Interpretation of Covenant. The parties hereto acknowledge and agree that the duration and area for which the covenant not to compete set forth in this Section 6(a) is to be effective are fair and reasonable and are reasonably necessary for the protection of the Company and its business and good will, and Officer hereby waives any objections to or defenses in respect thereof. In the event that any court determines that any portion of the time period or the area, or both of them, are unreasonable, arbitrary or against public policy, and that such covenant is to such extent unenforceable, illegal or invalid, the parties hereto agree that this Section 6(a) shall be deemed amended to delete therefrom such provisions or portions adjudicated to be unenforceable, illegal or invalid so that the covenant shall remain in full force and effect for the greatest time period and in the greatest geographical area that would render it enforceable, legal and valid. The parties intend that the covenant set forth in this Section 6(a) shall be deemed to be a series of separate covenants, one for each and every county of each and every state of the United States of America and one for each and every political subdivision of each and every other country where the covenant is intended to be effective and is not proscribed by law.
Interpretation of Covenant. The parties hereto agree that the duration and area for which the covenant not to compete set forth in this Section 6 is to be effective are reasonable. In the event that any court determines that the time period or the area, or both of them, are unreasonable and that such covenant is to that extent unenforceable, the parties hereto agree that the covenant shall remain in full force and effect for the greatest time period and in the greatest area that would not render it unenforceable. The parties intend that this covenant shall be deemed to be a series of separate covenants, one for each and ever county of each and every state of the United States of America where the covenant not to compete is intended to be effective.
Interpretation of Covenant. The Executive agrees and acknowledges that the covenant not to compete set forth in this Section 6 is being granted to the Corporation as an inducement to it to enter into this Agreement with the Executive, and that the Corporation would not be willing to enter into this Agreement unless the Executive agrees to such covenant not to compete. The parties agree that the time period and geographic area of such covenant not to compete are reasonable. In the event that any court determines that the time period or the geographic area, or both of them, are unreasonable and that such covenant is to that extent unenforceable, the parties hereto agree that the covenant shall remain in full force and effect for the greatest time period and in the greatest geographic area that would not render it unenforceable. The parties intend that this covenant shall be deemed to be a series of separate covenants, one for each and every county of each and every state of the United States of America where the covenant not to compete is intended to be effective.
Interpretation of Covenant. The parties hereto acknowledge and agree that the duration and area for which the covenant not to compete set forth in this Section 6(a) is to be effective are fair and reasonable and are reasonably necessary for the protection of the Company and its business and good will, and Employee hereby waives any objections to or defenses in respect thereof. In the event that any court determines that any portion of the time period or the area, or both of them, are unreasonable, arbitrary or against public policy, and that such covenant is to such extent unenforceable, illegal or invalid, the parties hereto agree that this Section 6(a) shall be deemed amended to delete therefrom such provisions or portions adjudicated to be unenforceable, illegal or invalid so that the covenant shall remain in full force and effect for the greatest time period and in the greatest geographical area that would render it enforceable, legal and valid. The parties intend that the covenant set forth in the Section 6(a) shall be deemed to be a series of separate covenants, one for each and every county of each and every state of the United States of America and one for each and every political subdivision of each and every other country where the covenant is intended to be effective and is not proscribed by law.
Interpretation of Covenant. The parties hereto agree that the duration and area for which the covenant not to compete set forth in this Section 7 is to be effective are reasonable. In the event that any court determines that the time period or the area, or both of them, are unreasonable and that such covenant is to that extent unenforceable, the parties
Interpretation of Covenant. The parties hereto acknowledge and agree that the scope, duration and area for which the covenant not to compete set forth in this Section 10.2(a) is to be effective are fair and reasonable and are reasonably necessary for the protection of the Surviving Corporation its business and its trade secrets and Company Confidential Information (as defined below), customer relationships and good will, and Xxxxx hereby waives any objections to or defenses in respect thereof. In the event that any court of competent jurisdiction determines that any portion of the scope, time period or restricted area are unreasonable, arbitrary or against public policy, and that such covenant is to such extent unenforceable, illegal or invalid, the parties hereto agree that this Section 10.2(a) shall be deemed amended, and the court shall have the right to reform this Agreement, to delete or strike therefrom such provisions or portions determined to be unenforceable, illegal or invalid so that the remainder of the covenant set forth in this Section 10.2(a) shall remain in full force and effect, for the greatest scope and time period and in the greatest geographical area that would render it enforceable, legal and valid. The parties intend that the covenant set forth in this Section 10.2(a) shall be deemed to be a series of separable and independent covenants.
Interpretation of Covenant. The parties hereto acknowledge and agree that the scope, duration and area for which the covenant not to compete set forth in this Section 7.2(b) is to be effective are fair and reasonable and are reasonably necessary for the protection of the Excluded Business and the Retained Assets of Seller, the Seller’s business, the Confidential Information (as defined below), customer relationships and good will. In the event that any court of competent jurisdiction determines that any portion of the scope, time period or restricted area are unreasonable, arbitrary or against public policy, and that such covenant is to such extent unenforceable, illegal or invalid, the parties hereto agree that this Section 7.2(b) shall be deemed amended, and the court shall have the right to reform this Agreement, to delete or strike therefrom such provisions or portions determined to be unenforceable, illegal or invalid so that the remainder of the covenant set forth in this Section 7.2(b) shall remain in full force and effect, for the greatest scope and time period and in the greatest geographical area that would render it enforceable, legal and valid. The parties intend that the covenant set forth in this Section 7.2(b) shall be deemed to be a series of separable and independent covenants.
Interpretation of Covenant. The parties hereto acknowledge and agree that the duration and area for which the covenant not to compete set forth in this Section 3.1 is to be effective are fair and reasonable and are reasonably necessary for the protection of the Company and its business and good will, and Employee hereby waives any objections to or defenses in respect thereof. In the event that any court determines that any portion of the time period or the area, or both of them, are unreasonable, arbitrary or against public policy, and that such covenant is to such extent unenforceable, illegal or invalid, the parties hereto agree that this Section 3.1 shall be deemed amended to delete there from such provisions or portions adjudicated to be unenforceable, illegal or invalid so that the covenant shall remain in full force and effect for the greatest time period and in the greatest geographical area that would render it enforceable, legal and valid. The parties intend that the covenant set forth in this Section 3.1 shall be deemed to be a series of separate covenants; one for each and every county of each and every state of the United States of America and one for each and every political subdivision of each and every other country where the covenant is intended to be effective and is not proscribed by law.
Interpretation of Covenant. The parties hereto agree that -------------------------- both the scope and nature of the covenant and the duration and area for which the covenant not to compete set forth in this Section 13 is to be effective are ---------- reasonable in light of all facts and circumstances. In the event that any provision of this Section 13 shall to any extent be held invalid, unreasonable ---------- or enforceable in any circumstances, the parties hereto agree that the remainder of this Section 13 and the application of such provision of this Section 13 to ---------- ---------- other circumstances shall be valid and enforceable to the fullest extent permitted by law. If any provision of this Section 13, or any part thereof, is ---------- held to be unenforceable because of the scope or duration of or the area covered by such provision, the parties hereto agree that the court making such determination shall reduce the scope, duration and/or area of such provisions (and shall substitute appropriate provisions for any such unenforceable provisions) in order to make such provisions enforceable to the fullest extent permitted by law, and/or shall delete specific words and phrases, and such modified provisions shall then be enforceable and shall be enforced.
Interpretation of Covenant. Sellers acknowledge that Sections 11.2.2 and 11.2.3 above are reasonably necessary to protect the value of the goodwill of the Company being sold to Buyer and that the provisions therein are a material and ancillary part of the purchase of the Shares. Sellers agree that the nationwide geographic scope of the covenant not to compete is reasonable because Company has conducted the Business on a nationwide basis. In the event that any provision of this section shall to any extent be held invalid, unreasonable, or unenforceable in any circumstances, the Parties hereto agree that the remainder of this section and the application of such provision of this section to other circumstances shall be valid and enforceable to the fullest extent permitted by law. If any provision of this section, or any part hereof, is held to be unenforceable because of the scope or duration of or the area covered by such provision, the Parties agree that the court or arbitrator making such determination shall reduce the scope, duration, and/or area of such provisions (and shall substitute appropriate provisions for any such unenforceable provisions) and/or shall delete specific words and phrases, but only to the minimum extent necessary in order to make such provisions enforceable to the fullest extent permitted by law, and such modified provisions shall then be enforceable and shall be enforced.
