CompUSA 2014 Annual Report Download - page 188

11.8 Counterparts.
This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but
all of which together shall constitute one and the same instrument.
11.9 Headings. The headings in this Agreement are inserted for convenience only and shall not constitute a part hereof.
11.10 No Strict Construction.
The language used in this Agreement will be deemed to be the language chosen by the Parties to
express their mutual intent. In the event an ambiguity or question of intent or interpretation arises, this Agreement will be construed as if drafted
jointly by the Parties, and no presumption or burden of proof will arise favoring or disfavoring any Person by virtue of the authorship of any of
the provisions of this Agreement.
11.11 No Reliance.
Except for any assignees permitted by this Agreement and except as provided in Sections 5.8 and 5.16: (a) no
third party is entitled to rely on any of the representations, warranties, and agreements of the Parties contained in this Agreement; and (b) the
Buyer and the Seller assume no liability to any third party because of any such reliance.
11.12 Severability.
If any provision, clause, or part of this Agreement, or the application thereof under certain circumstances, is held
invalid, illegal, or unenforceable, there shall be added automatically as part of this Agreement a provision as similar in terms to such invalid,
illegal, or unenforceable provision as may be possible and be valid, legal, and enforceable. This Agreement shall then be construed and enforced
as so modified.
11.13 Other Definitional Provisions. The terms “hereof,” “herein” and “hereunder”
and terms of similar import will refer to this
Agreement as a whole and not to any particular provision of this Agreement. Article, Section, clause, subsection, Exhibit, Schedule and Updated
Schedule references contained in this Agreement are references to Articles, Sections, clauses, subsections, Exhibits, Schedules and Updated
Schedules in or attached to this Agreement, unless otherwise specified. Each defined term used in this Agreement has a comparable meaning
when used in its plural or singular form. Each gender-
specific term used in this Agreement has a comparable meaning whether used in a
masculine, feminine or gender-neutral form. Whenever the terms “include” or “including”
are used in this Agreement (whether or not such terms
are followed by the phrase “but not limited to” or “without limitation”
or words of similar effect) in connection with a listing of items within a
particular classification, that listing will be interpreted to be illustrative only and will not be interpreted as a limitation on, or an exclusive listing
of, the items within that classification. Each reference in this Agreement to any Law will be deemed to include such Law as it hereafter may be
amended, supplemented or modified from time to time and any successor thereto, unless such treatment would be contrary to the express terms
of this Agreement. Whenever any amount is stated in this Agreement in “Dollars” or by reference to the “$”
symbol, such amount will be United
States dollars. Whenever any amount is stated in this Agreement in “Canadian Dollars”,
it shall be referred to as CAD$. Whenever any amount
in this Agreement is stated in “Mexican Pesos”,
it shall be referred to as MXN$. For the purposes of clarification, all financial information
provided pursuant to this Agreement, including the consolidated Financial Statements, shall be in US Dollars.
67