Common use of Challenges to Validity Clause in Contracts

Challenges to Validity. Should you attempt to challenge the formation ---------------------- or enforceability of the Agreement and/or this General Release, you shall initially tender, by certified check delivered to Amgen, all amounts received pursuant to the Agreement, other than the monthly compensation paid to you under Paragraph 2.1 of the Agreement, plus interest at the legal rate and invite Amgen to cancel the Agreement. In the event Amgen accepts this offer, the Agreement shall be canceled. In the event Amgen does not accept this offer, Amgen shall so notify you and the amount tendered by you shall be placed in an interest-bearing account pending a determination of the enforceability of the Agreement and/or this General Release. If the Agreement and this General Release are determined to be enforceable, the amount in the account shall be repaid to you; if the Agreement and/or this General Release are determined not to be enforceable, the amount in the account shall be retained by Amgen or its designee.

Challenges to Validity. Should you attempt to challenge the formation ---------------------- or enforceability of the Agreement and/or Agreement, this General Release, and/or the Proprietary Agreement, you shall initially tender, by certified check delivered to Amgen, all amounts received pursuant to the Agreement, other than the monthly compensation paid to you under Paragraph 2.1 of the Agreement, plus interest at the legal rate and invite Amgen to cancel the Agreement. In the event Amgen accepts this offer, the Agreement shall be canceled. In the event Amgen does not accept this offer, Amgen shall so notify you and the amount tendered by you shall be placed in an interest-bearing account pending a determination of the enforceability of the Agreement and/or Agreement, this General Release, and/or the Proprietary Agreement. If the Agreement and this Agreement, General Release are and/or Proprietary Agreement is determined to be enforceable, the amount in the account shall be repaid to you; if the Agreement and/or this Agreement, General Release are and/or Proprietary Agreement is determined not to be enforceable, the amount in the account shall be retained by Amgen or its designee.