definiens: in the phrase means the degree to which a subject or other thing extends, and such phrase does not mean simply willshall " ; 0 ) references to an agreement or instrument mean such agreement or instrument as from time to time amended, modified or supplemented ( subject to any restrictions on such amendments, supplements or modifications set forth herein ) ; ( j ) references to a Person are also to its successors, heirs and permitted assigns ; ( k ) except if Business Days are specified, or refers to calendar days ; ( 1 ) if a period of time is specified and dates from a given day or Business Day, or the day or Business Day of an act or event, it is to be calculated exclusive of that day or Business Day ; ( m ) ( n ) ( 0 ) ( p ) Year is specified ; means on a calendar month basis ; or means on a Calendar Quarter basis ; or means on a Calendar Year basis ; means a three hundred sixty - five ( 365 ) day period unless Calendar ( q ) references to a Law include any amendment or modification to such Law and any rules or regulations issued thereunder, whether such amendment or modification is made, or issuance of such rules or regulations occurs, before or, only with respect to events or -83 -6562860 CONFIDENTIAL TREATMENT MATERIAL developments occurring or actions taken or conditions existing after the date of such amendment, modification or issuance, after the Execution Date, but only to the extent such amendment or modification, to the extent it occurs after the date hereof, does not have a retroactive effect ; ( r ) all references to or herein shall mean U.S. Dollars ; ( s ) when referring to notices to, review by, consultation with, or the prior written consent or agreement of [COMPANY], such notice, review, consultation, consent or agreement shall only be required as to [COMPANY] US ; ( t ) any reference to [COMPANY] shall mean either or both [COMPANY] US or 4 - AB, as the context may require ; ( u ) a capitalized term not defined herein but reflecting a different part of speech than a capitalized term which is defined herein shall be interpreted in a correlative manner ; ( v ) any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified ( subject to any restrictions on such amendments, supplements or modifications set forth herein ) ; and ( w ) each Party represents that it has been represented by legal counsel in connection with this Agreement and acknowledges that it has participated in the drafting hereof . In interpreting and applying the terms and provisions of this Agreement, the Parties agree that no presumption will apply against the Party which drafted such terms and provisions