Common use of SEVERABILITY AND SAVINGS CLAUSE Clause in Contracts

SEVERABILITY AND SAVINGS CLAUSE. If any one or more of the provisions contained in this Agreement is for any reason (i) objected to, contested or challenged by any court, government authority, agency, department, commission or instrumentality of the United States or any state or political subdivision thereof, or any securities industry self-regulatory organization (collectively, "Governmental Authority"), or (ii) held to be invalid, illegal or unenforceable in any respect, the Company and the holder agree to negotiate in good faith to modify such objected to, contested, challenged, invalid, illegal or unenforceable provision. It is the intention of Company and the holder that there shall be substituted for such objected to, contested, challenged, invalid, illegal or unenforceable provision a provision as similar to such provision as may be possible and yet be acceptable to any objecting Governmental Authority and be valid, legal and enforceable. Further, should any provisions of this Agreement ever be reformed or rewritten by a judicial body, those provisions as rewritten will be binding, but only in that jurisdiction, on the holder and the Company as if contained in the original Agreement. The invalidity, illegality or unenforceability of any one or more provisions of this Warrant will not affect the validity and enforceability of any other provisions of this Warrant. WITNESS the signature of a proper officer of the Company as of the date first above written. NEW VISUAL ENTERTAINMENT, INC. By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------

SEVERABILITY AND SAVINGS CLAUSE. If any one or more of the provisions contained in this Agreement Warrant is for any reason (ia) objected to, contested or challenged by any court, government authority, agency, department, commission or instrumentality of the United States or any state or political subdivision thereof, or any securities industry self-regulatory organization (collectively, "“Governmental Authority"”), or (iib) held to be invalid, illegal or unenforceable in any respect, the Company and the holder agree to negotiate in good faith to modify such objected to, contested, challenged, invalid, illegal or unenforceable provision. It is the intention of Company and the holder that there shall be substituted for such objected to, contested, challenged, invalid, illegal or unenforceable provision a provision as similar to such provision as may be possible and yet be acceptable to any objecting Governmental Authority and be valid, legal and enforceable. Further, should any provisions of this Agreement Warrant ever be reformed or rewritten by a judicial body, those provisions as rewritten will be binding, but only in that jurisdiction, on the holder and the Company as if contained in the original Agreement. The invalidity, illegality or unenforceability of any one or more provisions of this Warrant will not affect the validity and enforceability of any other provisions of this Warrant. WITNESS the signature Dated this 5th day of a proper officer of the Company as of the date first above writtenMay 2008. NEW VISUAL ENTERTAINMENT, INC. XXXXXXX TECHNOLOGIES CORPORATION By: --------------------------------------- /s/ Xxxxxx Xxxxxx Name: ------------------------------------- Xxxxxx Xxxxxx Title: ------------------------------------President TLR CONSULTING, LLC By: TLR Consulting LLC Name: /s/ Xxxxx X Xxxxxxxx Title: OWNER STOCK EQUIVALENT UNIT PARTICIPATION AGREEMENT (this “Agreement”) entered into this 5th day of May, 2008 (the “Effective Date”), between XXXXXXX TECHNOLOGIES CORPORATION, a Delaware corporation (the “Corporation”), and ________________________ (the “Holder”).

SEVERABILITY AND SAVINGS CLAUSE. If any one or more of the provisions contained in this Agreement Warrant is for any reason (ia) objected to, contested or challenged by any court, government authority, agency, department, commission or instrumentality of the United States or any state or political subdivision thereof, or any securities industry self-regulatory organization (collectively, "“Governmental Authority"”), or (iib) held to be invalid, illegal or unenforceable in any respect, the Company and the holder agree to negotiate in good faith to modify such objected to, contested, challenged, invalid, illegal or unenforceable provision. It is the intention of Company and the holder that there shall be substituted for such objected to, contested, challenged, invalid, illegal or unenforceable provision a provision as similar to such provision as may be possible and yet be acceptable to any objecting Governmental Authority and be valid, legal and enforceable. Further, should any provisions of this Agreement Warrant ever be reformed or rewritten by a judicial body, those provisions as rewritten will be binding, but only in that jurisdiction, on the holder and the Company as if contained in the original Agreement. The invalidity, illegality or unenforceability of any one or more provisions of this Warrant will not affect the validity and enforceability of any other provisions of this Warrant. WITNESS the signature Dated this __ day of a proper officer of the Company as of the date first above written. NEW VISUAL ENTERTAINMENT, INC________________ 2008. By: --------------------------------------- /s/ Xxxxxx Xxxxxx Name: ------------------------------------- Xxxxxx Xxxxxx Title: ------------------------------------President /s/ Xxxx Xxxx Xxxx Xxxx STOCK EQUIVALENT UNIT PARTICIPATION AGREEMENT (this “Agreement”) entered into this ___ day of _______________, 2008 (the “Effective Date”), between XXXXXXX TECHNOLOGIES CORPORATION, a Delaware corporation (the “Corporation”), and ________________________ (the “Holder”).

SEVERABILITY AND SAVINGS CLAUSE. If any one or more of the provisions contained in this Agreement is for any reason (i) objected to, contested or challenged by any court, government authority, agency, department, commission or instrumentality of the United States or any state or political subdivision thereof, or any securities industry self-regulatory organization (collectively, "Governmental Authority"), or (ii) held to be invalid, illegal or unenforceable in any respect, the Company and the holder agree to negotiate in good faith to modify such objected to, contested, challenged, invalid, illegal or unenforceable provision. It is the intention of Company and the holder that there shall be substituted for such objected to, contested, challenged, invalid, illegal or unenforceable provision a provision as similar to such provision as may be possible and yet be acceptable to any objecting Governmental Authority and be valid, legal and enforceable. Further, should any provisions of this Agreement ever be reformed or rewritten by a judicial body, those provisions as rewritten will be binding, but only in that jurisdiction, on the holder and the Company as if contained in the original Agreement. The invalidity, illegality or unenforceability of any one or more provisions of this Warrant will not affect the validity and enforceability of any other provisions of this Warrant. WITNESS the signature of a proper officer of the Company as of the date first above written. NEW VISUAL ENTERTAINMENT, INC. By: --------------------------------------- ---------------------------------------- Name: ------------------------------------- -------------------------------------- Title: -------------------------------------------------------------------------

SEVERABILITY AND SAVINGS CLAUSE. If any one or more of the provisions contained in this Agreement Warrant is for any reason (ia) objected to, contested or challenged by any court, government authority, agency, department, commission or instrumentality of the United States or any state or political subdivision thereof, or any securities industry self-regulatory organization (collectively, "“Governmental Authority"”), or (iib) held to be invalid, illegal or unenforceable in any respect, the Company and the holder agree to negotiate in good faith to modify such objected to, contested, challenged, invalid, illegal or unenforceable provision. It is the intention of Company and the holder that there shall be substituted for such objected to, contested, challenged, invalid, illegal or unenforceable provision a provision as similar to such provision as may be possible and yet be acceptable to any objecting Governmental Authority and be valid, legal and enforceable. Further, should any provisions of this Agreement Warrant ever be reformed or rewritten by a judicial body, those provisions as rewritten will be binding, but only in that jurisdiction, on the holder and the Company as if contained in the original Agreement. The invalidity, illegality or unenforceability of any one or more provisions of this Warrant will not affect the validity and enforceability of any other provisions of this Warrant. WITNESS the signature Dated this 5th day of a proper officer of the Company as of the date first above written. NEW VISUAL ENTERTAINMENT, INCMay 2008. By: --------------------------------------- /s/ Xxxxxx Xxxxxx Name: ------------------------------------- Xxxxxx Xxxxxx Title: ------------------------------------President AGREED AND ACCEPTED: Wayzata, LLC By: /s/ [illegible signature] Name: Title: STOCK EQUIVALENT UNIT PARTICIPATION AGREEMENT (this “Agreement”) entered into this ___ day of _______________, 2008 (the “Effective Date”), between XXXXXXX TECHNOLOGIES CORPORATION, a Delaware corporation (the “Corporation”), and ________________________ (the “Holder”).