Unenforceability. If any provisions of this Agreement are determined to be invalid or unenforceable in any jurisdiction, such provisions shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions of this Agreement in any other jurisdiction. The parties will use their best efforts to substitute the invalid or unenforceable provision with a valid and enforceable one which conforms, as nearly as possible, with the original intent of the parties.
Appears in 8 contracts
Sources: Development and License Agreement (Noven Pharmaceuticals Inc), License Agreement (Endo Pharmaceuticals Holdings Inc), License Agreement (Noven Pharmaceuticals Inc)
Unenforceability. If any provisions provision of this Agreement are determined shall be held to be invalid or unenforceable in any jurisdictionunenforceable, such provisions shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid shall not affect or unenforceable the remaining provisions hereof or affecting impair the validity or enforceability of any of such the remaining provisions of this Agreement Agreement, which shall remain in any other jurisdiction. The parties will use their best efforts full force and effect, and the Parties hereto shall continue to substitute the invalid or unenforceable provision with a valid and enforceable one which conforms, as nearly as possible, with the original intent of the partiesbe bound thereby.
Appears in 8 contracts
Sources: Private Student Loan Program Agreement, Private Student Loan Program Agreement (First Marblehead Corp), Loan Program Agreement (First Marblehead Corp)
Unenforceability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, then the other provisions of this Agreement are determined to be shall remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in any jurisdiction, such provisions part or degree shall be ineffective remain in full force and effect to the extent of such invalidity or unenforceability in such jurisdiction, without rendering not held invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions of this Agreement in any other jurisdictionunenforceable. The parties will use their best efforts hereto further agree to substitute the replace such invalid or unenforceable provision of this Agreement with a valid and enforceable one which conformsprovision that will achieve, as nearly as to the extent possible, with the original intent purposes of the partiessuch invalid or unenforceable provision.
Appears in 8 contracts
Sources: Shareholder Agreement (Becker Drapkin Management, L.P.), Shareholder Agreement (Telecommunication Systems Inc /Fa/), Investment Agreement (Cutera Inc)
Unenforceability. If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced under any rule of law or public policy, all other conditions and provisions of this Agreement are determined to be invalid or unenforceable shall nevertheless remain in any jurisdiction, such provisions shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions of this Agreement in any other jurisdiction. The parties will use their best efforts to substitute the invalid or unenforceable provision with a valid full force and enforceable one which conforms, as nearly as possible, with the original intent of the partieseffect.
Appears in 6 contracts
Sources: Supply, License, and Development Agreement (Applied Digital Solutions Inc), Supply, License, and Development Agreement (Applied Digital Solutions Inc), Supply, License, and Development Agreement (Digital Angel Corp)
Unenforceability. If any provisions provision of this Agreement are determined to be is or becomes invalid or unenforceable in any jurisdictionunenforceable, such provisions shall be ineffective to the extent of such invalidity or unenforceability shall not invalidate the remaining provisions of this Agreement, except where the provisions cannot be severed from the rest of this Agreement due to the nature of the Agreement, its subject or the circumstances in which this Agreement was concluded. The Parties agree to do everything necessary to achieve the same results intended by any such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions of this Agreement in any other jurisdiction. The parties will use their best efforts to substitute the invalid or unenforceable provision with a valid and enforceable one which conforms, as nearly as possible, with the original intent of the partiesprovisions.
Appears in 4 contracts
Sources: Purchase Agreement, Purchase Agreement, Investment Agreement
Unenforceability. If any provisions In the event a particular provision of this the Agreement are determined to be is declared invalid or unenforceable in any jurisdictionunenforceable, such provisions shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions of this Agreement in any other jurisdiction. The parties will use their best efforts to substitute the invalid or unenforceable provision with a valid and enforceable one which conforms, as nearly as possible, with the original intent of the partiesAgreement will continue in full force and effect. This Agreement shall be construed in all respects as if such invalid unenforceable provisions were omitted.
Appears in 3 contracts
Sources: Retirement Transition Agreement (Ch2m Hill Companies LTD), Retirement Transition Agreement (Ch2m Hill Companies LTD), Retirement Transition Agreement (Ch2m Hill Companies LTD)
Unenforceability. If any provisions term or provision of this Agreement are determined to be agreement is declared invalid or unenforceable or in breach of any jurisdiction, such provisions shall be ineffective to the extent Act of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting Parliament the validity or enforceability of any of such provisions the remainder of this Agreement agreement will not be affected and will remain in any other jurisdiction. The parties will use their best efforts to substitute the force and effect as if this agreement had been executed with such invalid or unenforceable term of provision with a valid and enforceable one which conforms, as nearly as possible, with the original intent of the partieseliminated.
Appears in 3 contracts
Sources: Standard Terms and Conditions, Standard Terms and Conditions, Broadcasting Agreement
Unenforceability. If any provisions of provision in this Agreement are determined is found to be invalid or unenforceable in any jurisdictionunenforceable, such provisions that provision shall be ineffective to severed from the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable Agreement and the remaining provisions hereof or affecting the validity or enforceability of any of such provisions remainder of this Agreement shall remain in any other jurisdiction. The parties will use their best efforts to substitute the invalid or unenforceable provision with a valid full force and enforceable one which conforms, as nearly as possible, with the original intent of the parties.effect.
Appears in 1 contract
Sources: Services Agreement
Unenforceability. If any provisions provision of this Agreement are is ---------------- determined by a court of competent jurisdiction to be invalid or unenforceable in any jurisdictionotherwise unenforceable, such provisions determination shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting not affect the validity or enforceability unenforceability of any of such remaining provisions of this Agreement. If any provision of this Agreement in is invalid under any other jurisdiction. The parties will use their best efforts applicable statute or rule of law, it shall be enforced to substitute the invalid or unenforceable provision with a valid and enforceable one which conforms, maximum extent possible so as nearly as possible, with to effect the original intent of the parties, and the remainder of this Agreement and the Agreement shall continue in full force and effect.
Appears in 1 contract
Unenforceability. If any In the event a particular provision of the Agreement is declared invalid or unenforceable, the remaining provisions of this the Agreement are determined to will continue in full force and effect. This Agreement shall be construed in all respects as if such invalid or unenforceable in any jurisdiction, such provisions shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions of this Agreement in any other jurisdiction. The parties will use their best efforts to substitute the invalid or unenforceable provision with a valid and enforceable one which conforms, as nearly as possible, with the original intent of the partieswere omitted.
Appears in 1 contract
Sources: Transition Arrangements Agreement (Ch2m Hill Companies LTD)
Unenforceability. If any provision of this Agreement is held by a court of law or other tribunal of competent jurisdiction to be illegal, invalid, or unenforceable, the legality, validity, and enforceability of the remaining provisions of this Agreement are determined to will not be invalid affected or impaired thereby and the illegal, invalid, or unenforceable provision will be deemed modified to the minimum extent necessary such that it is legal, valid, and enforceable and accomplishes the intention of the parties to the fullest extent possible, and, in any jurisdictionevent, such provisions shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions remainder of this Agreement will continue in any other jurisdiction. The parties will use their best efforts to substitute the invalid or unenforceable provision with a valid full force and enforceable one which conforms, as nearly as possible, with the original intent of the partieseffect.
Appears in 1 contract
Sources: Master Subscription Agreement
Unenforceability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, then the other provisions of this Agreement are determined to be shall remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in any jurisdiction, such provisions part or degree shall be ineffective remain in full force and effect to the extent of such invalidity or unenforceability in such jurisdiction, without rendering not held invalid or unenforceable the remaining provisions hereof or affecting the validity or enforceability of any of such provisions of this Agreement in any other jurisdictionunenforceable. The parties will use their best efforts Parties hereto further agree to substitute the replace such invalid or unenforceable provision of this Agreement with a valid and enforceable one which conformsprovision that will achieve, as nearly as to the extent possible, with the original intent purposes of the partiessuch invalid or unenforceable provision.
Appears in 1 contract
Sources: Board Appointment Agreement (Destination Maternity Corp)