AGREEMENT.
6H.
DESCRIPTIVE HEADINGS; INTERPRETATION; NO STRICT
CONSTRUCTION. THE DESCRIPTIVE HEADINGS OF THIS AGREEMENT ARE INSERTED FOR
CONVENIENCE ONLY AND DO NOT CONSTITUTE A SUBSTANTIVE PART OF THIS AGREEMENT.
WHENEVER REQUIRED BY THE CONTEXT, ANY PRONOUN USED IN THIS AGREEMENT SHALL
INCLUDE THE CORRESPONDING MASCULINE, FEMININE OR NEUTER FORMS, AND THE SINGULAR
FORMS OF NOUNS, PRONOUNS, AND VERBS SHALL INCLUDE THE PLURAL AND VICE VERSA.
REFERENCE TO ANY AGREEMENT, DOCUMENT, OR INSTRUMENT MEANS SUCH AGREEMENT,
DOCUMENT, OR INSTRUMENT AS AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME IN
ACCORDANCE WITH THE TERMS THEREOF, AND IF APPLICABLE HEREOF.
THE USE OF THE
WORDS "INCLUDE" OR "INCLUDING" IN THIS AGREEMENT SHALL BE BY WAY OF EXAMPLE
RATHER THAN BY LIMITATION.
THE USE OF THE WORDS "OR," "EITHER" OR "ANY" SHALL
NOT BE EXCLUSIVE.
THE PARTIES HERETO HAVE PARTICIPATED JOINTLY IN THE
NEGOTIATION AND DRAFTING OF THIS AGREEMENT.
IN THE EVENT AN AMBIGUITY OR
QUESTION OF INTENT OR INTERPRETATION ARISES, THIS AGREEMENT SHALL BE CONSTRUED
AS IF DRAFTED JOINTLY BY THE PARTIES HERETO, AND NO PRESUMPTION OR BURDEN OF
PROOF SHALL ARISE FAVORING OR DISFAVORING ANY PARTY BY VIRTUE OF THE AUTHORSHIP
OF ANY OF THE PROVISIONS OF THIS AGREEMENT.
6I.
GOVERNING LAW.
ALL ISSUES AND QUESTIONS
CONCERNING THE CONSTRUCTION, VALIDITY, ENFORCEMENT AND INTERPRETATION OF THIS
AGREEMENT AND THE EXHIBITS AND SCHEDULES HERETO SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF DELAWARE, WITHOUT GIVING
EFFECT TO ANY CHOICE OF LAW OR CONFLICT OF LAW RULES OR PROVISIONS (WHETHER OF
THE STATE OF DELAWARE OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE
APPLICATION OF THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF DELAWARE.
6J.
NOTICES.
EXCEPT AS OTHERWISE SPECIFIED
HEREIN, ALL NOTICES, DEMANDS OR OTHER COMMUNICATIONS TO BE GIVEN OR DELIVERED
UNDER OR BY REASON OF THE PROVISIONS OF THIS AGREEMENT SHALL BE MADE AND AS SET
FORTH IN THE SECURITYHOLDERS AGREEMENT (WITH ANY NOTICE TO KOOSKIA BEING
EFFECTIVE IF DELIVERED TO OMX IN ACCORDANCE WITH THE SECURITYHOLDERS AGREEMENT,
AND ANY NOTICE TO BLTH AND BLTH BEING EFFECTIVE IF DELIVERED TO BCC IN
ACCORDANCE WITH THE SECURITYHOLDERS AGREEMENT).
6K.
DELIVERY BY FACSIMILE AND OTHER ELECTRONIC
MEANS.
THIS AGREEMENT, THE AGREEMENTS REFERRED TO HEREIN, AND EACH OTHER
AGREEMENT OR INSTRUMENT ENTERED INTO IN CONNECTION HEREWITH OR THEREWITH OR
CONTEMPLATED HEREBY OR THEREBY, AND ANY AMENDMENTS HERETO OR THERETO, TO THE
EXTENT SIGNED AND DELIVERED BY MEANS OF A FACSIMILE MACHINE OR OTHER ELECTRONIC
TRANSMISSION, SHALL BE TREATED IN ALL MANNER AND RESPECTS AS AN ORIGINAL
AGREEMENT OR INSTRUMENT AND SHALL BE CONSIDERED TO HAVE THE SAME BINDING LEGAL
EFFECT AS IF IT WERE THE ORIGINAL SIGNED VERSION THEREOF DELIVERED IN PERSON.
AT THE REQUEST OF ANY PARTY HERETO OR TO ANY SUCH AGREEMENT OR INSTRUMENT, EACH
OTHER PARTY HERETO OR THERETO SHALL RE-EXECUTE ORIGINAL FORMS THEREOF AND
DELIVER THEM TO ALL OTHER PARTIES.
NO PARTY HERETO OR TO ANY SUCH AGREEMENT OR
INSTRUMENT SHALL RAISE THE USE OF A FACSIMILE MACHINE OR OTHER ELECTRONIC MEANS
TO