Tendering Noteholders means holders of Notes who (A) Beneficially Own such Notes as of 4:00 p.m. Central Daylight Time on July 24, 2008 and (B) tender such Notes in the Offer to Exchange and receive the Company's Common Shares as a result of such tender."
This Agreement is the product of negotiations between Callon and the Tendering Noteholders, and in the enforcement or interpretation hereof, is to be interpreted in a neutral manner, and any presumption with regard to interpretation for or against any Party by reason of that Party having drafted or caused to be drafted this Agreement, or any portion hereof, shall not be effective in regard to the interpretation hereof.
Once effective, this Agreement may not be modified, amended, supplemented or otherwise altered (except as expressly provided herein), and no term or condition may be waived, except in a writing signed by Callon and the Tendering Noteholders.
Nothing herein is intended to, or does, in any manner, waive, limit, impair, or restrict the ability of any of the Tendering Noteholders to protect, prosecute, enforce or preserve any of their respective rights, remedies, claims and/or interests under applicable law.
This Agreement, and the obligations of all Parties hereunder, may be terminated by mutual agreement among Callon and Tendering Noteholders.
The agreements, representations and obligations of the Tendering Noteholders under this Agreement are, in all respects, several and not joint.