Separate undertakings. Each of the undertakings in Clauses 8.2(a), 8.2(b) and 8.2(c) shall be construed as a separate and independent undertaking and if one or more of the undertakings is held to be void or unenforceable, the validity of the remaining undertakings shall not be affected.
Separate undertakings. Without limiting the generality of any of the foregoing provisions of this Agreement, the Sponsor irrevocably waives, to the fullest extent permitted by all applicable Requirements of Law and for the benefit of, and as a separate undertaking with, the Administrative Agent any defense to the performance of this Agreement which may be available to the Sponsor, as a consequence of this Agreement being nonassumable, rejected or otherwise not assumed by the Borrower or any trustee or other similar official for the Borrower or for any substantial part of the property of the Borrower, or as a consequence of this Agreement being terminated or modified, in any proceeding relating to bankruptcy or insolvency of the Borrower or seeking liquidation, winding up, reorganization, arrangement, protection, relief or composition of the Borrower or the debts of the Borrower under any Requirement of Law relating to bankruptcy, insolvency or reorganization or relief or protection of debtors, whether such nonassumability, rejection, non-assumption, termination or modification by reason of this Agreement being held to be an executory contract or by reason of any other circumstance. If this Agreement shall be so nonassumable, rejected or otherwise not assumed, or so terminated or modified, the Sponsor hereby agrees for the benefit of, and as a separate undertaking with the Administrative Agent, that it will be unconditionally liable to pay or to cause to be paid to the Administrative Agent, an amount equal to each payment which would otherwise be payable by the Sponsor under or in connection with this Agreement if this Agreement were not so rejected or otherwise not assumed or were otherwise not so terminated or modified, such amount to be payable to the Administrative Agent, at its address specified in Section 10 or otherwise in accordance with the instructions of the Administrative Agent, as and when such payment would otherwise be payable hereunder.
Separate undertakings. Each undertaking contained in clause 26.1 (Covenants) shall be construed as a separate undertaking and, if one or more of the undertakings is held to be against the public interest or unlawful or in any way an unreasonable restraint of trade, the remaining undertakings shall continue to bind each Shareholder.
Separate undertakings. Each of the obligations of a Shareholder and Key Person given in clause 27.1, when separately combined with each period of time in clause 27.2, and then each territory in clause 27.3, constitutes a separate and distinct obligation of the Shareholder and Key Person. If any of the forgoing obligations is unenforceable, then those unenforceable obligations may be severed from this Deed, without affecting the enforceability of the remaining obligations.
Separate undertakings. Each of the restraint obligations set out in clauses 18.1 and 18.2, the Restraint Period and the Restraint Area are separate, distinct and several, so that the unenforceability of any restraint does not affect the enforceability of the other restraints. If a covenant is prohibited, invalid or unenforceable, the covenant will be ineffective but will not affect the validity or enforceability of the other covenants.
Separate undertakings. If any part of an undertaking in clause 18 is unenforceable, it may be severed without affecting the remaining enforceability of that or the other undertakings.
Separate undertakings. 15.1 Each undertaking in this Agreement, and in an SOW, shall be deemed to be and shall be construed as an undertaking separate and several from every other undertaking given in terms of this Agreement, and the SOW.
Separate undertakings. (I) Each of the undertakings contained in clause 7.1 and clause 7.7(A) is a separate undertaking by the Vendor and shall be enforceable by the Purchaser (on its own behalf and on behalf of the Company and each Group Company and member of the Purchaser’s Group) separately and independently of its right to enforce any one or more of the other covenants contained in clause 7.1 or clause 7.7(A). The Vendor agrees (having taken independent legal advice) that the undertakings contained in clause 7.1 and clause 7.7(A) are reasonable and necessary for the protection of the legitimate interests of the Purchaser, and the Company and any other Group Company or member of the Purchaser’s Group and that these restrictions do not work harshly on it. It is nevertheless agreed that, if any such undertaking shall be found to be void but would be valid if some part were deleted, then such undertaking shall apply with such deletions as may be necessary to make it valid and enforceable. The parties further agree that, without prejudice to any other remedy which may be available to the Purchaser, the Purchaser shall be entitled to seek injunctive or other equitable relief in relation to any breach or prospective breach of the undertakings in clause 7.1 and clause 7.7(A), or of those contained in clause 11.1(B), it being acknowledged that an award of damages may not be an adequate remedy for such a breach.
Separate undertakings. 13 SECTION 14. NOTICES........................................................................................14 SECTION 15.
Separate undertakings. Each undertaking contained in this Clause 13 shall be construed as a separate undertaking and if one or more of the undertakings is held to be against the public interest or unlawful or in any way an unreasonable restraint of trade, the remaining undertakings shall continue to bind the Seller. Nothing in Clause 13.1 shall prevent the Seller from employing any person who responds to a general solicitation for applicants for employment (not aimed at employees of the Group Companies) or any employee who has been dismissed by any Group Company prior to accepting an offer of employment from the Seller.
