Severability Contract Clauses (75,285)

Severability. The provisions of this Agreement are independent of and severable from each other, and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part. 16 23. 23​24. CONSTRUCTION. The provisions of this Agreement shall be construed and interpreted in accordance with the laws of the State of Colorado.

Severability. The provisions of this Agreement are independent of and severable from each other, and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part. 16 13 23. CONSTRUCTION. The provisions of this Agreement shall be construed and interpreted in accordance with the laws of the State of Colorado.

Severability. In the event that any provision hereof becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Agreement will continue in full force and effect without said provision. -11- 15. -9- 17. Integration. This Agreement, together with the Stock Plan, Option Agreement and the Confidential Information Agreement represents the entire agreement and understanding between the parties as to the subject matter herein and supersedes all prior or contemporaneous... agreements whether written or oral, including, for but not limited to, the avoidance of any doubt, the Proprietary Information and Inventions Employment Agreement by and between Executive and the Company. Company, dated February 24, 2013. This Agreement may be modified only by agreement of the parties by a written instrument executed by the parties that is designated as an amendment to this Agreement. View More

Severability. In the event that any provision hereof becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Agreement will continue in full force and effect without said provision. -11- 15. Integration. This Agreement and the Confidential Proprietary Information and Inventions Agreement represents the entire agreement and understanding between the parties as to the subject matter herein and supersedes all prior or contemporaneous agreements whether written or ... class="diff-color-red">oral, including, for the avoidance of any doubt, the Proprietary Information and Inventions Agreement by and between Executive and the Company. oral. This Agreement may be modified only by agreement of the parties by a written instrument executed by the parties that is designated as an amendment to this Agreement. View More

Found in OTONOMY, INC. contract

Severability. If any provision of this Note Agreement is declared by a court of competent jurisdiction to be in any way invalid, illegal or unenforceable, the balance of this Note Agreement shall remain in effect, and if any provision is inapplicable to any person or circumstance, it shall nevertheless remain applicable to all other persons and circumstances.

Severability. If any provision of this Note Agreement is declared by a court of competent jurisdiction to be in any way invalid, illegal or unenforceable, the balance of this Note Agreement shall remain in effect, and if any provision is inapplicable to any person or circumstance, it shall nevertheless remain applicable to all other persons and circumstances. circumstance.

Severability. In case any provisions (or portions thereof) contained in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. If, moreover, any one or more of the provisions contained in this Agreement shall for any reason be held to be... excessively broad as to duration, geographical scope, activity or subject, it shall be construed by limiting and reducing it, so as to be enforceable to the extent compatible with the applicable law as it shall then appear. 3 18. Interpretation. 15 21. Choice of Law and Jurisdiction. This Agreement will be deemed to be made and entered into in the Commonwealth of Massachusetts, and will in all respects be interpreted, enforced and governed under the laws of the Commonwealth of Massachusetts. I Executive hereby agree to consent consents to personal jurisdiction of the state and federal courts situated within Suffolk County, Massachusetts for purposes of enforcing this Agreement, and waive any objection that I Executive might have to personal jurisdiction or venue in those courts. courts, provided, however, the Company and Executive agree that all civil actions relating to Section 8 of this Agreement shall be brought in the county of Suffolk and that the superior court or the business litigation session of the superior court shall have exclusive jurisdiction. ANY ACTION, DEMAND, CLAIM OR COUNTERCLAIM ARISING UNDER OR RELATING TO THIS AGREEMENT OR THE EXECUTIVE'S EMPLOYMENT WITH THE COMPANY, INCLUDING WITHOUT LIMITATION ANY CLAIMS OF DISCRIMINATION ARISING UNDER STATE OR FEDERAL LAW, WILL BE RESOLVED BY A JUDGE ALONE AND EACH OF THE COMPANY AND THE EXECUTIVE WAIVES ANY RIGHT TO A JURY TRIAL THEREOF. View More

Severability. In case any provisions (or portions thereof) contained in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. If, moreover, any one or more of the provisions contained in this Agreement shall for any reason be held to be... excessively broad as to duration, geographical scope, activity or subject, it shall be construed by limiting and reducing it, so as to be enforceable to the extent compatible with the applicable law as it shall then appear. 3 18. Interpretation. 10 13. Choice of Law and Jurisdiction. This Agreement will be deemed to be made and entered into in the Commonwealth of Massachusetts, and will in all respects be interpreted, enforced enforced, and governed under the laws of the Commonwealth of Massachusetts. I Executive hereby agree to consent consents to personal jurisdiction of the state and federal courts situated within Suffolk County, Massachusetts for purposes of enforcing this Agreement, and waive waives any objection that I Executive might have to personal jurisdiction or venue in those courts. ANY ACTION, DEMAND, CLAIM OR COUNTERCLAIM ARISING UNDER OR RELATING TO THIS AGREEMENT OR THE EXECUTIVE'S EMPLOYMENT WITH THE COMPANY, INCLUDING WITHOUT LIMITATION ANY CLAIMS OF DISCRIMINATION ARISING UNDER STATE OR FEDERAL LAW, WILL BE RESOLVED BY A JUDGE ALONE AND EACH OF THE COMPANY AND THE EXECUTIVE WAIVES ANY RIGHT TO A JURY TRIAL THEREOF. View More

Severability. If any provision of this Note should be held unenforceable or void, then that provision shall be deemed separable from the remaining provisions and shall not affect the validity of this Note, except that if that provision relates to the payment of any monetary sum, then Holder may, at its option, declare the Secured Indebtedness (together with the Prepayment Fee) immediately due and payable. payable but without the payment of any Prepayment Fee.

Severability. If any provision of this Note should be held unenforceable or void, then that provision shall be deemed separable from the remaining provisions and shall not affect the validity of this Note, except that if that provision relates to the payment of any monetary sum, then Holder may, at its option, declare the Secured Indebtedness (together with the Lockout Prepayment Fee) Fee, if applicable) immediately due and payable.

Severability. If any provision of this letter agreement Letter Agreement (or any portion thereof) or the application of any such provision (or any portion thereof) to any Person or circumstance shall be held invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision hereof (or the remaining portion thereof) or the application of such provision to any other Persons or circumstances. Notwithstanding... the foregoing, the parties hereto intend that the remedies and limitations thereon contained in this letter agreement, Letter Agreement, including Section 9, 10 and Section 11, be construed as an integral provision of this letter agreement Letter Agreement and that such remedies and limitations shall not be severable in any manner that increases liability or obligations hereunder of any either party hereto or of Sponsor or of any Non-Recourse Party. 6 14. Assignment. Neither this Letter Agreement nor any of the rights, interests or obligations under this Letter Agreement shall be assigned or delegated, in whole or in part, by operation of Law or otherwise by any of the parties without the prior written consent of the other parties and the Company. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of, and be enforceable by, the parties and their respective successors and assigns. View More

Severability. If any provision of this Agreement shall be held invalid or unenforceable, such invalidity or unenforceability shall not affect any other provisions hereof, and this Agreement shall be construed and enforced as if such provisions had not been included. 9 This Agreement is intended to supersede and replace your Amended and Restated Executive Employment Agreement dated November 30, 2007. Upon execution of this Agreement by both parties hereto, the Executive Employment Agreement shall be... terminated and shall cease to be in effect in all respects. If this Agreement correctly sets forth our agreement on the subject matter hereof, kindly sign and return to the Company. Sincerely, ORBITAL SCIENCES CORPORATION /s/ Susan Herlick David W. Thompson By: Susan Herlick Senior Vice David W. Thompson Chairman, President and General Counsel Chief Executive Officer Agreed to: /s/ David W. Thompson Garrett E. Pierce Name: David W. Thompson Garrett E. Pierce 10 EX-10.2 5 a15-4204_1ex10d2.htm EX-10.2 EX-10.3 6 a15-4204_1ex10d3.htm EX-10.3 Exhibit 10.2 10.3 Amended and Restated Executive Change in Control Severance Agreement December 14, 2012 Mr. David W. Thompson 11217 Bright Pond Land Reston, Garrett E. Pierce 43468 Castle Harbour Terrace Leesburg, Virginia 20194 20176 Dear Dave: Garrett: Orbital Sciences Corporation and its subsidiaries (together, the "Company") consider the maintenance of a sound and vital management to be essential to protecting and enhancing the best interests of the Company and its stockholders. In this connection, the Company recognizes that the possibility of a change in control may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company and its stockholders. Accordingly, the Company's Board of Directors (the "Board") has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company's management, including yourself, to their assigned duties without distraction in the face of the potentially disturbing circumstances arising from the possibility of a change in control of the Company. This letter agreement (the "Agreement") sets forth the severance benefits that the Company agrees will be provided to you in the event your employment with the Company terminates following a "Change in Control" (as defined in Section 2 hereof) under the circumstances described below. This Agreement is not an employment contract nor does it alter your status as an at-will employee of the Company. No benefit shall be payable under this Agreement except on Termination of your Employment (as defined below) with the Company as a result of a Change in Control (as defined below). View More

Severability. If, but only to the extent that, any provision of this Note shall be invalid or unenforceable, then, such offending provision shall be deleted from this Note, but only to the extent necessary to preserve the validity and effectiveness of this Note to the fullest extent permitted by applicable law. AGREED TO AND ACCEPTED: SMART SERVER, INC. /S/ Matthew Lane By: Matthew Lane, President 2 EX-10.3 8 ex10-3.htm EX-10.2 7 ex10-2.htm PROMISSORY NOTE DATED DECEMBER 5, NOVEMBER 7, 2013 ex10-3.htm ex10-2.htm SMART SERVER, INC. PROMISSORY NOTE $20,000 USD December 5, November 7, 2013 FOR VALUE RECEIVED, SMART SERVER, INC, a Nevada corporation (the "Company"), promises to pay to the order of the E. Venture Resources, Inc. ("EVR"), or holder (either, the "Holder"), on the Maturity Date (as defined below), unless sooner paid or converted as provided below, the principal sum of Ten Twenty Thousand USD ($10,000.00 ($20,000.00 USD), plus accrued unpaid interest thereon. The principal balance of this Note shall bear interest at the Interest Rate from the date hereof until paid in full. All payments under this Note shall be made to the order of the Holder at the address Holder may designate in writing to the Company, and shall be applied first to accrued unpaid interest, if any, and then to principal. View More

Severability. Each provision of this Agreement shall be considered severable such that if any one provision or clause conflicts with existing or future applicable law, or may not be given full effect because of such law, this shall not affect any other provision of the Agreement which, consistent with such law, shall remain in full force and effect. All surviving clauses shall be construed so as to effectuate the purpose and intent of the parties. 3 10. Headings. The headings and captions in this Agreement... are for convenience only and in no way define or describe the scope or content of any provision of this Agreement. View More

Severability. Each provision of this Agreement shall letter agreement must be considered severable such that if any one provision or clause conflicts with existing or future applicable law, or may not be given full effect because of such law, this shall will not affect any other provision of the Agreement letter agreement, which, consistent with such law, shall will remain in full force and effect. All surviving clauses shall must be construed so as to effectuate the purpose and intent of the parties.

Severability. Wherever possible, each provision of this Amendment shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Amendment shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of this Amendment. 3 10 12. Reaffirmation. Each Credit Party Borrower as debtor, grantor, pledgor, ... class="diff-color-red">guarantor or in other any other similar capacity hereby ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Credit Loan Documents to which it is a party. Each Credit Party Borrower hereby consents to this Amendment and acknowledges that each of the Credit Loan Documents remains in full force and effect and is hereby ratified and reaffirmed. Except as expressly set forth herein, the execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Lenders, Agent or any Lender, constitute a waiver of any provision of any of the Credit Loan Documents or serve to effect a novation of the Obligations. View More

Found in LIGHTING SCIENCE GROUP CORP contract