Common use of Xxxxxxxility Clause in Contracts

Xxxxxxxility. If any term or other xxxxxxxxx xx this Agreement is invalid, illegal, or incapable of being enforced by any Law or public policy, all other terms or provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner materially adverse to any party. Upon such determination that any term or other provision is invalid, illegal, or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby are consummated as originally contemplated to the greatest extent possible.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Monsanto Co /New/)

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Xxxxxxxility. If any term or other otxxx xxxxxxxxx xx of this Agreement is invalid, illegal, or incapable of being enforced by any Law law or public policy, all other terms or provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner materially adverse to any party. Upon such determination that any term or other provision is invalid, illegal, or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby are consummated as originally contemplated to the greatest extent possible.

Appears in 1 contract

Samples: Asset Purchase Agreement (Impath Inc)

Xxxxxxxility. If any term or other xxxxxxxxx xx provision of this Agreement is invalid, illegal, illegal or incapable of being enforced by any Law or public policy, all other terms or and provisions of this Agreement shall nevertheless remain in full force and effect for so long as the economic or legal substance of the transactions contemplated hereby by this Agreement is not affected in any manner materially adverse to any party. Upon such determination that any term or other provision is invalid, illegal, illegal or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby by this Agreement are consummated as originally contemplated to the greatest extent possible.

Appears in 1 contract

Samples: Corporate Reorganization Agreement (Tenaris Sa)

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Xxxxxxxility. If any term or other xxxxxxxxx xx provision of this Agreement is invalid, illegal, illegal or incapable of being enforced by any Law rule of law, or public policy, all other terms or conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner materially adverse to any party. Upon such determination that any term or other provision is invalid, illegal, illegal or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an a mutually acceptable manner in order that the transactions contemplated hereby are be consummated as originally contemplated to the greatest fullest extent possible.

Appears in 1 contract

Samples: Put Agreement (Lion Inc/Wa)

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