License Agreement
Our Principles
ï‚·We'll do everything we can to make you successful with our framework
ï‚·You own your code and where we need to see it, we'll only use it to provide our service to
you
ï‚·You own your data and where we need to see it, we'll only use it to provide our service to
you
ï‚·We will keep improving - email us anytime, we'll respond
License Agreement
This Software License Agreement (the "Agreement") is a legal document that binds registered
users ("User" or "Users") to certain obligations contained herein. You should read this Agreement
carefully before accepting its terms. You understand and agree that the software application
services described below are provided to Users exclusive under this Agreement by MurtazaI
d/b/a Polar Bear Systems (referred to hereunder as "S", "we,"
"us"), y'
(""). By clicking the "Agree" check-box, you are acknowledging
and agreeing that you are eighteen (18) years or older, that you have read and understand this
Agreement, that you agree to be bound by the terms of this Agreement currently in effect and as
updated by Polar Bear Systems from time to time.
Polar Bear Systems provides the Polar Bear Systems framework for cross-platform application
development. User desires to license such software solutions from Polar Bear Systems, and Polar
Bear Systems desires to grant a license to such software solutions pursuant to the terms and
conditions hereof. In consideration of the agreements contained below, the Parties hereby agree as
follows:
1. DEFINITIONS
For purposes of this Agreement, the following terms will have the meanings ascribed to them
below.
1.1 "Confidential Information" means any information disclosed by one Party to the other, which,
(i) if in written, graphic, machine readable or other tangible form is marked "Confidential" or
"Proprietary" or which, if disclosed orally or by demonstration, is identified at the time of
disclosure as confidential and reduced to a writing marked "Confidential" and delivered to the
receiving party within thirty (30) days of such disclosure; or (ii) by the nature of the circumstances
surrounding the disclosure, ought in good faith to be treated as confidential. Notwithstanding any
failure to so identify them, all technology or proprietary information underlying the Software and
Polar Bear Systems shall be deemed Confidential Information of Polar Bear Systems, and the
User Data shall be deemed Confidential Information of User.
1.2 "Documentation" means any documentation provided by Polar Bear Systems for use with the
Software under this Agreement.
1.3 "Intellectual Property Rights" means all rights in, to, or arising out of: (i) any U.S., international
or foreign patent or any Software therefore and any and all reissues, divisions, continuations,
renewals, extensions and continuations-in-part thereof; (ii) inventions (whether patentable or not
in any country), invention disclosures, improvements, trade secrets, proprietary information,
know-how, technology and technical data; (iii) copyrights, copyright registrations, mask works,
mask works registrations, Software, moral rights, trademarks, and rights of personality, privacy
and likeness, whether arising by operation of law, contract, license or otherwise; and (iv) any other
similar or equivalent proprietary rights anywhere in the world.
1.4 "Licensed Materials" means the Software and the Documentation.
1.5 "Users Data" means the User supplied per-existing code submitted to Polar Bear Systems for
packaging and integration, expressly excluding Polar Bear Systems intellectual property including
but not limited to Software, Documentation and Polar Bear Systems .
1.6 "Polar Bear Systems " means the Software comprising Polar Bear Systems's application
framework for cross-platform development. It comprises the Polar Bear Systems Build System
and Platform-Specific Tools
1.7 "Polar Bear Systems API" means the JavaScript application programming interface which User
will program to in order to make use of the features of the platform-specific tools.
1.8 "Polar Bear Systems Build System" means the Software operated on Polar Bear Systems
hosting servers or those of its hosting service provider intended to enable the User to interact with
the same via the worldwide web in order to provide the Polar Bear Systems services.
1.9 "Polar Bear Systems Platform-Specific Tools" means the software which User will download
from Polar Bear Systems servers, use to develop their application, include in their application in
order to use the Polar Bear Systems API, and all changes, corrections, bug fixes, enhancements,
updates and other modifications thereto, whether made by or on behalf of Polar Bear Systems,
User, or any third party.
1.10 "User Employees" means an employee of User authorized to use the Software.
2. RESPONSIBILITIES OF Polar Bear Systems
2.1 Polar Bear Systems will host and maintain the Software on servers operated and maintained
by or at the direction of Polar Bear Systems. Polar Bear Systems may delegate the performance of
certain portions of Polar Bear Systems to third parties provided Polar Bear Systems remains
responsible to User for the delivery of Polar Bear Systems .
2.2 Polar Bear Systems shall provide technical support of Polar Bear Systems . Polar Bear Systems
shall not be obligated to provide to the User any new release of any Software or module thereof,
or other software or services for which Polar Bear Systems generally charges a separate fee.
3 RESPONSIBILITIES OF USER
3.1 The User will cooperate in setting up the Software as reasonably requested by Polar Bear
Systems.
3.2 The User will be responsible for obtaining and maintaining at the User's expense all the
necessary computer hardware, software, modems, connections to the Internet and other items
required to access Polar Bear Systems .
4. RIGHT TO MONITOR
Polar Bear Systems will have the right to review and monitor all use of Polar Bear Systems to
ensure compliance with the terms of this Agreement.
5. LICENSE GRANT
5.1 Grant. Subject to the terms and conditions of this Agreement, Polar Bear Systems grants to
Users a limited, non-exclusive, non-transferable, worldwide license, without the right to sub-
license, to permit User Employees to use the Software and the Documentation via Polar Bear
Systems solely for internal use as it relates to operations of the User. Notwithstanding the
foregoing, Polar Bear Systems grants the User the right to sub-license the Polar Bear Systems
Platform-Specific Tools to User's end-users only when User's own software is built to include
Polar Bear Systems Platform-Specific Tools using the Polar Bear Systems Build Service. This sub-
license grant expressly excludes the Users from allowing end-users to further sub-license any Polar
Bear Systems intellectual property included but not limited to Polar Bear Systems platform-
specific tools or any other element of Polar Bear Systems .
5.2 License Restrictions. User shall not, and shall not permit any third party to: (i) use the Licensed
Materials except to the extent permitted in Section 5.1; (ii) modify or create any derivative work
of any part of the Licensed Materials; (iii) permit any third parties to use the Licensed Materials;
(iv) market, sub-license, publish, distribute, reproduce, assign, transfer, rent, lease or loan the
Licensed Materials; or (v) use the Licensed Materials for commercial time-sharing or service
bureau use.
5.3 Copies of Documentation. User may make a reasonable number of copies of the
Documentation solely to support User's use of the Software as authorized under this Agreement,
provided that such copies shall include Polar Bear Systems copyright and any other proprietary
notices that appear on the original copies of the Licensed Materials. Any copies of the
Documentation made by User are the exclusive property of Polar Bear Systems.
5.4 Reservation of Rights. Polar Bear Systems reserves all rights to Polar Bear Systems , Software,
or Documentation not otherwise expressly granted in this Section 5.
6. LICENSE TO Polar Bear Systems
Subject to the terms and conditions of this Agreement, the User hereby grants Polar Bear Systems
a limited, worldwide, non-exclusive, royalty-free license during the Term to use, reproduce,
electronically distribute, transmit, have transmitted, perform, display, store, archive, and make
derivative works of the User Data solely in order to provide Polar Bear Systems and Polar Bear
Systems services to User.
7. PAYMENT; TAXES
7.1 License Fees. In consideration for the license granted by Polar Bear Systems under this
Agreement, User shall pay Polar Bear Systems the license subscription fees in the amount set forth
on the pricing page in accordance with the terms set forth therein. License Subscription Fees are
subject to change upon the first day of each Renewal Term. License Subscription Fees are non-
refundable.
7.2 Taxes. User shall, in addition to the other amounts payable under this Agreement, pay all
applicable customs, duties, sales, use, value added or other taxes, federal, state or otherwise,
however designated, which are levied or imposed by reason of the transactions contemplated by
this Agreement, excluding only taxes based on Polar Bear Systems net income. User agrees to
indemnify, defend, and hold Polar Bear Systems, its officers, directors, consultants, employees,
successors and assigns harmless from all claims and liability arising from User's failure to report
or pay any such taxes, duties or assessments.
7.3 Payment Terms. All amounts payable to Polar Bear Systems under this Agreement will be paid
according to the pricing and payment terms, as we may update them from time to time. Polar Bear
Systems may add new services for additional fees and charges, or amend fees and charges for
existing services, at any time in its sole discretion. Any change to our pricing or payment terms
shall become effective in the billing cycle following notice of such change to you as provided in
this Agreement. Overdue payments will be subject to interest at the rate of 1.5% per month, or the
maximum allowable under applicable law, whichever is less.
8. OWNERSHIP
8.1 Users. As between User and Polar Bear Systems, the User shall retain all right, title and interest
in and to the User Data and all Intellectual Property Rights therein. Nothing in this Agreement will
confer on Polar Bear Systems any right of ownership or interest in the User Data or the Intellectual
Property rights therein.
8.2 Polar Bear Systems. As between User and Polar Bear Systems, Polar Bear Systems shall retain
all right, title and interest in and to the Licensed Materials, the Polar Bear Systems Build System
and Platform-Specific Tools, any changes, corrections, bug fixes, enhancements, updates and other
modifications thereto, and all Intellectual Property Rights therein, and as between the parties all
such rights shall vest in and be assigned to Polar Bear Systems. Nothing in this Agreement will
confer on User any right of ownership or interest in the Licensed Materials, Polar Bear Systems ,
or the Intellectual Property rights therein.
9. LIMITED SOFTWARE WARRANTY
9.1 Scope of Limited Warranty. Polar Bear Systems warrants to User that during the Term, the
Software will perform substantially in accordance with the Documentation. The foregoing
warranty shall not apply to performance issues of Polar Bear Systems (i) caused by factors outside
of Polar Bear Systems reasonable control; (ii) that result from any actions or in-actions of User or
any third parties; or (iii) that result from User's data structure, operating environment or equipment.
9.2 Sole Remedy. Should the Software not perform or function as expressly warranted herein,
Polar Bear Systems shall use its commercially reasonable efforts to correct the nonconformity
giving rise to such breach. The foregoing remedy is available only if User notifies Polar Bear
Systems in writing of such non-conformity within fifteen (15) days of its discovery by User, and
Polar Bear Systems examination of the Software discloses that such non-conformity exists. The
foregoing remedies shall be User's sole and exclusive remedies and Polar Bear Systems entire
liability for any breach of the warranty set forth in Section 9.1.
9.3 Disclaimer of Any Other Warranties. EXCEPT FOR THE EXPRESS, LIMITED
WARRANTY PROVIDED IN THIS SECTION 9, Polar Bear Systems MAKES NO
WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO
THE LICENSED MATERIALS, Polar Bear Systems , OR ANY OTHER ACCOMPANYING
MATERIAL PROVIDED HEREUNDER. Polar Bear Systems SPECIFICALLY DISCLAIMS
ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WITHOUT
LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE AND NON-INFRINGEMENT, THOSE ARISING FROM A
COURSE OF DEALING OR USAGE OR TRADE, AND OF UNINTERRUPTED OR ERROR-
FREE SERVICE, AND ALL SUCH WARRANTIES ARE HEREBY EXCLUDED TO THE
FULLEST EXTENT PERMITTED BY LAW. EXCEPT AS EXPRESSLY PROVIDED
HEREIN, THE SOFTWARE IS PROVIDED ON AN AS IS, AS AVAILABLE BASIS.
10 TERM; TERMINATION
10.1 Term. Unless earlier terminated as provided in this Section 10, this Agreement will have an
initial term of one (1) month (the "Initial Term"), which shall commence as of the acceptance date
of this Agreement, and shall thereafter automatically renew for additional periods of one (1) month
(any such "Renewal Term," together with the Initial Term, the "Term") unless either party provides
written notice of its intention not to renew to the other party which will be effective upon receipt
by such Party.
10.2 Termination.
A. By Either Party. This Agreement may be terminated immediately by either Party for
convenience upon receipt of written notice to the other Party.
B. Effect of Termination. Upon termination of this Agreement, each Party shall promptly return,
or at the other Party's request destroy, all Confidential Information of the other Party (including
without limitation the User Data and the Documentation) except that User may retain the Polar
Bear Systems Platform-Specific Tools integrated with the User Data, where the combination have
already been installed by Users' end-users . Sections 1, 5.2, 8, 9.3, 10.2(b), and 11-14 shall survive
termination of this Agreement for any reason. All other rights and obligations of the Parties under
this Agreement shall expire upon termination of this Agreement, except that all payment
obligations accrued hereunder prior to termination or expiration shall survive such termination.
11. CONFIDENTIALITY
11.1 Nondisclosure. Each Party (each a "Receiving Party") agrees that it shall use and reproduce
the Confidential Information of the other Party (the "Disclosing Party") only for purposes of
exercising its rights and performing its obligations under this Agreement and only to the extent
necessary for such purposes; shall restrict disclosure of such Confidential Information to the
Receiving Party's employees, consultants, or advisors who have a need to know; and shall not
disclose such Confidential Information to any third party without the prior written approval of the
Disclosing Party. The foregoing obligations shall be satisfied by the Receiving Party through the
exercise of at least the same degree of care used to restrict disclosure and use of its own information
of like importance, but not less than reasonable care. All third parties to whom the Receiving Party
discloses Confidential Information must be bound in writing by obligations of confidentiality and
non-use at least as protective of such information as this Agreement. Notwithstanding the
foregoing, it shall not be a breach of this Agreement for the Receiving Party to disclose
Confidential Information if compelled to do so under law, in a judicial or other governmental
investigation or proceeding, provided that, to the extent permitted by law, the Receiving Party has
given the Disclosing Party prior notice and reasonable assistance to permit the Disclosing Party a
reasonable opportunity to object to and/or limit the judicial or governmental requirement to
disclosure.
11.2 Exceptions. Notwithstanding anything to the contrary herein, neither Party shall be liable for
using or disclosing information that such Party can prove: (i) was in the public domain at the time
it was disclosed or has entered the public domain through no fault of the Receiving Party; (ii) was
known to the Receiving Party, without restriction, at the time of disclosure, as demonstrated by
files in existence at the time of disclosure; (iii) is disclosed with the prior written approval of the
Disclosing Party; (iv) was independently developed by the Receiving Party without any use of the
Confidential Information, as demonstrated by files created at the time of such independent
development; (v) becomes known to the Receiving Party, without restriction, from a source other
than the Disclosing Party without breach of this Agreement by the Receiving Party and otherwise
not in violation of the Disclosing Party's rights; or (vi) is disclosed generally to third parties by the
Disclosing Party without restrictions similar to those contained in this Agreement.
11.3 Remedies. The Receiving Party agrees that a breach of this Section 11 may result in
immediate and irreparable harm to the Disclosing Party that money damages alone may be
inadequate to compensate. Therefore, in the event of such a breach, the Disclosing Party will be
entitled to seek equitable relief, including but not limited to a temporary restraining order,
temporary injunction or permanent injunction without the posting of a bond or other security.
12. LIMITATION ON DAMAGES
12.1 EXCLUSION OF INCIDENTAL AND CONSEQUENTIAL DAMAGES. EXCEPT FOR
BREACH OF SECTION 5 OR SECTION 11 AND INDEMNIFICATION FOR THIRD-PARTY
DAMAGES ARISING UNDER SECTION 13 OF THIS AGREEMENT, NEITHER PARTY
WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR
RELATED TO THIS AGREEMENT, EVEN IF THE OTHER PARTY HAS BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH
LIABILITY SOUNDS IN CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY,
WARRANTY, OR OTHERWISE.
12.2 MAXIMUM AGGREGATE LIABILITY. EXCEPT FOR BREACH OF SECTION 5 OR
SECTION 11 AND INDEMNIFICATION LIABILITY ARISING UNDER SECTION 13 OF
THIS AGREEMENT, THE MAXIMUM LIABILITY OF EITHER PARTY FOR ANY CLAIMS
ARISING IN CONNECTION WITH THIS AGREEMENT WILL NOT EXCEED THE
AGGREGATE AMOUNT OF PAYMENTS MADE UNDER THIS AGREEMENT IN THE
ONE-MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO LIABILITY. USER
ACKNOWLEDGES THAT THE AMOUNTS PAYABLE HEREUNDER ARE BASED IN
PART ON THESE LIMITATIONS. THE PARTIES AGREE THAT THESE LIMITATIONS
SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY
LIMITED REMEDY.
13. INDEMNIFICATION
13.1 Indemnification. Each Party shall indemnify, defend and hold the other Party and its officers,
directors, employees, agents, successors and assigns harmless from and against all third-party
claims, suits, actions, damages, settlements, losses, liabilities, costs (including without limitation
reasonable attorney's fees) and expenses arising from a claim that Polar Bear Systems (as to Polar
Bear Systems), or the User Data (as to User) violates any applicable statute, regulation, or law, or
infringes any intellectual property right or other legal right of any third party (a "Claim"). This
indemnity does not apply to, and Polar Bear Systems will have no obligation to the User for, any
infringement or misappropriation claim that arises from (i) modifications to Polar Bear Systems
by anyone other than Polar Bear Systems, (ii) modifications to the Polar Bear Systems based upon
specifications furnished by the User, (iii) User's use of the Polar Bear Systems other than as
specified in this Agreement or in the applicable documentation, (iv) use of the Polar Bear Systems
in conjunction with third-party software, hardware or data other than that approved by Polar Bear
Systems, or (v) any combination of the foregoing. User shall indemnify, defend and hold Polar
Bear Systems and its officers, directors, employees, agents, successors and assigns harmless from
and against all third-party claims, suits, actions, damages, settlements, losses, liabilities, costs
(including without limitation reasonable attorney's fees) and expenses to the extent they arise from
any Claim based on any of the factors in the foregoing sentence, and shall give Polar Bear Systems
all reasonable information and assistance regarding such claim.
13.2 The indemnified Party shall promptly notify the indemnifying Party in writing of any Claim;
provided that the failure to provide such notice shall not relieve the indemnifying Party of its
indemnification obligations hereunder except to the extent of any material prejudice directly
resulting from such failure. The indemnifying Party shall bear full responsibility for, and shall
have the right to solely control, the defense (including any settlements) of any Claim; provided,
however, that (i) the indemnifying Party shall keep the indemnified Party informed of, and consult
with the indemnified Party in connection with the progress of such litigation or settlement and (ii)
the indemnifying Party shall not settle any such Claim in a manner that does not unconditionally
release the indemnified Party without the indemnified Party's written consent, not to be
unreasonably withheld or delayed.
13.3 In the event any portion of Polar Bear Systems is held or believed by Polar Bear Systems, or
any portion of the User Data is held or believed by the User, to infringe or misappropriate
Intellectual Property Rights of any third party (such portion to be deemed the "Infringing
Materials") in any place where Polar Bear Systems is used or accessed, then in addition to any
other rights in this Section 13, Polar Bear Systems (where the Infringing Materials are Polar Bear
Systems ) or User (where the Infringing Materials are the User Data) shall, at its sole expense and
at its option: (i) obtain from such third party the right for the other party to continue to use the
Infringing Materials; or (ii) modify the Infringing Materials to avoid and eliminate such
infringement or misappropriation, as the case may be; or (iii) upon mutual agreement with the
other party, remove and disable the Infringing Materials; or (iv) if none of the foregoing remedies
is commercially feasible, terminate this Agreement.
13.4 THIS SECTION 13 SETS FORTH EACH PARTY'S ENTIRE LIABILITY AND
OBLIGATION, AND EACH PARTY'S SOLE REMEDY FOR ANY CLAIM OF
INFRINGEMENT OR MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY
RIGHTS.
14. MISCELLANEOUS
14.1 Digital Signature Provision. User represents and warrants that the individual electronically
agreeing to the terms of this Agreement is empowered to agree to this Agreement on behalf of
User. User further agrees that by clicking the "AGREE" check-box constitutes an electronic
signature as defined by the Electronic Signatures in Global and National Commerce Act and that
the Agreement is completely valid, has legal effect, is enforceable, and is binding on, and non
refutable by, User.
14.2 Assignment. Neither Party may assign, sub-license, delegate or otherwise transfer any of its
rights or obligations under this Agreement without the prior written consent of the other Party.
Notwithstanding the foregoing, Polar Bear Systems may, without the consent of Users, assign this
Agreement to an entity merging with, consolidating with, or purchasing substantially all its assets
or stock, provided that the assignee shall assume all rights and obligations under this Agreement.
Any permitted assignment of this Agreement shall be binding upon and enforceable by and against
the Parties' successors and assigns, provided that any unauthorized assignment shall be null and
void and constitute a breach of this Agreement.
14.3 Entire Agreement. This Agreement, and any exhibits and amendments thereto, constitute the
entire agreement between the Parties and supersede all previous agreements, oral or written, with
respect to the subject matter of this Agreement. This Agreement may not be amended without the
prior written consent of both Parties.
14.4 Restricted Rights. If Users is an agency, department or entity of the United States Government
("Government"), Users agrees, that (i) use, reproduction, release, modification or disclosure of the
Software, or any part thereof, including technical data, is restricted in accordance with Federal
Acquisition Regulation ("FAR") 12.212 for civilian agencies and Defense Federal Acquisition
Regulation Supplement ("DFARS") 227.7202 for military agencies, (ii) the Software is a
commercial product, which was developed at private expense, and (iii) use of the Software by any
Government agency, department or other agency of the Government is further restricted as set
forth in this Agreement.
14.5 Import and Export Requirements. Users acknowledges and agrees that the Licensed Materials
are subject to export control laws and regulations. Users may not download or otherwise export or
re-export the Licensed Materials or any underlying information or technology except in full
compliance with all applicable laws and regulations, in particular, but without limitation, United
States export control laws. None of the Licensed Materials or any underlying information or
technology may be downloaded or otherwise exported or re-exported: (a) into, or to a national or
resident of, any country to which the United States has embargoed goods; or (b) to anyone on the
U.S. Treasury Department's list of specially designated nationals or the U.S. Commerce
Department's list of prohibited countries or debarred or denied persons or entities. Users hereby
agrees to the foregoing and warrants that Users is not located in, or under the control of, or a
national or resident of any such country or on any such list.
14.6 Force Majeure. Except for payment obligations, if either Party is prevented from performing
or is unable to perform any of its obligations under this Agreement due to causes beyond the
reasonable control of the Party invoking this provision, including but not limited to acts of God,
acts of civil or military authorities, riots or civil disobedience, wars, strikes or labor disputes (each,
a "Force Majeure Event"), such Party's performance shall be excused and the time for performance
shall be extended accordingly provided that the Party immediately takes all reasonably necessary
steps to resume full performance.
14.7 Governing Law; Dispute Resolution. This Agreement shall be governed by and interpreted in
accordance with the laws of the state of California without giving effect to its conflicts of law
rules. Each of the Parties to this Agreement consents to the exclusive jurisdiction and venue of the
state and federal courts of San Francisco, California.
14.8 Notices. All notices and other communications hereunder shall be in writing and shall be
deemed to have been duly given when delivered in person (including by overnight courier) or three
days after being mailed by registered or certified mail (postage prepaid, return receipt requested),
and on the date the notice is sent when sent by verified facsimile, in each case to the respective
Parties at the address first set forth hereto. Either Party may change its contact information by
providing the other Party with notice of the change in accordance with this section.
14.9 Relationship of Parties. The Parties are independent contractors and will have no right to
assume or create any obligation or responsibility on behalf of the other Party. Neither Party shall
hold itself out as an agent of the other Party. This Agreement will not be construed to create or
imply any partnership, agency, joint venture or formal business entity of any kind.
14.10 Severability. If any provision of this Agreement is held invalid or unenforceable, it shall be
replaced with the valid provision that most closely reflects the intent of the Parties and the
remaining provisions of the Agreement will remain in full force and effect.
14.11 Waiver. No delay or failure by either Party to exercise any right or remedy under this
Agreement will constitute a waiver of such right or remedy. All waivers must be in writing and
signed by an authorized representative of the Party waiving its rights. A waiver by any Party of
any breach or covenant shall not be construed as a waiver of any succeeding breach of any other
covenant.
14.12 Headings. The headings of the articles and paragraphs contained in this Agreement are
inserted for convenience and are not intended to be part of or to affect the interpretation of this
Agreement.
14.13 Counterparts. This Agreement may be executed in a number of counterparts, each of which
shall be deemed an original, and all of which together shall constitute one and the same instrument.