Unenforceable Restriction Clause Samples

Unenforceable Restriction. It is expressly understood and agreed that although the Director and the Company consider the restrictions contained in this Appendix A to be reasonable, if a final determination is made by a court of competent jurisdiction that any restriction contained in this Appendix A is an unenforceable restriction against the Director, the provisions of this Appendix A shall not be rendered void but shall be reformed to apply as to such maximum time and to such maximum extent as such court may determine to be enforceable. Alternatively, if such court finds that any restriction contained in this Agreement is unenforceable, and such restriction cannot be reformed so as to make it enforceable, such finding shall not affect the enforceability of any of the other restrictions contained herein. For purposes of this Appendix A:

Unenforceable Restriction. It is expressly understood and agreed that although Executive and the Company consider the restrictions contained in this Section 8 to be reasonable and necessary to protect the legitimate business interests of the Company, if a final determination is made by an arbitrator to whom the parties have assigned the matter or a court of competent jurisdiction that any restriction contained in this Agreement is an unenforceable restriction against Executive, the provisions of this Agreement shall not be rendered void but shall be reformed to apply as to such maximum time and to such maximum extent as such arbitrator or court may determine or indicate to be enforceable. Alternatively, if such arbitrator or court finds that any restriction contained in this Agreement is unenforceable, and such restriction cannot be reformed so as to make it enforceable, such finding shall not affect the enforceability of any of the other restrictions contained herein.

Unenforceable Restriction. If any term, provision, covenant or condition of this Section 15 is held by a court of competent jurisdiction to exceed the limitations permitted by applicable law, as determined by such court in such action, then the provisions will be deemed reformed to the maximum limitations permitted by applicable law and the parties hereby expressly acknowledge their desire that in such event such action be taken. If any provision of this Section 15 is held to be illegal, invalid or unenforceable during the term of this Agreement after application of the first sentence of this Section 15(k), then such provision shall be fully severable; this Section 15 shall be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a portion of this Section 15; and the remaining provisions of this Section 15 shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable provision or by its severance from this Section 15. Furthermore, in lieu of such illegal, invalid or unenforceable provision there shall be added automatically as part of this Section 15 a provision as similar in terms to such illegal, invalid or unenforceable provision as may be possible and be legal, valid and enforceable.