Severability Contract Clauses (27,855)

Severability. The invalidity or unenforceability of any provision hereof shall in no way affect the validity or enforceability of any other provision. Without limiting the generality of the foregoing, this Agreement is intended to confer upon the Indemnitee indemnification rights to the fullest extent permitted by applicable laws. In the event any provision hereof conflicts with any applicable law, such provision shall be deemed modified, consistent with the aforementioned intent, to the extent necessary to r...esolve such conflict. View More

Severability. The provisions of this Agreement are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable. Appendix A to the Restricted Share Unit Award Agreement under the SMART Global Holdings, Inc. 2021 Inducement Plan Data Privacy Terms for Participants outside the U.S. By participating in the Plan and accepting the grant of the RSUs, Participant provides the consents a...nd acknowledgements set forth in this Appendix A with respect to the collection, processing and use of Data (as defined below) by the Company and its Affiliates and the transfer of Data to the recipients mentioned herein, including recipients located in countries which do not provide an adequate level of protection from a European (or other non-U.S.) data protection law perspective, for the purposes of implementing, administering and managing the Plan. If Participant does not wish to provide such consents and acknowledgments, Participant may notify the Company, at any time, that Participant rejects the RSUs and requests the cancellation of the RSUs by the Company. These data privacy terms govern the RSUs granted to Participant under the Plan. Capitalized terms not otherwise defined herein shall have the same meanings as in the Plan and/or in the Agreement. View More

Severability. The invalidity or unenforceability of any provision hereof shall in no way affect the validity or enforceability of any other provision. Without limiting the generality of the foregoing, this Agreement is intended to confer upon Indemnitee indemnification rights to the fullest extent permitted by applicable laws. In the event any provision hereof conflicts with any applicable law, such provision shall be deemed modified, consistent with the aforementioned intent, to the extent necessary to resol...ve such conflict. 9 15. Modification and Waiver. No supplement, modification, termination or amendment of this Agreement shall be binding unless executed in writing by both of the parties hereto. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar) nor shall such waiver constitute a continuing waiver. View More

Severability. Each provision in this Plan is severable, and if any provision is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not, in any way, be affected or impaired thereby. Adopted this _____ day of April, 2021. BOWMAN CONSULTING GROUP LTD. By: Name: [ ] Title: [ ] EX-10.14 13 d18075dex1014.htm EX-10.14 EX-10.14 Exhibit 10.14 BOWMAN CONSULTING GROUP LTD. 2021 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: March 2...5, 2021 APPROVED BY THE STOCKHOLDERS: [ ] 1. PURPOSE. The purpose of the Bowman Consulting Group Ltd. Employee Stock Purchase Plan is to provide eligible employees with an incentive to advance the interests of Bowman Consulting Group Ltd., a Delaware corporation and chartered trust company (the "Company") and its Subsidiaries, by affording them an opportunity to purchase Stock of the Company at a favorable price. View More

Severability. If any one or more of the provisions of this Agreement is held invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired, and the invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision that comes closest to the intent of the parties. Your signature on the next page indicates that you have carefully read, understand, and agree to all terms and provisions of this Agreement in its entirety.... Your signature further indicates that you have had a sufficient and reasonable amount of time prior to signing this Agreement to ask questions regarding this Agreement, that you have been advised to seek legal advice, and that you have signed this Agreement as a free and voluntary act. If you wish to receive the Separation Package set forth above in this Agreement, you must sign and return the original of this Agreement to the Company by hand or by mail (or overnight courier) (as set forth in Section 2 above) no earlier than the Termination Date and no later than the 21st day following your receipt of this Agreement. You must also abide by all other terms of this Agreement. You should keep a copy for your records. Sincerely, LIFEMD, INC. By: /s/ Eric H. Yecies Eric H. Yecies, General Counsel and Chief Compliance Officer [Balance of page intentionally left blank. Your signature page to follow.] 7 ACCEPTANCE AND AGREEMENT TO CONFIDENTIAL RESIGNATION AGREEMENT AND GENERAL RELEASE By signing below, I, Juan Manuel Pineiro Dagnery, acknowledge and agree to the following: ● I have not suffered any on-the-job injury for which I have not already filed a claim, and the end of my employment is not related to any such injury. ● I do not have any pending lawsuits against the Company. ● I have had adequate time to consider whether to sign this Confidential Resignation Agreement and General Release. ● I have read this Confidential Resignation Agreement and General Release carefully. ● I understand, accept and agree to all of the terms of this Confidential Resignation Agreement and General Release. ● I am knowingly and voluntarily releasing my claims as set forth in this Confidential Resignation Agreement and General Release. ● I have not, in signing this Confidential Resignation Agreement and General Release, relied upon any representations or statements, written or oral, or explanations made by the Company except for those specifically set forth in this Confidential Resignation Agreement and General Release and the Employment Agreement. ● I intend this Confidential Resignation Agreement and General Release to be legally binding. ● I have kept a full copy of this Confidential Resignation Agreement and General Release for my records. I am signing this Confidential Resignation Agreement and General Release no earlier than the Termination Date as defined above. Date: /s/ Juan Manuel Pineiro Dagnery Juan Manuel Pineiro Dagnery 8 EX-10.1 2 ex10-1.htm Exhibit 10.1 RESIGNATION AND RELEASE AGREEMENT To: Juan Manuel Pineiro Dagnery (also, "You", "you", "Your", "your", or "Employee") From: LifeMD, Inc. Date: April 2, 2021 RE: CONFIDENTIAL RESIGNATION AGREEMENT AND GENERAL RELEASE (the "Agreement" or "this Agreement") Consistent with your February 26, 2021 Resignation Letter, this letter confirms that your employment with LifeMD, Inc. and/or one of its direct or indirect subsidiaries (collectively, the "Company") will terminate effective today, April 2, 2021 (the "Termination Date"), regardless of whether you execute this Agreement (or the date of your execution of this Agreement). As of the close of business on April 2, 2021, and subject to any surviving provisions therein, your April 1, 2019 Employment Agreement, and any amendment or modification thereto, is terminated. This letter also confirms your final pay and benefits as well as the separation benefits you will receive if you sign and return the original of this Agreement to the Company (as instructed below) in the time frames noted below and abide by all other terms of this Agreement. All payments made to you under this Agreement are subject to applicable withholdings, taxes and deductions; and all cash payments will be paid through the Company's payroll system in the ordinary course. View More

Severability. Should any part, term or provision of this Agreement, with the exception of the releases embodied in Sections 4 and 5, be declared or determined by any Court or other tribunal of appropriate jurisdiction to be invalid or unenforceable, any such invalid or unenforceable part, term or provision shall be deemed stricken and severed from this Agreement and any and all of the other terms of the Agreement shall remain in full force and effect to the fullest extent permitted by law. The releases embodi...ed in Sections 4 and 5 are the essence of this Agreement and should these Sections 4 or 5 be deemed invalid or unenforceable in a final unappealable judgment (an "Invalidity Determination"), this Agreement may be declared null and void by the Company; provided, however, that in no event shall Employee be required to return any consideration received under this Agreement as a result of an Invalidity Determination unless such Invalidity Determination was sought in a legal action initiated by Employee. View More

Severability. This Support Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Support Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Support Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and ...be valid and enforceable. View More

Severability. If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable for any reason whatsoever: (a) the validity, legality, and enforceability of the remaining provisions of this Agreement (including, without limitation, each portion of any Section, paragraph or sentence of this Agreement containing any such provision held to be invalid, illegal or unenforceable, that is not itself invalid, illegal or unenforceable) shall not in any way be affected or impaired t...hereby and shall remain enforceable to the fullest extent permitted by law; (b) such provision or provisions shall be deemed reformed to the fullest extent necessary to conform to applicable law and to give the maximum effect to the intent of the parties hereto; and (c) to the fullest 9 extent possible, the provisions of this Agreement (including, without limitation, each portion of any Section, paragraph or sentence of this Agreement containing any such provision held to be invalid, illegal or unenforceable, that is not itself invalid, illegal or unenforceable) shall be construed so as to give effect to the intent manifested thereby. Without limiting the generality of the foregoing, this Agreement is intended to confer upon Indemnitee indemnification rights to the fullest extent permitted by applicable laws. View More

Severability. The invalidity or unenforceability of any provision hereof shall in no way affect the validity or enforceability of any other provision. Without limiting the generality of the foregoing, this Agreement is intended to confer upon Indemnitee indemnification rights to the fullest extent permitted by applicable laws. In the event any provision hereof conflicts with any applicable law, such provision shall be deemed modified, consistent with the aforementioned intent, to the extent necessary to resol...ve such conflict. 8 15. Modification and Waiver. No supplement, modification, termination or amendment of this Agreement shall be binding unless executed in writing by both of the parties hereto. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar) nor shall such waiver constitute a continuing waiver. View More

Severability. The provisions of this Amendment and all other Loan Documents are deemed to be severable, and the invalidity or unenforceability of any provision shall not affect or impair the remaining provisions which shall continue in full force and effect.