Common use of Modification of Covenant Clause in Contracts

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.5(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.5 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Ths Section 5.7 10.5 is reasonable and necessary to protect and preserve Buyer’s 's legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.8(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.8 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a8.1(a) through (ce) is invalid or unenforceable, then the parties Parties agree that the court or tribunal will 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. This Section 5.7 8.1 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This This Section 5.7 8.1 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets Business and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.7(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.7 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(aSections 6.7(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 6.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 6.7 is reasonable and necessary to protect and preserve BuyerPurchaser’s and the Surviving Corporation’s legitimate business interests and the value of the Assets Company and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.5(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.5 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Ths Section 5.7 10.5 is reasonable and necessary to protect and preserve Buyer’s 's legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.. Asset Purchase Agreement 10/06/03 TRSG and Asmara

Modification of Covenant. If a final judgment Final Order of a court or tribunal Governmental Authority of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.01(a) through or (cb) is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 7.01 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.01 is reasonable and necessary to protect and preserve BuyerPurchaser’s legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage being conferred on SellerSellers.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a5.06(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 5.06 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 5.06 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage conferred on SellerSellers or their Affiliates.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.5(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 7.5 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.5 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a) through (c) Sections 2 or 3 is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 Sections 2 and 3 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 is Sections 2 and 3 are reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Acquired Assets and to prevent any unfair advantage conferred on SellerTrxxxxx xr Vuzix.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a) H.6.a through (c) c is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 H.6 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 H.6 is reasonable and necessary to protect and preserve BuyerXxxxx’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerSeller or Principal.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.8(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.8 is reasonable and necessary to protect and preserve Buyer’s Xxxxx's legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.5(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.5 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.5 is reasonable and necessary to protect and preserve Buyer’s PACIFIC's legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerPRB.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.5(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.5 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.5 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.4(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 7.4 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.4 is reasonable and necessary to protect and preserve BuyerSeller’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerBuyer.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.8(a) through (cd) is invalid or unenforceable, then the parties Parties agree that the court or tribunal will 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. This Section 5.7 7.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.8 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Acquired Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a5.6 (a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 5.6 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 5.6 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.4(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 10.4 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.4 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a13.5(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 13.5 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 13.5 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a) 12.2.1 through (c) 12.2.2 is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 12.2 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Both parties agree that this Section 5.7 12.2 is reasonable and necessary to protect and preserve Buyer’s the parties’ legitimate business interests and the value of the Acquired Assets and to prevent any unfair advantage conferred on Sellereither party.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a5.6(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 5.6 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 5.6 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a6.2(a) through (cor Section 6.2(b) is invalid or unenforceable, then the parties Parties agree that the court or tribunal will 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. This Section 5.7 6.2 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Seller acknowledges and agrees that this Section 5.7 6.2 is reasonable and necessary to protect and preserve BuyerPurchaser’s legitimate business interests and the value of the Assets Seller Interest and to prevent any unfair advantage conferred on Sellerthe Acquired Business.

Modification of Covenant. If a final judgment of a court or tribunal Governmental Body of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.6(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal Governmental Body will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 10.6 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Seller acknowledges that this Section 5.7 10.6 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a6.01(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 6.01 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Seller expressly agrees that this Section 5.7 6.01 is reasonable and necessary to protect and preserve Buyer’s Purchaser's legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a9.9(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 9.9 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 9.9 is reasonable and necessary to protect and preserve Buyer’s Buyers’ legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Sellerthe Selling Parties.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.9(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.9 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.9 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a5.8(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 5.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 5.8 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.3(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.3 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.3 is reasonable and necessary to protect and preserve BuyerXxxxx’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerSellers.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.4(a) through or (cb) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.4(c) will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.4(c) is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets Business and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.5(a) through (cd) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.5 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 is Sections 10.5(a), (b), (d) and (e) are reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.8(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.8 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.6(a) through (cd) is invalid or unenforceable, then the parties Parties agree that the court or tribunal will 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. This Section 5.7 7.6 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.6 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Acquired Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(aSections 11.1(a) through and (cb) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 11.1 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 11.1 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets Company and the Business and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.7(a) through (c7.7(d) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 7.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.7 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Acquired Assets and to prevent any unfair advantage conferred on SellerSellers.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in this Section 5.7(a) through (c6.3(d) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 6.3(d) will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 6.3(d) is reasonable and necessary to protect and preserve Buyer’s legitimate business interests in the geographical locations in which the business operates and the value of the Purchased Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.7(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 7.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.7 is reasonable and necessary to protect and preserve BuyerXxxxx’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in this Section 5.7(a) through (c) X.E. is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 X.E. will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 X.E. is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage conferred on SellerSellers.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a) through (c) is invalid or unenforceable, then the parties Parties agree that the court or tribunal will 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. This Section 5.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.8(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.8 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerSellers, Design Partners or Principals.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.8(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.8 is reasonable and necessary to protect and preserve Buyer’s and Parent’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerSeller or Members.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a) 10.7 through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.7 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerSellers.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(aSections 7.7(a) through (c7.7(d) is invalid or unenforceable, then the parties Parties agree that the court or tribunal will 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. This Section 5.7 7.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.7 is reasonable and necessary to protect and preserve each Buyer’s legitimate business interests and the value of the applicable Acquired Assets and to prevent any unfair advantage conferred on SellerSellers.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.3(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 7.3 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 7.3 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.3(a) through (cb) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.3 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.3 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets Business and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a9.3(a) through (c) is invalid or unenforceable, then the parties Parties agree that the court or tribunal will 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. This Section 5.7 9.3 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This The Parties agree that this Section 5.7 9.3 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a5.8(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 5.8 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 5.8 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a9.11(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 9.11 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 9.11 is reasonable and necessary to protect and preserve Buyer’s 's legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in this Section 5.7(a) through (c) 3.7 is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 3.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 3.7 is reasonable and necessary to protect and preserve BuyerPurchaser’s legitimate business interests and the value of the Purchased Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.4(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 10.4 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.4 is reasonable and necessary to protect and preserve Buyer’s Buyers’ legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment Order of a court or tribunal Governmental Authority of competent jurisdiction determines that any term or provision contained in Section 5.7(a7.1(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This This Section 5.7 7.1 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This This Section 5.7 7.1 is reasonable and necessary to protect and preserve Buyer’s Purchaser's legitimate business interests and the value of the Assets and to prevent any unfair advantage being conferred on SellerSeller or Parent.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(aSections 11.4(a) through (cd) of this Agreement is invalid or unenforceable, then the parties agree that the court or tribunal will 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. This Section 5.7 11.4 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 11.4 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on Seller.

Modification of Covenant. If a final judgment of a court or tribunal of competent jurisdiction determines that any term or provision contained in Section 5.7(a10.7(a) through (c) is invalid or unenforceable, then the parties agree that the court or tribunal will have the power to reduce the scope, duration duration, or geographic area of the term or provision, to delete specific words or phrases 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. This Section 5.7 10.7 will be enforceable as so modified after the expiration of the time within which the judgment may be appealed. This Section 5.7 10.7 is reasonable and necessary to protect and preserve Buyer’s legitimate business interests and the value of the Assets and to prevent any unfair advantage conferred on SellerSellers.