Common use of Unenforceability Clause in Contracts

Unenforceability. If all or any portion of any provision of this Agreement shall be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision hereof, and such provision shall be limited and construed as if such invalid, illegal or unenforceable provision or portion thereof were not contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this Agreement.

Appears in 20 contracts

Sources: Contract of Sale, Contract of Sale (KBS Strategic Opportunity REIT II, Inc.), Contract of Sale (Hines Global Reit Ii, Inc.)

Unenforceability. If all or any portion of any provision of this Agreement shall be is held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect the remainder of such provision or any other provision provisions hereof, and such provision shall be limited and construed as if such invalid, illegal or unenforceable provision or portion thereof were not contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this Agreement.

Appears in 6 contracts

Sources: Purchase and Sale Agreement, Purchase and Sale Agreement (Emeritus Corp\wa\), Purchase and Sale Agreement (Emeritus Corp\wa\)

Unenforceability. If all Any provision to this Agreement which is found to be unenforceable, invalid or any portion of any provision prohibited by law shall be deemed ineffective without invalidating the remainder of this Agreement shall be held to be invalidthe extent possible. Each party has cooperated in the drafting and preparation of this Agreement. Therefore, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability this Agreement shall not affect be construed in favor of or against any other provision hereof, and such provision shall be limited and construed as if such invalid, illegal or unenforceable provision or portion thereof were not contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this Agreementparty.

Appears in 3 contracts

Sources: Loan Agreement (G Medical Innovations Holdings Ltd.), Loan Agreement (G Medical Innovations Holdings Ltd.), Loan Agreement (G Medical Innovations Holdings Ltd.)

Unenforceability. If all In case any one or more of the provisions contained herein shall, for any portion of any provision of this Agreement shall reason, be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision hereof, and such provision of this Agreement but this Agreement shall be limited and construed as if such invalid, illegal or unenforceable provision or portion thereof were not provisions had never been contained herein unless doing so the deletion of such provision or provisions would materially and adversely affect result in such a party or the benefits that such party is entitled material change as to receive under cause performance of this AgreementAgreement to be unreasonable.

Appears in 3 contracts

Sources: Severance Agreement (Surgical Laser Technologies Inc /De/), Severance Agreement (Surgical Laser Technologies Inc /De/), Severance Agreement (Surgical Laser Technologies Inc /De/)

Unenforceability. If all or any portion of any provision of this Agreement shall be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision hereof, and such provision shall be limited and construed as if such invalid, illegal or unenforceable provision or portion thereof were not contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this Agreement. The provisions of this Article shall survive the Closing or earlier termination of this Agreement.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Cedar Shopping Centers Inc), Contribution and Sale Agreement (Cedar Shopping Centers Inc)

Unenforceability. If all or any portion of any provision of this Agreement shall be held to be invalidis or becomes invalid or unenforceable, illegal or unenforceable in any respect, then such invalidity, illegality invalidity or unenforceability shall not affect 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 this Agreement, its subject matter or the circumstances in which this Agreement was concluded. The Parties agree to do all things necessary to achieve the same result as was intended by any other provision hereof, and such provision shall be limited and construed as if such invalid, illegal invalid or unenforceable provision or portion thereof were not contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this Agreementprovisions.

Appears in 1 contract

Sources: Shareholders Agreement

Unenforceability. If all In case any one or any portion more of the provisions or part of any ---------------- provision of contained in this Agreement shall or the Plan shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision hereofor part of this Agreement or Plan, but this Agreement and such provision Plan shall be limited and construed as if such invalid, illegal or unenforceable enforceable provision or portion thereof were not contained herein unless doing so would materially and adversely affect part of a party or the benefits that such party is entitled to receive under this Agreementprovision had never been.

Appears in 1 contract

Sources: Non Statutory Stock Option Agreement (Avanex Corp)

Unenforceability. If all or any portion of any a provision of this Agreement shall be held to be invalidis illegal, illegal invalid or unenforceable in whole or in part for any respectreason whatsoever, then such invaliditythat provision is severed to the extent of its illegality, illegality unenforceability or unenforceability invalidity and the remainder of the Agreement shall not affect any other remain in full force and effect. The parties shall use their best efforts to replace the severed provision hereof, and such by an enforceable provision shall be limited and construed that is as if such invalid, illegal or unenforceable close to the original provision or portion thereof were not contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this Agreementas possible.

Appears in 1 contract

Sources: Telecommunications

Unenforceability. If all any part of this Agreement is held to be invalid or unenforceable, such determination will not invalidate any portion of any other provision of this Agreement, to the greatest extent permitted by applicable law, so long as the economic and legal substance of this Agreement shall be held to be invalid, illegal or unenforceable is not affected in any respect, then such invalidity, illegality or unenforceability shall not affect manner adverse to any other provision hereof, and such provision shall be limited and construed as if such invalid, illegal or unenforceable provision or portion thereof were not contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this AgreementParty.

Appears in 1 contract

Sources: Strategic Roaming Agreement (General Communication Inc)

Unenforceability. If all one or any portion more of any provision the provisions of this Agreement shall be are held for any reason to be invalid, illegal or unenforceable in any respectunenforceable, then such invalidity, illegality or unenforceability shall will not affect any other provision hereofof this Agreement, and such provision shall this Agreement will be limited construed and construed enforced as if such invalid, illegal or unenforceable provision or portion thereof were provisions had not been contained herein unless doing so would materially and adversely affect a party or the benefits that such party is entitled to receive under this Agreementherein.

Appears in 1 contract

Sources: Credit Reporting Company Agreement (Factual Data Corp)