Common use of Judicial Modification Clause in Contracts

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of Section 10 or 11 is invalid or unenforceable, the parties agree that (a) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (b) the parties shall request that the court exercise that power, and (c) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 20 contracts

Samples: Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.)

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Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Section 10 or 11 7 is invalid or unenforceable, the parties agree that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties shall request that the court exercise that power, and (ciii) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 15 contracts

Samples: Restricted Stock Unit Award Agreement (CIFC Corp.), Restricted Stock Unit Award Agreement (CIFC Corp.), Restricted Stock Unit Award Agreement (CIFC Corp.)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Section 10 or 11 is invalid or unenforceable, the parties agree that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties shall request that the court exercise that power, and (ciii) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 15 contracts

Samples: Employment Agreement (Plato Learning Inc), Employment Agreement (Plato Learning Inc), Employment Agreement (Plato Learning Inc)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of Section 9 or 10 or 11 is invalid or unenforceable, the parties agree that (a) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (b) the parties shall request that the court exercise that power, and (c) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 11 contracts

Samples: Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of Section 10 or 11 this Agreement is invalid or unenforceable, the parties agree that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties shall request that the court exercise that power, and (ciii) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 6 contracts

Samples: Stock Appreciation Rights Agreement (Plato Learning Inc), Performance Share Award Agreement (Plato Learning Inc), Stock Appreciation Rights Agreement (Plato Learning Inc)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Section 10 or 11 5 is invalid or unenforceable, the parties agree that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties shall request that the court exercise that power, and (ciii) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 5 contracts

Samples: Stock Option Award Agreement, Terms of Employment (FreightCar America, Inc.), Restricted Share Award Agreement (FreightCar America, Inc.)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of Section 10 ‎10 or 11 ‎11 is invalid or unenforceable, the parties agree that (a) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (b) the parties shall request that the court exercise that power, and (c) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 3 contracts

Samples: Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of Section 10 ‎9 or 11 ‎10 is invalid or unenforceable, the parties agree that (a) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (b) the parties shall request that the court exercise that power, and (c) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 3 contracts

Samples: Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.), Restricted Stock Unit Award Agreement (Cboe Global Markets, Inc.)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Section 10 or 11 12 is invalid or unenforceable, the parties agree Corporation and Executive intend that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties Corporation and Executive shall request that the court exercise that power, and (ciii) this the Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 3 contracts

Samples: Employment Agreement (Vera Bradley, Inc.), Employment Agreement (Vera Bradley, Inc.), Employment Agreement (Vera Bradley, Inc.)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Section 10 or 11 8 is invalid or unenforceable, the parties agree that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties shall request that the court exercise that power, and (ciii) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 3 contracts

Samples: Non Qualified Stock Option Agreement (Kanbay International Inc), Option Agreement (Ipg Photonics Corp), Option Agreement (Ipg Photonics Corp)

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Judicial Modification. If the final judgment of a court of competent jurisdiction or an arbiter declares that any term or provision of this Section 10 or 11 is invalid or unenforceable, the parties agree that (a) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (b) the parties shall request that the court exercise that power, and (c) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 2 contracts

Samples: Exhibit Index (Comple Tel Europe Nv), Employment Agreement (Comple Tel Europe Nv)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Annex A or Section 10 or 11 12 of this Agreement is invalid or unenforceable, the parties agree that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties shall request that the court exercise that power, and (ciii) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Nuveen Investments Inc)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of Section 10 1 or 11 2 of this Exhibit A is invalid or unenforceable, the parties agree that (a) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (b) the parties shall request that the court exercise that power, and (c) this Agreement Exhibit A shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Lawson Products Inc/New/De/)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Section 10 or 11 is invalid or unenforceable, the parties agree that (ai) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (bii) the parties shall request that the court exercise that power, and (ciii) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Kanbay International Inc)

Judicial Modification. If the final judgment of a court of competent jurisdiction declares that any term or provision of Section 10 11 or 11 12 is invalid or unenforceable, the parties agree that (a) the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or geographic area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, (b) the parties shall request that the court exercise that power, and (c) this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment or decision may be appealed.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (CBOE Holdings, Inc.)

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