Common use of Severability / Good Faith Clause in Contracts

Severability / Good Faith. Should any part or provision of this Agreement be held to be invalid or unenforceable by any competent court, governmental or administrative authority having jurisdiction, the other provisions of this Agreement shall nonetheless remain valid. In such case, the Parties shall endeavor to negotiate a substitute provision that best reflects the economic intentions of the Parties without being unenforceable, and shall execute all agreements and documents required in this connection. If a Party to this Agreement (the “Failing Party”) should fail to take any action to be taken or to deliver any document to be delivered as of a specific date, the other Party shall not resort to any contractual remedies under this Agreement if such failure is promptly and fully cured in good faith by the Failing Party.

Appears in 2 contracts

Samples: Stock and Loan Purchase Agreement (K2 Inc), Stock and Loan Purchase Agreement (K2 Inc)

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Severability / Good Faith. (a) Should any part or provision of this Agreement be held to be invalid or unenforceable by any competent arbitral tribunal, court, governmental or administrative authority having jurisdiction, the other provisions of this Agreement shall nonetheless remain valid. In such this case, the Parties shall endeavor to negotiate a substitute provision that best reflects the economic intentions of the Parties without being unenforceable, and shall execute all agreements and documents required in this connection. . (b) If a Party to this Agreement (the Failing Party) should fail to take any action to be taken or to deliver any document to be delivered as of a specific specified date, the other Party shall not resort to any contractual remedies under this Agreement if such failure is promptly and fully cured in good faith by the Failing Party.

Appears in 1 contract

Samples: Share Purchase Agreement (Smith & Nephew PLC)

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Severability / Good Faith. Should any part or provision of this Agreement be held to be invalid or unenforceable by any competent court, governmental or administrative authority having jurisdiction, the other provisions of this Agreement shall nonetheless remain valid. In such this case, the Parties shall endeavor to negotiate a substitute provision that best reflects the economic intentions of the Parties without being unenforceable, and shall execute all agreements and documents required in this connection. If a Party to this Agreement (the “Failing Party”FAILING PARTY) should fail to take any action to be taken or to deliver any document to be delivered as of a specific specified date, the other Party shall not resort to any contractual remedies under this Agreement if such failure is promptly and fully cured in good faith by the Failing Party.

Appears in 1 contract

Samples: Separation Agreement (Alcon Inc)

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