definiens: means this Agreement and Plan ofMerger and Reorganization together with all Schedules and Exhibits hereto, as the same may from time to time beamended, modified, supplemented or restated in accordance with the terms hereof . The headings contained in thisAgreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of thisAgreement . No party hereto, nor its respective counsel, shall be deemed the drafter of this Agreement for purposes ofconstruing the provisions hereof, and all provisions of this Agreement shall be construed according to their fairmeaning and not strictly for or against any party . Unless otherwise indicated to the contrary herein by the context oruse thereof : ( i ) the words and words of similar import refer to this Agreement as a whole, including the Schedules and Exhibits, and not to any particular section, subsection, paragraph, subparagraph orclause contained in this Agreement ; ( ii ) masculine gender shall also include the feminine and neutral genders, andvice versa ; ( iii ) words importing the singular shall also include the plural, and vice versa ; and ( iv ) the words or shall be deemed to be followed by the words Section 8.07 Exhibits and Schedules . All Exhibits and Schedules or other documents expresslyreferenced in this Agreement are hereby incorporated into this Agreement and are hereby made a part hereof as if setout in full in this Agreement . Any item disclosed on any Schedule referenced by a particular representation andwarranty in this Agreement shall be deemed to have been disclosed with respect to other representations andwarranties in this Agreement to the extent such item is disclosed in a way as to make its relevance to such otherrepresentations and warranties reasonably apparent on its face . The specification of any dollar amount in therepresentations or warranties contained in this Agreement or the inclusion of any specific item in any Schedule is notintended to imply that such amounts, or higher or lower amounts or the items so included or other items, are or are notmaterial, and no party shall use the fact of the setting of such amounts or the inclusion of any such item in anydispute or controversy as to whether any obligation, items or matter not described herein or included in a Schedule isor is not material for purposes of this Agreement