definiens: shall be construed as incorporating, also, or ( b ) the word or means a calendar day or year unless otherwise specified ; ( c ) the word shall mean notice in writing ( w hether or not specifically stated ) and -56- shall include notices, consents, approvals and other written communications contemplated under this Agreement ; ( d ) the words and derivative or similar words refer to this Agreem ent ( including any Exhibits ) ; ( e ) the word shall be construed as the inclusive meaning identified with the phrase ( f ) provisions that require that a Party or the Parties hereunder or or the like shall require tha t such agreement, consent or approval be specific and in writing, whether by written agreement, letter or otherwise ; ( g ) words of any gender include the other gender ; ( h ) words using the singular or plural number also include the plural or singular number, respectively ; and ( i ) the word ( or ) when used herein means any applicable, legally binding statute, ordinance, resolution, regulation, code, guideline, rule, order, decree, judgment, injunction, mandate or other legally binding requirement of a government entity, together with any then -current modification, amendment and re -enactment thereof, and any legislative provision substituted therefor . The Parties and their respective counsel have had an opportunity to fully negotiate this Agreement . I f any ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the Parties, and no presumption or burden of proof shall arise favoring or disfavoring any Party by virtue of the authorship of any p rovision of this Agreement . No prior draft of this Agreement shall be used in the interpretation or construction of this Agreement