definiens: shall be construed as incorporating, also, or ( b ) the word or means a calendar day or year unless otherwisespecified ; ( c ) the word shall mean notice in writing ( whether or not specifically stated ) and shall includenotices, consents, approvals and other written communications contemplated under this Agreement ; ( d ) the words and derivative or similar words refer to this Agreement ( including any Exhibits ) ; ( e ) the word shall be construed as the inclusive meaning identified with the phrase ( f ) provisions that require that aparty, the parties hereunder or or the like shall require that such agreement, consent orapproval be specific and in writing, whether by written agreement, letter or otherwise ; ( g ) words of any gender includethe other gender ; ( h ) words using the singular or plural number also include the plural or singular number, respectively;(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 agovernment entity, together with any then - current modification, amendment and re - enactment thereof, and anylegislative provision substituted therefor ; and ( j ) the word shall be construed to have the same meaning andeffect as the word The parties and their respective counsel have had an opportunity to fully negotiate thisAgreement . If any ambiguity or question of intent or interpretation arises, this Agreement shall be construed as ifdrafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party byvirtue of the authorship of any provision of this Agreement . No prior draft of this Agreement shall be used in theinterpretation or construction of this Agreement