Common use of Partial Invalidity Clause in Contracts

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 382 contracts

Sources: Put Right and Repurchase Option Agreement (Keypath Education International, Inc.), Distribution Agreement (GPS Funds II), Distribution Agreement (GPS Funds I)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such a manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision or provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 85 contracts

Sources: Services and Secondment Agreement (Viper Energy Partners LP), Separation and Distribution Agreement (Jefferies Financial Group Inc.), Separation and Distribution Agreement (Vitesse Energy, Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 20 contracts

Sources: Share Purchase Agreement (China INSOnline Corp.), Share Purchase Agreement (China INSOnline Corp.), Purchase and Sale Agreement (Golden Minerals Co)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted construed in such a manner as to be effective and valid under applicable lawLaw, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, extent of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions provision hereof, unless such a construction would be unreasonable.

Appears in 15 contracts

Sources: Tax Allocation Agreement (MasterBrand, Inc.), Employee Matters Agreement, Employee Matters Agreement (Nisource Inc/De)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 13 contracts

Sources: Securities Purchase Agreement (Telephone & Data Systems Inc /De/), Securities Purchase Agreement (United States Cellular Corp), Stock Purchase Agreement (Aci Worldwide, Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such a manner as to be effective and valid under applicable lawLaw, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision or provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 13 contracts

Sources: Employee Matters Agreement, Employee Matters Agreement (Post Holdings, Inc.), Employee Matters Agreement (Post Holdings, Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such a manner as to be effective and valid under applicable law, but in Law. In case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision or provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability unenforceability, without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 13 contracts

Sources: Share Purchase Agreement, Asset Purchase and Sale Agreement (Majesco), Stock Purchase Agreement (Joe's Jeans Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawRequirements of Law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 12 contracts

Sources: Stock Purchase Agreement (Veritiv Corp), Purchase Agreement (Cryoport, Inc.), Purchase Agreement (Chart Industries Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder shall not affect any other provisions of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonablehad never been contained herein.

Appears in 11 contracts

Sources: Asset Purchase Agreement (E.W. SCRIPPS Co), Asset Purchase Agreement (E.W. SCRIPPS Co), Asset Purchase Agreement (Mercury New Holdco, Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 10 contracts

Sources: Transfer Agreement (PIMCO Capital Solutions BDC Corp.), Transfer Agreement (PIMCO Capital Solutions BDC Corp.), Purchase and Sale Agreement (JMP Group LLC)

Partial Invalidity. Wherever possible, each provision ------------------ hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 10 contracts

Sources: Purchase Agreement (Aramark Worldwide Corp), Credit Agreement (Donnelley R R & Sons Co), Coordinating Agreement (Exide Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, shall be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 10 contracts

Sources: Asset Purchase Agreement, Asset Purchase Agreement (Sientra, Inc.), Asset Purchase Agreement (BOSTON OMAHA Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted construed in such a manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, extent of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions provision hereof, unless such a construction would be unreasonable.

Appears in 10 contracts

Sources: Separation and Distribution Agreement (MasterBrand, Inc.), Separation and Distribution Agreement (MasterBrand, Inc.), Separation and Distribution Agreement (MasterBrand, Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal illegal, or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality illegality, or unenforceability without invalidating the remainder of such invalid, illegal illegal, or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 6 contracts

Sources: Executive Employment Agreement (Soluna Holdings, Inc), Asset Purchase Agreement (Pacific Sands Inc), Asset Purchase Agreement (Dauphin Technology Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective in the jurisdiction involved to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 5 contracts

Sources: Merger Agreement (Tellabs Inc), Indemnification and Escrow Agreement (Harris Corp /De/), Indemnity Agreement (Telephone & Data Systems Inc /De/)

Partial Invalidity. Wherever possible, each Each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shallare, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 5 contracts

Sources: Executive Employment Agreement (Rbg, LLC), Executive Employment Agreement (Rbg, LLC), Shared Services Agreement (Herbst Gaming Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawLaws, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 4 contracts

Sources: Membership Interest Purchase Agreement (Northstar Healthcare Inc), Stock Purchase Agreement (Almost Family Inc), Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.)

Partial Invalidity. Wherever possible, each Each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, is for any reason, be reason held to be invalid, illegal or unenforceable in any respect, such provision unenforceability shall not affect any other provisions of this Agreement, and this Agreement shall be ineffective to the extent, but only to the extent, of construed as if such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions had never been contained herein unless the deletion of such provision or any other provisions hereof, unless would result in such a construction would material change as to cause the remaining terms hereof to be unreasonable.

Appears in 4 contracts

Sources: Employment Agreement (Dov Pharmaceutical Inc), Employment Agreement (Dov Pharmaceutical Inc), Employment Agreement (Dov Pharmaceutical Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions provision hereof, unless such a construction would be unreasonable.

Appears in 4 contracts

Sources: Warrant Agreement (Constellation Pharmaceuticals Inc), Warrant Agreement (Constellation Pharmaceuticals Inc), Warrant Agreement (Constellation Pharmaceuticals Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such a manner as to be effective and valid under applicable law, but in Law. In case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision or provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 4 contracts

Sources: Asset Purchase Agreement (Boeing Co), Purchase and Sale Agreement (Boeing Capital Corp), Sublease Agreement (Spirit AeroSystems Holdings, Inc.)

Partial Invalidity. Wherever possible, each provision hereof ------------------ shall be interpreted in such a manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision or provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 3 contracts

Sources: Reorganization Agreement (Baxter International Inc), Reorganization Agreement (Edwards Lifesciences Corp), Reorganization Agreement (Technology Solutions Company)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawApplicable Law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 3 contracts

Sources: Purchase and Sale Agreement (Hartford Financial Services Group Inc/De), Asset Purchase and Sale Agreement (Desc S a De C V), Stock Purchase Agreement (Amr Corp)

Partial Invalidity. Wherever possible, each provision hereof shall will be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shallwill, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall will be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 3 contracts

Sources: Memorandum of Understanding (Artistdirect Inc), Memorandum of Understanding (Artistdirect Inc), Memorandum of Understanding (Artistdirect Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted construed in such a manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, extent of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions provision hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Transition Services Agreement (D.E Master Blenders 1753 N.V.), Master Separation Agreement (D.E Master Blenders 1753 B.V.)

Partial Invalidity. Wherever possible, each provision hereof ------------------ shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Aptargroup Inc), Merger Agreement (Aptargroup Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such a manner as to be effective and valid under applicable law, but in Requirements of Law. In case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision or provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Stock and Asset Purchase Agreement (Gencorp Inc), Stock and Asset Purchase Agreement (Gencorp Inc)

Partial Invalidity. Wherever possible, each Each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, shall for any reason, reason be held to be invalid, illegal or unenforceable in any respect, such provision unenforceability shall not affect any other provisions of this Agreement, and this Employment Agreement shall be ineffective to the extent, but only to the extent, of construed as if such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions had never been contained herein unless the deletion of such provision or any other provisions hereof, unless would result in such a construction would material change as to cause the remaining terms hereof to be unreasonable.

Appears in 2 contracts

Sources: Employment Agreement (Dov Pharmaceutical Inc), Employment Agreement (Dov Pharmaceutical Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.without

Appears in 2 contracts

Sources: Intercarrier Multi Standard Roaming Agreement (Rural Cellular Corp), Stock Purchase Agreement (U S Industrial Services Inc)

Partial Invalidity. Wherever Whenever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Asset Exchange Agreement (Eurogas Inc), Asset Exchange Agreement (Eurogas Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction an interpretation would be unreasonable.

Appears in 2 contracts

Sources: Merger Agreement (Bakbone Software Inc), Merger Agreement (Milastar Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Membership Interest Purchase Agreement (Russ Berrie & Co Inc), Stock Purchase Agreement (Mercury General Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such a manner as to be effective and valid under applicable law, but in case the event any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder remaining provisions hereof or affecting the validity, legality or enforceability of such invalid, illegal or unenforceable provision or provisions or in any other provisions hereof, unless such a construction would be unreasonablejurisdiction.

Appears in 2 contracts

Sources: Tax Indemnity Agreement (Homeservices Com Inc), Tax Indemnity Agreement (Homeservices Com Inc)

Partial Invalidity. Wherever possible, each provision hereof ------------------ shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Global Sports Inc), Coordinating Agreement (Exide Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawRequirements of Law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Purchase Agreement (CapitalSouth Partners SBIC Fund III, L.P.), Purchase Agreement (Capitala Finance Corp.)

Partial Invalidity. Wherever possible, each provision hereof shall will be interpreted in such manner as to be effective and valid under applicable lawApplicable Law, but in case any one or more of the provisions contained herein shallwill, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall will be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 2 contracts

Sources: Studio License Agreement, Equipment Rental Agreement

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal illegal, or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality illegality, or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (Rollins Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable enforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonablereasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (Michael Anthony Jewelers Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case if any one or more of the provisions contained herein shall, for any reason, be held to be bc invalid, illegal illegal, or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, extent of such invalidity, illegality illegality, or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Stock Purchase Agreement (Tang Cyrus)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability unenforceability, without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (Quixote Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions provision contained herein shall, for any reason, be held to be invalid, illegal invalid or unenforceable in any respectunenforceable, such provision shall be ineffective to the extent, but only to the extent, extent of such invalidity, illegality invalidity or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawApplicable Law, but in case the event that any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalidprovision(s) to the extent valid, illegal legal or unenforceable provision or provisions enforceable or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Master Share Purchase Agreement (Dana Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions provision hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Agreement for Purchase and Sale of Assets (Nabi Biopharmaceuticals)

Partial Invalidity. Wherever possible, each provision hereof shall ------------------ be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Operating Agreement (Homestore Com Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, shall be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or 37 unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (Trimble Navigation LTD /Ca/)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the 44 extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Stock Purchase Agreement (Keebler Foods Co)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.but

Appears in 1 contract

Sources: Purchase and Sale Agreement (Nabi /De/)

Partial Invalidity. Wherever possible, each provision ----------- hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Coordinating Agreement (Exide Corp)

Partial Invalidity. Wherever possible, each provision hereof shall ------------------ be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, shall be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (Critical Path Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be ------------------ interpreted in such manner as to be effective and valid under applicable lawRequirements of Laws, but in case any one or more of the provisions contained herein shall, for any reason, shall be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (Zhone Technologies Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective effective, enforcable and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Stock Purchase Agreement (Global Med Technologies Inc)

Partial Invalidity. Wherever possible, each term or provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the terms or provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal term or unenforceable provision or terms or provisions or any other terms or provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Coordinating Agreement (Exide Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.of

Appears in 1 contract

Sources: Limited Liability Company Agreement (Corn Products International Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be ------------------ interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Option Agreement (Edwards Lifesciences Corp)

Partial Invalidity. Wherever possible, each ------------------ provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Purchase Agreement (Viskase Companies Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase and Sale Agreement (FlexShopper, Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, hereof unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Stock Purchase Agreement (Edwards Lifesciences Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or ore more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Note Purchase Agreement (Pricesmart Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawRequirements of Laws, but in case any one or more of the provisions contained herein shall, for any reason, shall be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (Zhone Technologies Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such a manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalidinvalid , illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.the

Appears in 1 contract

Sources: Services & Facilities Agreement

Partial Invalidity. Wherever possible, each provision hereof shall will be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be is held to be invalid, illegal or unenforceable in any respectrespect for any reason, such provision shall will be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Agreement

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawLaw, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Stock Purchase Agreement (Porch Group, Inc.)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawLegal Requirements, but in case any one or more of the provisions contained herein shall, for any reason, shall be held to be invalid, illegal or unenforceable in any respect, such provision or provisions shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Asset Purchase Agreement (SeaSpine Holdings Corp)

Partial Invalidity. Wherever possible, each provision hereof ------------------ shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respectrespect by a court of competent jurisdiction, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Stock Purchase Agreement (McGraw-Hill Companies Inc)

Partial Invalidity. Wherever possible, each provision ------------------ hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective in effective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Registration Rights Agreement (Homestore Com Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.such

Appears in 1 contract

Sources: Transition Services and Facilities Agreement (Accumed International Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawRequirements of Laws, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Equity Purchase Agreement (Kapstone Paper & Packaging Corp)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable lawApplicable Laws, but in case any one or more of the provisions contained herein shall, for any reason, shall be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Master Agreement (Ocular Sciences Inc /De/)

Partial Invalidity. Wherever possible, each provision ------------------ hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable.

Appears in 1 contract

Sources: Stock Purchase Agreement (Aptargroup Inc)

Partial Invalidity. Wherever possible, each provision hereof shall be interpreted in such manner as to be effective and valid under applicable law, but in case any one or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such provision shall be ineffective to the extent, but only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such invalid, illegal or unenforceable provision or provisions or any other provisions hereof, unless such a construction would be unreasonable. If any provision is held invalid or unenforceable with respect to particular circumstances, it nevertheless shall remain in full force and effect in all other circumstances.

Appears in 1 contract

Sources: Employment Agreement (U S Realtel Inc)