Severance of invalid or illegal terms Sample Clauses

Severance of invalid or illegal terms. (a) If any term of this Agreement, or its application to any Party, person or circumstance is or becomes invalid, void, voidable or otherwise unenforceable for any reason whatsoever, then: (i) that term or its application to such Party, person or circumstance is severable from this Agreement; (ii) the remainder of this Agreement, excluding the severed part, remains in force and any term which includes the severed part applies to such Party, person or circumstance without reliance on the part severed; and (iii) to the extent permissible by law, the Parties must agree to replace the severed term, effective from the date of severance, with a valid and enforceable term which so far as possible achieves the same purpose, object or effect as the invalid, void, voidable or otherwise unenforceable term was intended to achieve and does not cause any substantial reduction in the benefits of either Party or material re-allocation of risks between the Parties. (b) The Parties must act reasonably and in good faith in seeking an agreement under this Clause as to a replacement term. If the Parties cannot agree upon a replacement term, this Agreement is continued in accordance with Clause 17.15(a)(i) and (ii).
Sample 1Sample 2Sample 3See All (43)
Severance of invalid or illegal terms. (a) Subject to clause 31.3(c), if: (i) any term of this Agreement (relevant term) is or becomes invalid, void, voidable or otherwise unenforceable for any reason whatever; or (ii) a term of a Standard Distribution Contract which is the same or substantially the same as the relevant term (equivalent template term) is or becomes invalid, void, voidable or otherwise unenforceable for any reason whatever, then: (iii) the relevant term is severed from this Agreement; and (iv) the remainder of this Agreement, excluding the severed part, remains in force, and any term which includes the severed part applies without reliance on the part severed. (b) The Scheme Owner must promptly notify the Customer if it becomes aware that an equivalent template term is or has become invalid, void, voidable or otherwise unenforceable for any reason whatever. (c) If: (i) this Agreement is a Contract by Agreement; (ii) an equivalent template term is or becomes invalid, void, voidable or otherwise unenforceable for any reason whatever; and (iii) the basis on which the equivalent template term is or becomes invalid, void, voidable or otherwise unenforceable for any reason does not apply to this Agreement, then, notwithstanding clause 31.3(a), the Customer and the Scheme Owner may agree in writing that the relevant term will not be severed from this Agreement.
Sample 1Sample 2
Severance of invalid or illegal terms. (a) Subject to clause 31.3(c), if:
Sample 1
Severance of invalid or illegal terms. (a) If any term of this Agreement, or its application to any Party, person or circumstance is or becomes invalid, void, voidable or otherwise unenforceable for any reason whatsoever, then: (i) that term or its application to such Party, person or circumstance is severable from this Agreement; (ii) the remainder of this Agreement, excluding the severed part, remains in force and any term which includes the severed part applies to such Party, person or circumstance without reliance on the part severed; and (iii) to the extent permissible by law, the Parties must agree to replace the severed term, effective from the date of severance, with a valid and enforceable term which so far as possible achieves the same purpose, object or effect as the invalid, void, voidable or otherwise unenforceable term was intended to (b) The Parties must act reasonably and in good faith in seeking an agreement under this Clause as to a replacement term. If the Parties cannot agree upon a replacement term, this Agreement is continued in accordance with Clause 22.15(a)(i) and (ii).
Sample 1
Severance of invalid or illegal terms. If any term of this Agreement, or its application to any Party, person or circumstance, is or becomes invalid, void, voidable or otherwise unenforceable for any reason whatever, then:
Sample 1

Related to Severance of invalid or illegal terms

  • Invalid Provisions If any provision of this Agreement is held to be illegal, invalid or unenforceable under any present or future Law, and if the rights or obligations of any party hereto under this Agreement will not be materially and adversely affected thereby, (a) such provision will be fully severable, (b) this Agreement will be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part hereof, (c) the remaining provisions of this Agreement will remain in full force and effect and will not be affected by the illegal, invalid or unenforceable provision or by its severance herefrom and (d) in lieu of such illegal, invalid or unenforceable provision, there will be added automatically as a part of this Agreement a legal, valid and enforceable provision as similar in terms to such illegal, invalid or unenforceable provision as may be possible.

  • Invalid Provision The invalidity or unenforceability of any provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provision were omitted.