definiens: wil l be deemed to be followed by the phrase ( c ) the word will be construed to hav e the same meaning and effect as the word ( d ) any def inition of or reference to any agreement, instrumen t or other document herein will be construed as referring to s uch agreement, instrument or other document as from time to time amended, supplemented or otherwise modified ( s ubject to any restrictions on such amendments, supplements or modifications set forth herein ), ( e ) any reference herein to any Person will be constru ed to include the Person ’s successors and assigns, ( f ) th e words and and wor ds of similar import, will be construed to refer to this Agreement in its entirety and not to any particular provision hereof, ( g ) all references herein to Articles, Sect ions or Schedules will be construed to refer to Art icles, Sections or Schedules of this Agreement, and references to t his Agreement include all Schedules hereto, ( h ) exc ept as otherwise expressly set forth herein, provisions th at require that a Party, the Parties or any committ ee hereunder or or the like will re quire that such agreement, consent or approval be s pecific and in writing, whether by written agreement, letter, a pproved minutes or otherwise ( but excluding e - mail and instant messaging ), ( i ) references to any specific law, rul e or regulation, or article, section or other divis ion thereof, will be deemed to include the then - current amendments th ereto or any replacement or successor law, rule or regulation thereof, ( j ) any action or occurrence de emed to be effective as of a particular date will b e deemed to be effective as of 11:59 PM ET on such date and ( k ) the term will be interpreted in the inclusive sense commonly associated with the term ( and/or ) . Un less otherwise specified, deadlines within which an y payment is to be made or act is 144 to be done within or following a specified time per iod after a date will be calculated by excluding th e day, Business Day, month or year of such date, as applic able, and including the day, Business Day, month or year of the date on which the period ends . Whenever any pay ment is to be made or action to be taken under this Agreement is required to be made or taken on a day other than a Business Day, such payment will be mad e or action taken on the next Business Day following suc h day to make such payment or do such act . The prea mble to this Agreement and the descriptive headings of Arti cles and Sections are inserted solely for convenien ce of reference and are not intended as complete or accur ate descriptions of the content of this Agreement o r of such Articles or Sections