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party, acts by civil or military auihority, governmental priorities, strikes or other labor <br /> disturbances; earthquakes, fires, floods, epidemics, embargoes, war or riot, and loss or <br /> damage beyond the reasonable control of either party. <br /> 13. MISCELLANEOUS <br /> 13.1 Survival. Section 10 shall survive the expiration, termination, or <br /> cancellation of this Agreement for any reason: <br /> 13.2 No Third Party Bene�ciaries. This Agreement shall not confer any <br /> rights or remedies upon any person other than the parties hereto. <br /> 13.3 Entire A�reement. This Agreement constitutes the entire Agreement <br /> between the parties hereto and supersedes any prior understandings, agreements, or <br /> representations by or between the parties, written or oral, that may have related in any <br /> way tu the subject matter hereof. <br /> 13.4 Succession. This Agreement shall be binding upon and inure to the <br /> benefit of the parties hereto and their respective successors and permitted assigns. <br /> 13.5 Counterparts. This Agreement may be executed in one or more <br /> counterparts, each of which, when executed, shall be deemed an original and all of which <br /> together will constitute one and the same instrument. This Agreement shall be binding <br /> upon the transmission by facsimile by each party of a signed signature page thereof to the <br /> other party. If such transmission occurs, the parties hereto shall each also immediately <br /> post, by overnight courier, a fully executed counterpart of the Agreement to the other <br /> party. <br /> 13.6 Headin�s; Construction. The section headings contained in this <br /> Agreement are inserted for reference and convenience purposes only and shall not affect <br /> in any way the meaning or interpretation of this Agreement nor be deemed to constitute a <br /> part hereof. This Agreement has been fully reviewed and negotiated by the parties hereto <br /> and their respective counsel. Accordingly, in interpreting this Agreement, no weight <br /> shall be placed upon which party or its counsel drafted or controlled the drafting of the <br /> provisions being interpreted. <br /> 13.7 Notices. All notices, requests, demands, communications or information <br /> which are required to be or may be given under or in connection with this Agreement <br /> shall be in writing and shall be deemed given when delivered personally or by facsimile <br /> copy (with transmission confirmed), or upon receipt (or on the date rejected or returned if <br /> not accepted) after dispatch by certified or registered first class mail, postage prepaid, <br /> return receipt requested, or by reputable overnight courier directed to the party to whom <br /> the same is so given or made at the address or facsimile number of such party as <br /> hereinafter set forth or such other address or facsimile number as the parties hereto may <br /> hereinafter designate: <br /> s-2o-o8 9 <br />