Reasonable Scope. Each of the Stockholders acknowledges and agrees that the agreements and covenants set forth in Section 6.1 are (a) necessary to protect the legitimate business interests of the Company, (b) reasonable as to time, geographic area and scope of activity and do not impose a greater restraint on the activities of such Stockholder than is reasonably necessary to protect such legitimate business interests of the Company, and (c) reasonable in light of the consideration and other value provided, directly or indirectly, to such Stockholder by the Company pursuant to this Agreement and the Business Combination Agreement. Each of the Stockholders hereby waives any and all rights to contest the validity of the agreements and covenants set forth in Section 6.1 on the ground of the reasonableness of the length of their term or the breadth of their geographic area or scope of activity.
Reasonable Scope. Each of DHI and SGF Sante recognizes that the restrictions contemplated in section 9.1 are reasonable and valid, particularly with regard to their duration, their extent and the Persons contemplated thereby, and that these restrictions are essential in order to enable the Corporation and its Subsidiaries to protect their position adequately in the field where they carry on business, operate or pursue their activities and therefore exempts DHI and SGF Sante, the Corporation and its Subsidiaries from establishing the validity of these restrictions before any arbitration board or other court.
Reasonable Scope. The Company B agree that the restrictions contained in this Agreement are necessary for the protection of the business and goodwill of the nd are considered by the Company B to be reasonable for such purpose.
Reasonable Scope. Executive agrees and acknowledges that the time limitation and the geographic scope on the restrictions in Section 7.1 and its subsections are reasonable. Executive also acknowledges and agrees that the limitation in Section 7.1 and its subsections are reasonably necessary for the protection of Company, that through this Agreement Executive shall receive adequate consideration for any loss of opportunity associated with the provisions herein, and that these provisions provide a reasonable way of protecting Company’s business value which was imparted to Executive. In the event that any term, word, clause, phrase, provision, restriction, or subsection of Section 7.1 is more restrictive than permitted by the law of the jurisdiction in which Company seeks enforcement thereof, the provisions of this Agreement shall be limited only to that extent that a judicial determination finds the same to be unreasonable or otherwise unenforceable.
Reasonable Scope. Each Shareholder agrees that the covenants contained in this Article 9 are reasonable with respect to duration, geographical area and scope.
Reasonable Scope. Executive agrees and acknowledges that the covenants set forth in this Section 3 are reasonable in scope and duration and necessary to protect the legitimate business interests of the Company and that the compensation payable hereunder is sufficient consideration therefor. If any of the provisions of the covenants in this Section 3 is construed to be invalid or unenforceable in any respect, the same shall be modified as the court may direct in order to make such provision reasonable and enforceable, and such modification of the provision shall not affect the remainder of the provisions of the covenants, and such provision will be given the maximum possible effect and the modified Agreement will be fully enforceable.
Reasonable Scope. The Employee expressly agrees that the character, duration and geographical scope of the provisions set forth in this Section are reasonable in light of the circumstances as they exist on the date hereof. Should a decision, however, be made at a later date by a court of competent jurisdiction that the character, duration or geographical scope of such provisions is unreasonable, then it is the intention and the agreement of the Employee and the Corporation that this Agreement shall be construed by the court in such a manner as to impose only those restrictions on the Employee’s conduct that are reasonable in the light of the circumstances and as are necessary to assure to the Corporation the benefits of this Agreement.
Reasonable Scope. If at the time of enforcement of any provision of Section 7.1 hereof, a court shall hold that the duration, scope or area restriction of any provision of Section 7.1 is unreasonable under circumstances now or then existing, the parties hereto agree that the maximum duration, scope or area reasonable under the circumstances shall be substituted by the court for the stated duration, scope or area.
Reasonable Scope. The Restricted Individuals agree that the restrictions contained in this Agreement are necessary for the protection of the business and goodwill of the Company and are considered by the Restricted Individuals to be reasonable for such purpose.
Reasonable Scope. Each party, on behalf of itself and each ---------------- controlled Affiliate, acknowledges and agrees that the covenants in this Section 7.4 are reasonable in scope and otherwise are necessary to protect ----------- the legitimate business interests of the other party in its business and that such party and its Affiliates have received adequate and independent consideration in respect of such covenants. If any provision or portion of this Section 7.4 shall be held, found or deemed to be unreasonable, ----------- unlawful or unenforceable by a court of competent jurisdiction, then any such provision or portion thereof shall be deemed to be modified to the extent necessary in order that any such provision or portion thereof shall be legally enforceable to the fullest extent permitted by applicable law.
