Common use of Waiver or Severability Clause in Contracts

Waiver or Severability. No provision of this MOA shall be deemed to have ---------------------- been waived because a Party fails to enforce the provision. If any term of this MOA shall be declared illegal, invalid or unenforceable, such term shall be construed to be enforceable to the maximum extent permitted and, if not so construable, shall be deemed deleted from this MOA, provided that if such construction or deletion substantially alters the commercial basis of this MOA, the Parties shall negotiate in good faith to amend the terms of this MOA to give effect to their original intent.