Common use of Severability Clause in Contracts

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 1164 contracts

Samples: Executive Employment Agreement (Health in Tech, Inc.), Executive Employment Agreement (Atlas Lithium Corp), Executive Employment Agreement (Atlas Lithium Corp)

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Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 1043 contracts

Samples: Executive Employment Agreement (CNH Industrial N.V.), Employment Agreement (Maravai Lifesciences Holdings, Inc.), Employment Agreement (Soluna Holdings, Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision provisions had never been contained herein.

Appears in 936 contracts

Samples: Employment Agreement (Sensei Biotherapeutics, Inc.), Employment Agreement (CS Disco, Inc.), Executive Employment Agreement (Tri Pointe Homes, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement or any action in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 318 contracts

Samples: Employment Agreement (Sila Realty Trust, Inc.), Employment Agreement (Acadia Healthcare Company, Inc.), Employment Agreement (First Choice Healthcare Solutions, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 302 contracts

Samples: Stockholders Agreement (PACS Group, Inc.), Shareholder Agreements (PACS Group, Inc.), Company Agreement (BlueRiver Acquisition Corp.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinto the extent possible in keeping with the intent of the parties.

Appears in 260 contracts

Samples: Executive Employment Agreement (UroGen Pharma Ltd.), Executive Employment Agreement (Enzo Biochem Inc), Executive Employment Agreement (Enzo Biochem Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect the validity, legality or enforceability of any other provision of this Agreement or the validity, legality or enforceability of such provision in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 174 contracts

Samples: Employment Agreement (Fat Brands, Inc), Employment Agreement (Fat Brands, Inc), Employment Agreement (Cme Group Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect the validity, legality or enforceability of any other provision of this Agreement in such jurisdiction or affect the validity, legality or enforceability of any provision in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 139 contracts

Samples: Stockholders Agreement (Ontrak, Inc.), Contribution and Loan Agreement (Vickers Vantage Corp. I), Master Note Purchase Agreement (Ontrak, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable lawLaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law Law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 139 contracts

Samples: Limited Liability Company Agreement (Infinity Natural Resources, Inc.), Limited Liability Company Agreement (Smith Douglas Homes Corp.), Limited Liability Company Agreement (Smith Douglas Homes Corp.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 139 contracts

Samples: Registration Rights Agreement (Mallinckrodt PLC), Registration Rights Agreement (Party City Holdco Inc.), Registration Rights Agreement (PHI Group, Inc./De)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law. However, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionrespect, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdictionprovision, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such though the invalid, illegal or unenforceable provision had never been contained hereinherein contained.

Appears in 137 contracts

Samples: Employment Agreement (Pieris Pharmaceuticals, Inc.), Employment Agreement (Neuronetics, Inc.), Severance Agreement (Peoples Financial Services Corp.)

Severability. Whenever possible, each If any provision of this Agreement shall be interpreted in such manner as held to be effective and valid illegal, invalid or unenforceable under any applicable law, but then such contravention or invalidity shall not invalidate the entire Agreement. Such provision shall be deemed to be modified to the extent necessary to render it legal, valid and enforceable, and if any provision of no such modification shall render it legal, valid and enforceable, then this Agreement is shall be construed as if not containing the provision held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement and the rights and obligations of the parties shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinaccordingly.

Appears in 115 contracts

Samples: Tender and Voting Agreement (Janel Corp), Tender and Voting Agreement (Janel Corp), Tender and Voting Agreement (Janel Corp)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality illegality, or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed construed, and enforced in such jurisdiction as if such invalid, illegal illegal, or unenforceable provision had never been contained herein.

Appears in 108 contracts

Samples: Investors’ Rights Agreement (GBS Inc.), Stock Repurchase Agreement (Acushnet Holdings Corp.), Stock Repurchase Agreement (Madison Square Garden Entertainment Corp.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law. If, but if however, any provision of this Agreement is held under applicable law to be invalid, illegal illegal, or unenforceable in any respect under any applicable law or rule in any jurisdictionrespect, such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdictionand the validity, but legality and enforceability of the remaining provisions of this Agreement shall not be reformed, construed and enforced affected or impaired in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinany way.

Appears in 93 contracts

Samples: Fund Participation Agreement (Guardian Separate Account E), Dealer Agreement (Manning & Napier Fund, Inc.), Dealer Agreement (TCW Funds Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any action in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 84 contracts

Samples: Executive Employment Agreement (Gatos Silver, Inc.), Executive Employment Agreement (Gatos Silver, Inc.), Employment Agreement (BRP Group, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, law but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or portion of any other provision in such jurisdiction, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision or portion of any provision had never been contained herein.

Appears in 77 contracts

Samples: Voting Agreement (Alleghany Corp /De), Irrevocable Proxy and Voting Agreement (Hall Kinion & Associates Inc), Irrevocable Proxy and Voting Agreement (Hall Kinion & Associates Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinto the extent possible in keeping with the intent of the Parties.

Appears in 74 contracts

Samples: Executive Employment Agreement (Aptose Biosciences Inc.), Employment Agreement (DigitalOcean Holdings, Inc.), Employment Agreement (DigitalOcean Holdings, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 65 contracts

Samples: Employment Agreement (Aptargroup, Inc.), Employment Agreement (New Home Co Inc.), Employment Agreement (New Home Co Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any action in any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 58 contracts

Samples: Executive Employment Agreement (Adtalem Global Education Inc.), Interim Executive Agreement (Envestnet, Inc.), Executive Agreement (Envestnet, Inc.)

Severability. Whenever possible, each provision of this ------------ Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 52 contracts

Samples: Employment Agreement (FLD Acquisition Corp), Executive Unit Purchase Agreement (Anthony Crane Rental Lp), Stockholders Agreement (Global Imaging Systems Inc)

Severability. Whenever possible, each provision of this Agreement shall is to be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such that invalidity, illegality or unenforceability shall is not to affect any other provision or any other jurisdiction, but and this Agreement shall is to be reformed, construed and enforced in such the jurisdiction as if such the invalid, illegal or unenforceable provision had never been contained herein.

Appears in 46 contracts

Samples: Executive Restrictive Covenant Agreement (BlueLinx Holdings Inc.), Employment Agreement (BlueLinx Holdings Inc.), Employment Agreement (BlueLinx Holdings Inc.)

Severability. Whenever possible, each provision of this Agreement shall ------------ will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 44 contracts

Samples: Senior Management Agreement (Zefer Corp), Employment Agreement (Iconixx Corp), Senior Management Agreement (Onemain Com Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality illegality, or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed construed, and enforced in such jurisdiction as if such invalid, illegal illegal, or unenforceable provision had never been contained herein.

Appears in 39 contracts

Samples: Management Services Agreement (Digipath, Inc.), Registration Rights Agreement (Project Angel Parent, LLC), Limited Liability Company Agreement (Project Angel Parent, LLC)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such provision will be ineffective only to the extent of such invalidity, illegality or unenforceability shall not affect in such jurisdiction, without invalidating the remainder of this Agreement in such jurisdiction or any other provision or hereof in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 39 contracts

Samples: Class B Share Distribution Agreement (Stagwell Agency Holdings LLC), Stock Purchase Agreement (A-Mark Precious Metals, Inc.), Series a Common Unit Redemption Agreement

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal invalid or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality invalidity or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal invalid or unenforceable provision provisions had never been contained herein.

Appears in 36 contracts

Samples: Change in Control and Severance Agreement (Ceribell, Inc.), Change in Control and Severance Agreement (Arteris, Inc.), Change in Control and Severance Agreement (Biomea Fusion, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, jurisdiction but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 35 contracts

Samples: Non Employee Director Appointment Agreement (Lilis Energy, Inc.), Director Appointment Agreement (Lilis Energy, Inc.), Independent Director Appointment Agreement (Lilis Energy, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinin this Agreement.

Appears in 33 contracts

Samples: Contribution Agreement, Employment Agreement (NCS Multistage Holdings, Inc.), Employment Agreement (NCS Multistage Holdings, Inc.)

Severability. Whenever possible, each Each provision of this Agreement shall will be interpreted in such manner so as to be effective and valid under applicable lawLaws, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule Laws in any jurisdiction, then such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdictionprovision, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained included herein.

Appears in 32 contracts

Samples: Contribution and Sale Agreement (Five Point Holdings, LLC), Contribution and Sale Agreement (Lennar Corp /New/), Contribution and Sale Agreement (Lennar Corp /New/)

Severability. Whenever possible, each provision of this ------------ Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 31 contracts

Samples: Senior Management Agreement (Onemain Com Inc), Senior Management Agreement (Zefer Corp), Employment Agreement (Zefer Corp)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but and this Agreement shall be reformed, construed and enforced in such jurisdiction so as if such invalid, illegal or unenforceable provision had never been contained hereinto best give effect to the intent of the parties under this Agreement.

Appears in 31 contracts

Samples: Employment Agreement (Amylyx Pharmaceuticals, Inc.), Employment Agreement (Amylyx Pharmaceuticals, Inc.), Employment Agreement (Amylyx Pharmaceuticals, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionlaw, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdictionprovision, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 31 contracts

Samples: Offer Letter (R1 RCM Inc. /DE), Restricted Stock Unit Award Agreement (R1 RCM Inc. /DE), Restricted Stock Unit Award Agreement (R1 RCM Inc. /DE)

Severability. Whenever possibleThis Agreement is subject to the restrictions, each limitations, terms and conditions of all applicable laws and governmental regulations, approvals and clearances. If any term or provision of this Agreement shall for any reason be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionrespect, such invalidity, illegality or unenforceability shall not affect any other term or provision or any other jurisdictionhereof, but and this Agreement shall be reformed, interpreted and construed and enforced in such jurisdiction as if such term or provision, to the extent the same shall have been held to be invalid, illegal or unenforceable provision unenforceable, had never been contained herein.

Appears in 30 contracts

Samples: Standard Terms and Conditions of Sale, Standard Terms and Conditions of Sale, Standard Terms and Conditions of Sale

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall and such invalid, illegal or unenforceable provision will be reformed, construed and enforced in such jurisdiction so as if such invalidto render it valid, illegal or unenforceable provision had never been contained hereinlegal, and enforceable consistent with the intent of the parties insofar as possible.

Appears in 30 contracts

Samples: Employment Agreement (Trinet Group, Inc.), Employment Agreement (Trinet Group, Inc.), Employment Agreement (Trinet Group, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if . If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, (a) the parties agree that such provision(s) will be enforced to the maximum extent permissible under the applicable law, and (b) any invalidity, illegality or unenforceability shall of a particular provision will not affect any other provision or any other jurisdiction, but of this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinAgreement.

Appears in 29 contracts

Samples: Performance Share Unit Award Agreement (Esco Technologies Inc), Restricted Share Unit Award Agreement (Esco Technologies Inc), Director Share Award Agreement (Esco Technologies Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 29 contracts

Samples: Contribution and Exchange Agreement (Olaplex Holdings, Inc.), Limited Partner Contribution and Exchange Agreement (LifeStance Health Group, Inc.), Reorganization Agreement (MediaAlpha, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 29 contracts

Samples: Investor Rights Agreement (Commercial Credit, Inc.), Registration Rights Agreement (Contango Oil & Gas Co), Registration Rights Agreement (TriState Capital Holdings, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed construed, and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 28 contracts

Samples: Stock Repurchase Agreement (Organogenesis Holdings Inc.), Stock Repurchase Agreement (Ades Alan A.), Stock Repurchase Agreement (Ades Alan A.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable lawApplicable Law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law Applicable Law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 27 contracts

Samples: Stockholder Rights Agreement (Clarios International Inc.), Stockholder Rights Agreement (Graftech International LTD), Stockholder Rights Agreement

Severability. Whenever It is the intent of the parties to this Agreement that whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision provisions had never been contained herein.

Appears in 27 contracts

Samples: Change of Control Severance Agreement (Keysight Technologies, Inc.), Change of Control Severance Agreement (Keysight Technologies, Inc.), Change of Control Severance Agreement (Agilent Technologies Inc)

Severability. Whenever possibleThis Agreement is subject to the restrictions, each limitations, terms and conditions of all applicable governmental regulations, approvals and clearances. If any term or provision of this Agreement shall for any reason be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionrespect, such invalidity, illegality or unenforceability shall not affect any other term or provision or any other jurisdictionhereof, but and this Agreement shall be reformed, interpreted and construed and enforced in such jurisdiction as if such term or provision, to the extent the same shall have been held to be invalid, illegal or unenforceable provision unenforceable, had never been contained herein.

Appears in 26 contracts

Samples: Commercial Supply Agreement (FBEC Worldwide Inc.), Development and Supply Agreement (Amag Pharmaceuticals Inc.), Commercial Supply Agreement (Lifevantage Corp)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal invalid or unenforceable in any respect under any applicable law or rule in any jurisdictionlaw, such invalidity, illegality invalidity or unenforceability shall not affect any other provision or any other jurisdictionprovision, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal invalid or unenforceable provision had never been contained herein.

Appears in 26 contracts

Samples: Retirement Agreement (Foster L B Co), Retirement Agreement (Foster L B Co), Transition and Consulting Agreement (Flowers Foods Inc)

Severability. Whenever possible, each Each provision of this Agreement shall will be interpreted in such manner so as to be effective and valid under applicable lawLaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule Law in any jurisdiction, then such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdictionprovision, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision never had never been contained hereinincluded in this Agreement.

Appears in 25 contracts

Samples: Contribution Agreement, Contribution Agreement, Purchase and Sale Agreement (ETRE Residential, LLC)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinherein contained.

Appears in 24 contracts

Samples: Employment Agreement (CBaySystems Holdings LTD), Employment Agreement (CBaySystems Holdings LTD), Employment Agreement (Medquist Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if . If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or the interpretation of this Agreement in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 23 contracts

Samples: Employment Agreement (EVO Payments, Inc.), Employment Agreement, Employment Agreement (EVO Payments, Inc.)

Severability. Whenever Wherever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable lawlaw and in such a way as to, as closely as possible, achieve the intended economic effect of such provision and this Agreement as a whole, but if any provision of this Agreement is contained herein is, for any reason, held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionrespect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability shall not affect any other without invalidating the remainder of such provision or any other jurisdictionprovisions hereof, but this Agreement shall unless such a construction would be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinunreasonable.

Appears in 21 contracts

Samples: License, Development and Cooperation Agreement (Forest Laboratories Inc), Series a Preferred Stock Purchase Agreement (Genaissance Pharmaceuticals Inc), Registration Rights Agreement (Cargill Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision or subsection of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionlaw, then such invalidity, illegality or unenforceability cannot be reformed by the court to cause it to be enforceable, then the offending provision shall not affect any other provision or any other jurisdictionbe stricken from this Agreement, but the remainder of this Agreement shall be reformed, construed and enforced in such jurisdiction as if such the invalid, illegal or unenforceable provision had never been contained herein.

Appears in 21 contracts

Samples: Change in Control Agreement (Parkway Acquisition Corp.), Change in Control Agreement (Parkway Acquisition Corp.), Change in Control Agreement (Parkway Acquisition Corp.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule Law in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 21 contracts

Samples: Stockholders Agreement (Airsculpt Technologies, Inc.), Stock Purchase Agreement (Resolute Compo Holdings LLC), Stock Purchase Agreement (Resolute Compo Holdings LLC)

Severability. Whenever possible, each provision of this Agreement shall ------------ will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 20 contracts

Samples: Employment Agreement (Mutual Risk Management LTD), Executive Stock Agreement (Therma Wave Inc), Securities Purchase Agreement (Littlejohn Fund Ii L P)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or of any other jurisdiction, jurisdiction but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 20 contracts

Samples: Management Retention Agreement (Thimble Point Acquisition Corp.), Employment Agreement (Dusa Pharmaceuticals Inc), Employment Agreement (Dusa Pharmaceuticals Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will (except as otherwise expressly provided herein) be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 20 contracts

Samples: Executive Employment Agreement (Liberty Media Corp), Employment Agreement (Bravo Brio Restaurant Group, Inc.), Employment Agreement (Bravo Brio Restaurant Group, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law; but, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but except as otherwise set forth in this Agreement, this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 19 contracts

Samples: Employment Agreement (Rezolute, Inc.), Employment Agreement (Verano Holdings Corp.), Employment Agreement (Verano Holdings Corp.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal invalid or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality invalidity or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement and such invalid or unenforceable provision shall be reformed, construed and enforced in such jurisdiction so as if such invalid, illegal or unenforceable provision had never been contained hereinto render it valid and enforceable consistent with the intent of the parties insofar as possible.

Appears in 19 contracts

Samples: Key Employee Agreement (Watson Pharmaceuticals Inc), Executive Employee Agreement (Ista Pharmaceuticals Inc), Executive Employee Agreement (Ista Pharmaceuticals Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall and such invalid, illegal or unenforceable provision will be reformed, construed and enforced in such jurisdiction so as if such invalidto render it valid, illegal or unenforceable provision had never been contained hereinlegal, and enforceable consistent with the general intent of the parties insofar as possible.

Appears in 18 contracts

Samples: Employment Agreement (Ruckus Wireless Inc), Employment Agreement (Ruckus Wireless Inc), Employment Agreement (Ruckus Wireless Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality illegality, or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed construed, and enforced in such jurisdiction as if such invalid, illegal illegal, or unenforceable provision had never been contained herein. Without limiting the generality of the foregoing, this Agreement is intended to confer upon Indemnitee indemnification rights to the fullest extent permitted by applicable laws.

Appears in 18 contracts

Samples: Indemnification Agreement (Coyuchi, Inc.), Indemnification Agreement (UiPath, Inc.), Indemnification Agreement (Edgen Group Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdictionprovision, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 17 contracts

Samples: Performance Restricted Stock Unit Agreement (GT Advanced Technologies Inc.), Performance Restricted Stock Unit Agreement (GT Advanced Technologies Inc.), Performance Restricted Stock Unit Agreement (GT Advanced Technologies Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision provisions had never been contained herein.

Appears in 17 contracts

Samples: Employment Agreement (Willis Lease Finance Corp), Employment Agreement (Willis Lease Finance Corp), Employment Agreement (Willis Lease Finance Corp)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if . If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction. Rather, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision provisions had never been contained hereinin this Agreement.

Appears in 16 contracts

Samples: Employment Agreement (Liposcience Inc), Employment Agreement (Liposcience Inc), Employment Agreement (Liposcience Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or in the interpretation in any other jurisdiction; however, but this Agreement such provision shall be reformed, construed deemed amended to conform to applicable laws and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinto accomplish the intentions of the parties.

Appears in 16 contracts

Samples: Employment Agreement (Abeona Therapeutics Inc.), Consulting Agreement (Cuba Business Development Group), Employment Agreement (Access Pharmaceuticals Inc)

Severability. Whenever possible, each provision of this ------------ Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any action in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 16 contracts

Samples: Change in Control Agreement (Osca Inc), Employment Agreement (Mattress Discounters Corp), Change in Control Agreement (Osca Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinto the greatest extent possible to carry out the intentions of the parties hereto.

Appears in 16 contracts

Samples: Subordinated Note and Common Stock Purchase Agreement (Horne International, Inc.), Purchase Agreement (Analex Corp), Stockholders’ Agreement (Isonics Corp)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any action in any other jurisdiction, but this Agreement shall be reformed, reformed construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 15 contracts

Samples: Employment Agreement (Gatos Silver, Inc.), Employment Agreement (Lightning eMotors, Inc.), Employment Agreement (Lightning eMotors, Inc.)

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Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but and this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 15 contracts

Samples: Merger Agreement (First Wave BioPharma, Inc.), Share Subscription Agreement (Tuspark Innovation Venture LTD), Purchase Agreement (Temasek Holdings (Private) LTD)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, jurisdiction such invalidity, illegality legality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 14 contracts

Samples: Employment Agreement (Trustmark Corp), Employment Agreement (Trustmark Corp), Change in Control Agreement (Trustmark Corp)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 14 contracts

Samples: Subscription Agreement (Gener8 Maritime, Inc.), Subscription Agreement (Gener8 Maritime, Inc.), Subscription Agreement (Gener8 Maritime, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law Law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 14 contracts

Samples: Limited Liability Company Agreement (Express, Inc.), Limited Liability Company Agreement (Express, Inc.), Shareholder Agreement

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner a way as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any my applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdictionprovisions, but this Agreement shall and/or such provision will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 14 contracts

Samples: Executive Employment Agreement (Hudson Global, Inc.), Executive Employment Agreement, Executive Employment Agreement (Hudson Global, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdictionprovision, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 14 contracts

Samples: Employment Agreement (Baldwin Technology Co Inc), Employment Agreement (Baldwin Technology Co Inc), Employment Agreement (Baldwin Technology Co Inc)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law Law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinto the greatest extent possible to carry out the intentions of the parties hereto.

Appears in 14 contracts

Samples: Option Agreement (Jackson Investment Group, LLC), Class a Common Stock Purchase Agreement (Isonics Corp), Purchase Agreement (MTM Technologies, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision provisions had never been contained herein.herein or therein

Appears in 13 contracts

Samples: Consulting Agreement (Interlink Plus, Inc.), Engagement for Investor Relations Services (Dts8 Coffee Company, Ltd.), Management Agreement (Berkeley Coffee & Tea, Inc.)

Severability. Whenever Other than Article V, to which Section 5.7 shall apply, whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect the validity, legality or enforceability of any other provision of this Agreement or the validity, legality or enforceability of such provision in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 13 contracts

Samples: Employment Agreement (Endurance Specialty Holdings LTD), Employment Agreement (Endurance Specialty Holdings LTD), Employment Agreement (Endurance Specialty Holdings LTD)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be prohibited by or invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall and such invalid, illegal or unenforceable provision will be reformed, construed and enforced in such jurisdiction so as if such invalidto render it valid, illegal or unenforceable provision had never been contained hereinlegal, and enforceable consistent with the general intent of the parties insofar as possible.

Appears in 13 contracts

Samples: Executive Employment Agreement, Executive Employment Agreement (Mattersight Corp), Executive Employment Agreement (Mattersight Corp)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable lawJaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, jurisdiction ,such invalidity, illegality or unenforceability shall will not affect any other provision or any action in any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 12 contracts

Samples: Employment Agreement (GeneSYS ID, Inc.), Employment Agreement (GeneSYS ID, Inc.), Employment Agreement (GeneSYS ID, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law Law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 12 contracts

Samples: Limited Liability Partnership Agreement, Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement

Severability. Whenever possible, each provision of this Agreement shall be will he interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 12 contracts

Samples: Executive Agreement (Aspen Aerogels Inc), Executive Agreement, Executive Agreement (Aspen Aerogels Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality illegality, or unenforceability shall not affect any other provision of this Agreement or any action in any other jurisdiction, but this Agreement shall be reformed, construed construed, and enforced in such jurisdiction as if such invalid, illegal illegal, or unenforceable provision had never been contained herein.

Appears in 11 contracts

Samples: Executive Employment Agreement (Root, Inc.), Executive Employment Agreement (Root, Inc.), Executive Employment Agreement (Root, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality illegality, or unenforceability shall not affect effect the validity, legality, or enforceability of any other provision of this Agreement in such jurisdiction or affect the validity, legality, or enforceability of any provision in any other jurisdiction. Instead, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal illegal, or unenforceable provision had never been contained herein.

Appears in 11 contracts

Samples: Management Services Agreement, Consulting Services and Information Rights Agreement (Atento S.A.), Consulting Services and Information Rights Agreement (Atento S.A.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction to the extent possible in keeping with the intent of the parties insofar as if such invalid, illegal or unenforceable provision had never been contained hereinpossible under applicable law.

Appears in 11 contracts

Samples: Employment Agreement (Cardiva Medical, Inc.), Employment Agreement (Cardiva Medical, Inc.), Employment Agreement (Cardiva Medical, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held determined to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement and the provision in question shall be reformed, construed and enforced modified so as to be rendered enforceable in such jurisdiction a manner consistent with the intent of the parties insofar as if such invalid, illegal or unenforceable provision had never been contained hereinpossible under applicable law.

Appears in 11 contracts

Samples: Executive Employment Agreement (Ovid Therapeutics Inc.), Executive Employment Agreement (Ovid Therapeutics Inc.), Executive Employment Agreement (Ovid Therapeutics Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionjurisdiction (except with respect to Section 8, for which Section 8(d) shall apply), such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 10 contracts

Samples: Employment Agreement, Employment Agreement (Warner Chilcott PLC), Employment Agreement (Warner Chilcott PLC)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, invalid or illegal or unenforceable provision had never been contained herein.

Appears in 10 contracts

Samples: Executive Employment Agreement (Citizens Community Bancorp Inc.), Executive Employment Agreement (Citizens Community Bancorp Inc.), Executive Employment Agreement (Citizens Community Bancorp Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained to the extent possible in conformance with the intent of the parties expressed herein.

Appears in 9 contracts

Samples: Separation Agreement (Replidyne Inc), Separation Agreement (Replidyne Inc), Consultant Agreement (Allos Therapeutics Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionlaw, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdictionprovision, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 9 contracts

Samples: Grant of Performance Based Awards (R1 RCM Inc.), Grant of Performance Based Awards (R1 RCM Inc.), Grant of Performance Based Awards (R1 RCM Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if . If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdictionjurisdiction and such other provisions shall be valid and enforceable to the fullest extent permitted by law, but and this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 9 contracts

Samples: Telehealth Services Agreement, Equipment Purchase and Services Agreement, Membership Interest Transfer Restriction and Succession Agreement (Wolverine Partners Corp.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such a manner as to be effective and valid under applicable law, but if . If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionrule, such invaliditythe validity, illegality or unenforceability shall not affect any legality and enforceability of the other provision or any other jurisdiction, but provisions of this Agreement shall will not be reformed, construed and enforced in such jurisdiction as if such invalid, illegal affected or unenforceable provision had never been contained hereinimpaired thereby.

Appears in 9 contracts

Samples: Medicare Advantage Agreement, Health Services Agreement, Health Services Agreement

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner so as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or of this Agreement. If any other jurisdiction, but provision contained in this Agreement shall is determined to be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinas written, a court of competent jurisdiction shall, at any party’s request, reform the terms of this Agreement to the extent necessary to cause such otherwise invalid provisions to be enforceable under applicable law.

Appears in 9 contracts

Samples: Stockholders' Agreement (Fairway Group Holdings Corp), Registration Rights Agreement (Fairway Group Holdings Corp), Stockholders' Agreement (Fairway Group Holdings Corp)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law. However, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionrespect, such invalidity, illegality or unenforceability shall not affect any other will be modified or reformed to the extent necessary to bring the provision into compliance with applicable law and then enforced as reformed or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinmodified.

Appears in 9 contracts

Samples: Restrictive Covenant Agreement (PHH Corp), Restrictive Covenant Agreement (PHH Corp), Restrictive Covenant Agreement (PHH Corp)

Severability. Whenever possible, each provision of this Agreement ------------ shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any action in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 8 contracts

Samples: Employment Agreement (Cypress Financial Services Inc), Employment Agreement (Revcare Inc), Employment Agreement (Bedding Experts Inc)

Severability. Whenever possibleTo the maximum extent permitted under applicable Law, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule Law in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 8 contracts

Samples: Limited Liability Company Agreement (Exco Resources Inc), Limited Liability Company Agreement (Harbinger Group Inc.), Agreement of Limited Partnership (Harbinger Group Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any such provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 8 contracts

Samples: Long Term Incentive Award Agreement, Long Term Incentive Award Agreement (Innophos Holdings, Inc.), Long Term Incentive Award Agreement (Innophos Holdings, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement or any action in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such such, invalid, illegal or unenforceable provision had never been contained herein.

Appears in 8 contracts

Samples: Employment Agreement (NRG Energy, Inc.), Separation Agreement (Clearway Energy LLC), Employment Agreement (Clearway Energy, Inc.)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 8 contracts

Samples: Employment Agreement (Research Pharmaceutical Services, Inc.), Employment Agreement (1 800 Contacts Inc), Employment Agreement (1 800 Contacts Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or in any other jurisdiction, but this Agreement shall will be reformed, construed construed, and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 8 contracts

Samples: Administrative Services Agreement, Administrative Services Agreement, Administrative Services Agreement

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable lawLaw, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law Law or rule in any jurisdiction, such the invalidity, illegality or unenforceability shall will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, but and this Agreement shall will be reformed, construed and enforced in such that jurisdiction as if such the invalid, illegal or unenforceable provision had never been contained herein.

Appears in 8 contracts

Samples: Tax Receivable Agreement (SmileDirectClub, Inc.), Limited Liability Company Agreement (SmileDirectClub, Inc.), Limited Liability Company Agreement (SmileDirectClub, Inc.)

Severability. Whenever possibleThis Agreement is subject to the restrictions, each limitations, terms and conditions of all applicable laws, governmental regulations, approvals and clearances. If any term or provision of this Agreement shall for any reason be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdictionrespect, such invalidity, illegality or unenforceability shall not affect any other term or provision or any other jurisdictionhereof, but and this Agreement shall be reformed, interpreted and construed and enforced in such jurisdiction as if such term or provision, to the extent the same shall have been held to be invalid, illegal or unenforceable provision unenforceable, had never been contained herein.

Appears in 7 contracts

Samples: u.s. Distribution Agreement (Supergen Inc), u.s. Distribution Agreement (Supergen Inc), Co Promotion and Distribution Agreement (Icu Medical Inc/De)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 7 contracts

Samples: Incentive Equity Grant Agreement (Instructure Holdings, Inc.), Employee Co Invest Agreement (Instructure Holdings, Inc.), Employee Co Invest Agreement (Instructure Intermediate Holdings I, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner so as to be effective and valid under applicable law, but if any provision or portion of any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, then such invalidity, illegality or unenforceability shall will not affect the validity, legality or enforceability of any other provision or portion of any other jurisdictionprovision of this Agreement, but and this Agreement shall will be reformedre-formed, construed and enforced in such jurisdiction in such manner as if will effect as nearly as lawfully possible the purposes and intent of such invalid, illegal or unenforceable provision had never been contained hereinprovision.

Appears in 7 contracts

Samples: Asset Purchase Agreement, Master Agreement (Alon Brands, Inc.), Tax Matters Agreement (Alon Brands, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereintherein.

Appears in 7 contracts

Samples: Employment Agreement (Imaging3 Inc), Employment Agreement (Imaging3 Inc), Employment Agreement (Lpath, Inc)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law law, rule or rule regulation in any jurisdiction, such provision will be ineffective only to the extent of such invalidity, illegality or unenforceability shall not affect in such jurisdiction, without invalidating the remainder of this Agreement in such jurisdiction or any other provision or hereof in any other jurisdiction, but this Agreement shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 7 contracts

Samples: Redeemable Convertible Note Agreement (American Craft Brewing International LTD), Redeemable Convertible Note Agreement (American Craft Brewing International LTD), Redeemable Convertible Note Agreement (American Craft Brewing International LTD)

Severability. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision; provided that such provision or any other jurisdiction, but this Agreement shall be reformed, construed and enforced in to give effect to the parties intent of such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained hereinto the maximum extent permitted by applicable law.

Appears in 7 contracts

Samples: Employment Agreement (Rackable Systems, Inc.), Employment Agreement (Rackable Systems, Inc.), Employment Agreement (Rackable Systems, Inc.)

Severability. Whenever possible, each provision of this Agreement shall will ------------ be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall will not affect any other provision or any other jurisdiction, but this Agreement shall will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

Appears in 7 contracts

Samples: Employment Agreement (Novamed Eyecare Inc), Employment Agreement (Novamed Eyecare Inc), Employment Agreement (Novamed Eyecare Inc)

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