definiens: s hall be construed as incorporating, also, or ; ( b ) the word or means a calendar day or year unless otherwise specified ; ( c ) the word shall me an notice in writing ( whether or not specifically stated ) and shall include notices, consents, approv als and other written communications contemplated under this Agreement ; ( d ) the words and derivative or similar words refer to this Agreement ( including any Schedules ) ; ( e ) th e word shall be construed as the inclusive meaning identified with the phrase ; ( f ) pr ovisions that require that a Party or the Parties hereunder or or the li ke shall require that such agreement, consent or approval be specific and in writing, whether by wri tten agreement, letter or otherwise ; ( g ) words of a ny gender include the other gender ; ( h ) words using th e singular or plural number also include the plural or singular number, respectively ; ( i ) the word shall be construed as having the same meaning as th e word ; and ( j ) the word ( or ) wh en used herein means any applicable, legally bindin g statute, 37067952.1.docx 8/14/2020 28 ordinance, resolution, regulation, code, guideline, rule, order, decree, judgment, injunction, mandate or other legally binding requirement of a government e ntity, together with any then - current modification, amendment and r e - enactment thereof, and any legislative provision substituted therefor . All references to or amounts shall be deemed to be U.S. Dollars . Th e Parties and their respective counsel have had an op portunity to fully negotiate this Agreement . If any ambiguity or question of intent or interpretation a rises, this Agreement shall be construed as if draf ted jointly by the Parties, and no presumption or burde n of proof shall favor or disfavor any Party by vir tue of the authorship of any provision of this Agreemen t. No prior draft of this Agreement shall be used i n the interpretation or construction of this Agreemen t