Common use of Reasonableness; Reformation Clause in Contracts

Reasonableness; Reformation. Seller and RHCI each severally --------------------------- acknowledge and agree that (i) the provisions of this Section XI are ancillary to the transaction pursuant to which Seller sold and Purchaser acquired the Shares, (ii) the provisions of this Agreement contain reasonable limitations as to time, geographical area and scope of activities to be restrained and do not impose a greater restraint than is necessary to protect goodwill and other business interests of Purchaser and its subsidiaries, (iii) if any portion of the covenants and agreements set forth in this Section XI are held to be invalid, unreasonable, arbitrary or against public policy, then such portion of such covenants shall be considered divisible as to time, scope of activities covered, and geographical area, and (iv) if any court of competent jurisdiction determines the specified time period, scope of activities covered, or the specified geographical area applicable to any provision of this Agreement to be invalid, unreasonable, arbitrary or against public policy, a lesser time period, scope of activities covered, and/or geographical area which is determined to be reasonable, non-arbitrary and not against public policy may be enforced against him.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ramsay Health Care Inc)

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Reasonableness; Reformation. Seller and RHCI each severally --------------------------- acknowledge and agree that (i) the provisions of this Section XI are ancillary to the transaction pursuant to which Seller sold and Purchaser acquired the Shares, (ii) the provisions of this Agreement contain reasonable limitations as to time, geographical area and scope of activities to be restrained and do not impose a greater restraint than is necessary to protect goodwill and other business interests of Purchaser and its subsidiaries, (iii) if any portion of the covenants and agreements set forth in this Section XI are held to be invalid, unreasonable, arbitrary or against public policy, then such portion of such covenants shall be considered divisible as to time, scope of activities covered, and geographical area, and (iv) if any court of competent jurisdiction determines the specified time period, scope of activities covered, or the specified geographical area applicable to any provision of this Agreement to be invalid, unreasonable, arbitrary or against public policy, a lesser time period, scope of activities covered, and/or geographical area which is determined to be reasonable, non-arbitrary and not against public policy may be enforced against him.

Appears in 1 contract

Samples: Stock Purchase Agreement (Horizon Health Corp /De/)

Reasonableness; Reformation. Seller Greexx xxxnowledges and RHCI each severally --------------------------- acknowledge and agree agrees that (i) the provisions of this Section XI Article 12 are ancillary to the transaction pursuant to which Seller sold Greexx xxxd and the Purchaser acquired the Shares, (ii) the provisions of this Agreement contain reasonable limitations as to time, geographical area and scope of activities to be restrained and do not impose a greater restraint than is necessary to protect goodwill and other business interests of Purchaser the Company and its subsidiaries, (iii) if any portion of the covenants and agreements set forth in this Section XI Agreement are held to be invalid, unreasonable, arbitrary or against public policy, then such portion of such covenants shall be considered divisible as to time, scope of activities covered, and geographical area, and (iv) if any court of competent jurisdiction determines the specified time period, scope of activities covered, or the specified geographical area applicable to any provision of this Agreement to be invalid, unreasonable, arbitrary or against public policy, a lesser time period, scope of activities covered, and/or geographical area which is determined to be reasonable, non-arbitrary and not against public policy may be enforced against himGreexx.

Appears in 1 contract

Samples: Stock Purchase Agreement (Horizon Mental Health Management Inc)

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Reasonableness; Reformation. Seller and RHCI LAT each severally --------------------------- acknowledge and agree that (i) the provisions of this Section XI Article VIII are ancillary to the transaction pursuant to which Seller sold and Purchaser acquired the SharesManagement Contracts, (ii) the provisions of this Agreement contain reasonable limitations as to time, geographical area and scope of activities to be restrained and do not impose a greater restraint than is necessary to protect goodwill and other business interests of Purchaser and its subsidiaries, (iii) if any portion of the covenants and agreements set forth in this Section XI Agreement are held to be invalid, unreasonable, arbitrary or against public policy, then such portion of such covenants shall be considered divisible as to time, scope of activities covered, and geographical area, and (iv) if any court of competent jurisdiction determines the specified time period, scope of activities covered, or the specified geographical area applicable to any provision of this Agreement to be invalid, unreasonable, arbitrary or against public policy, a lesser time period, scope of activities covered, and/or geographical area which is determined to be reasonable, non-arbitrary and not against public policy may be enforced against himit.

Appears in 1 contract

Samples: Asset Purchase Agreement (Legal Access Technologies Inc)

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