit, Schedule or ExhibitsAnnex, such reference shall be is to an Article or Section of, or an Exhibit Exhibit, Schedule or Annex to, this Agreement unless otherwise indicated. The Unless the context of this Agreement otherwise requires, (a) words of any gender include each other gender; (b) words using the singular or plural number also include the plural or singular number, respectively; (c) the terms “hereof,” “herein,” “hereby” and derivative or similar words refer to this entire Agreement; and (d) the words “include,” ”, “includes” and “including” when used herein shall be deemed in each case to be followed by the words “without limitation.” Unless the context of this Agreement otherwise requires: (i) words of any gender include each other gender; (ii) words using the singular or plural number also include the plural or singular number, respectively; and (iii) the terms “hereof,” “herein,” “hereunder” and derivative or similar words refer to this entire Agreement. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement”. The parties hereto agree that they have been represented by legal counsel during the negotiation, preparation negotiation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, waive the application of any law, regulation, holding or holding, rule of construction or Law providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a lawPrior drafts of this Agreement or the fact that any terms or provisions have been added, statutedeleted or otherwise modified from any prior drafts of this Agreement shall not be construed in favor of or against any party on account of its participation in any negotiations and/or drafting of this Agreement or be used as an aid of construction or otherwise constitute evidence of the intent of the parties, regulation, document and no presumption or agreement will be deemed in each case to include all amendments theretoburden of proof shall arise favoring or disfavoring any party by virtue of such prior drafts.

Interpretation; Rules of Construction. When a reference is made in this Agreement to Articles, Sections or Exhibits, such reference shall be to an Article or Section of, or an Exhibit to, this Agreement unless otherwise indicated. The words “include,” “includes” and “including” when used herein shall be deemed in each case to be followed by the words “without limitation.” The phrases “provided to,” “furnished to,” and phrases of similar import when used herein, unless the context otherwise requires, means that a true, correct and complete paper copy of the information or material referred to has been furnished to the party to whom such information or material is to be provided. Unless the context of this Agreement otherwise requires: (i) words of any gender include each other gender; (ii) words using the singular or plural number also include the plural or singular number, respectively; and (iii) the terms “hereof,” “herein,” “hereunder” and derivative or similar words refer to this entire Agreement. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. The parties hereto have been represented by counsel during the negotiation, preparation and execution of this Agreement and, therefore, hereby waive, with respect to this Agreement and each Exhibit attached hereto, the application of any law, regulation, holding or rule of construction providing that ambiguities in an agreement or other document shall be construed against the party drafting such agreement or document. Each reference herein to a law, statute, regulation, document or agreement will be deemed in each case to include all amendments thereto.