Prior Agreements; Severability. As of the Effective Date, this Group Agreement replaces and supersedes all other prior agreements between the Parties as well as any other prior written or oral understandings, negotiations, discussions or arrangements between the Parties related to matters covered by this Group Agreement or the documents incorporated herein. If any provision of this Group Agreement is deemed to be invalid or illegal, that provision shall be fully severable and the remaining provisions of this Group Agreement shall continue in full force and effect.
Prior Agreements; Severability. If Employee currently has a written employment agreement or consulting agreement with the Corporation, such employment agreement or consulting agreement will supersede those provisions of this Agreement which cover the same subject matter as this Agreement. Wherever there is any conflict between any provision of this Agreement and any statue, law, regulation or judicial precedent, the latter shall prevail, but in such event the provisions of this Agreement thus affected shall be curtailed and limited only to the extent necessary to bring it within the requirement of the law. In the event that any part, section, paragraph or clause of this Agreement shall be held by a court of proper jurisdiction or be indefinite, invalid or otherwise unenforceable, the entire Agreement shall not fail on account thereof, but the balance of the Agreement Invention, Confidential Information and Non-Competitive Agreement 11 shall continue in full force and effect unless such construction would clearly be contrary to the intention of the parties or would result in an unconscionable injustice.
Prior Agreements; Severability. This Agreement supersedes those provisions of any prior agreement which cover the same subject matters as this Agreement. Wherever there is any conflict between any provision of this Agreement and any statute, law, regulation or judicial precedent, the latter shall prevail, but in such event the provisions of this Agreement thus affected shall be curtailed and limited only to the extent necessary to bring it within the requirement of the law. In the event that any paragraph or clause of this Agreement shall be held by a court of proper jurisdiction to be indefinite, invalid or otherwise unenforceable, the entire Agreement shall not fail on account thereof, but the balance of the Agreement shall continue in full force and effect unless such construction would clearly be contrary to the intention of the parties or would result in an unconscionable injustice.
Prior Agreements; Severability. This Agreement supersedes and terminates, as of the date hereof, all prior Agreements between the Fund and the Custodian relating to the custody of the Fund's assets. In the event that one or more provisions hereof are held invalid, illegal or unenforceable in any respect on the basis of any particular circumstances or in any jurisdiction, the validity, legality and enforceability of such provision or provisions under other circumstances or in other jurisdictions and of the remaining provisions shall not in any way be affected or impaired.
Prior Agreements; Severability. This Lease contains all of the agreements of the parties hereto with respect to any matter covered or mentioned in this Lease, and no prior agreement, understanding or representation pertaining to any such matter shall be effective for any purpose. No provision of this Lease may be amended or added to except by an agreement in writing signed by the parties hereto or their respective successors in interest. If any term or provision of this Lease, the deletion of which would not adversely affect the receipt of any material benefit by either party hereunder, shall be held invalid or unenforceable to any extent, the remainder of this Lease shall not he affected thereby and each term and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law.
Prior Agreements; Severability. (a) This Asset Purchase Agreement, which for all purposes shall include the Annexes hereto and the Schedules, amplifies the heads of Option Agreement and supersedes all other prior agreements, arrangements and understandings written or oral, relating to the subject matter hereof. Any conflict between the provisions of this Agreement and the Heads of Option Agreement shall be resolved in favor of this Agreement.
(b) The invalidity, illegality or unenforceability in any jurisdiction of any provision in or obligation under this Asset Purchase Agreement or the other agreements contemplated hereby shall not affect or impair the validity, legality or enforceability of the remaining provisions or obligations under this Asset Purchase Agreement or the other agreements contemplated hereby or of such provision or obligation in any other jurisdiction.
Prior Agreements; Severability. This Agreement revokes and supersedes any prior agreement of subordination with respect to Subordinated Indebtedness which may have been executed by Creditor in favor of Senior Lender. If any term, condition or provision of this Agreement or any other agreement or document executed in connection herewith or in connection with the Senior Indebtedness or any Collateral Security therefor is determined to be invalid or unenforceable under any law, such determination shall not affect the validity or enforceability of any other term, condition or provision hereof.
Prior Agreements; Severability. As of the [Policy] Effective Date, this [Policy] replaces and supersedes all other prior agreements between the parties as well as any other prior written or oral understandings, negotiations, discussions or arrangements between the [Policyholder] and Us related to matters covered by this [Policy]. If any provision of this [Policy] is deemed invalid or illegal, that provision is severable and the remaining provisions of this [Policy] shall continue in full force and effect. A clerical error in keeping records, or a delay in making an entry, does not alone cause the [Policy] or the coverage for any [employee] under the [Policy] to become invalid. An equitable adjustment in premiums will be made when the error or delay is found. If the clerical error affects the existence or amount of insurance, the facts as determined by Us will be used to decide if insurance is in force and its amount. We may also modify or replace a [Policy], Certificate of [Coverage] or other document issued in error. For the purpose of section 503 of Title I of the Employee Retirement Income Security Act of 1974, as amended (ERISA), We are a fiduciary with complete authority to review all denied claims for benefits under this [Policy]. In exercising this fiduciary responsibility, We have discretionary authority to determine whether and to what extent eligible [employees] and beneficiaries are entitled to benefits and to construe any disputed or doubtful terms under this [Policy], the Certificate(s) of [Coverage] or any other incorporated document. We are deemed to have properly exercised such authority unless We abuse our discretion by acting arbitrarily and capriciously. We have the right to adopt reasonable policies, procedures, rules, and interpretations of this [Policy] to promote the orderly and efficient administration of the [Policy]. The [Policyholder] is responsible for making reports and disclosures required by XXXXX. This includes the creation, the distribution, and the final content of: Summary plan descriptions; Summary of material modifications; and Summary annual reports.]
Prior Agreements; Severability. This Agreement shall supersede and replace any prior indemnification agreements entered into by and between the Company and Indemnitee and any such prior agreements shall be terminated upon execution of this Agreement. The provisions of this Agreement shall be severable in the event that any of the provisions hereof (including any provision within a single section, paragraph or sentence) are held by a court of competent jurisdiction to be invalid, void or otherwise unenforceable in any respect, and the validity and enforceability of any such provision in every other respect and of the remaining provisions shall not be in any way impaired, and shall remain enforceable to the fullest extent permitted by Maryland Law.
