Severability Contract Clauses (27,855)

Severability. The invalidity of any portion hereof shall not affect the validity, force or effect of the remaining portions hereof. If it is ever held by any Governmental Body of competent jurisdiction that any restriction hereunder is too broad to permit enforcement of such restriction to its fullest extent, such restriction shall be enforced to the maximum extent permitted by Law and, to the extent necessary, the parties hereto shall amend or otherwise modify this Agreement to replace any provision containe...d herein that is held invalid or unenforceable with a valid and enforceable provision giving effect to the original intent of the parties. View More

Severability. Any provision of this Amendment that shall be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 3 14. Governing Law. The rights and obligations of all parties hereto shall be governed by the laws of the State of Ohio, without regard to principles of conflicts... of laws. [Remainder of page intentionally left blank.] 4 JURY TRIAL WAIVER. BORROWER AND LENDER, TO THE EXTENT PERMITTED BY LAW, EACH HEREBY WAIVES ANY RIGHT TO HAVE A JURY PARTICIPATE IN RESOLVING ANY DISPUTE, WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE, BETWEEN BORROWER AND LENDER, ARISING OUT OF, IN CONNECTION WITH, RELATED TO, OR INCIDENTAL TO THE RELATIONSHIP ESTABLISHED BETWEEN THEM IN CONNECTION WITH THIS AMENDMENT OR ANY NOTE OR OTHER INSTRUMENT, DOCUMENT OR AGREEMENT EXECUTED OR DELIVERED IN CONNECTION HEREWITH OR THE TRANSACTIONS RELATED THERETO. View More

Severability. If any term or provision of this Lease shall to any extent be held to be invalid or unenforceable under the applicable law, the remaining provisions of this Lease shall not be affected thereby but shall remain in full force and effect.45. Transfer of Licenses. Upon the expiration or early termination of the Term of this Lease, Tenant shall take all actions which are necessary or convenient in order to effect the transfer to Landlord or Landlord's nominee of all licenses, operating permits and ot...her governmental authorizations, including all hospital related licenses from any state or federal healthcare agency ("Healthcare Licenses"), and all other service contracts, including, but not limited to, HVAC contracts which may be necessary or useful in the operation of the Premises and which relate to the Premises which have not previously been transferred or assigned to Landlord, as permitted by federal and state law. In connection with the above, Tenant covenants during the Term of this Lease not to take any action that would directly or indirectly encumber or pledge the Healthcare Licenses to any third party or to otherwise transfer or attempt to transfer the Hospital Licenses to any party other than to Landlord or a third-party approved by Landlord.46. Compliance with Healthcare Laws. Landlord and Tenant enter into this Lease with the intent of conducting their relationship in full compliance with applicable laws and their implementing regulations, including without limitation the, federal criminal law, federal Anti‐Kickback Statute (42 U.S.C. 1320a-7b(b)), Physician Self-Referral Law referred to as the 43LEASE – UTMB- 200 BLOSSOMOGC#183380 – Doc# 3380565v1 "Stark Law" (42 U.S.C. 1395nn) (to the extent applicable), False Claims Act (31 U.S.C. 3729 et seq. ), Civil Monetary Penalties Law (42 U.S.C. 1320a-7a), and, any applicable state, including the Texas prohibition on solicitation or referral of patients or healthcare services (the aforementioned all collectively referred to hereinafter as "Federal and State Healthcare Laws"). Notwithstanding any unanticipated effect of any of the provisions of this Lease, neither Landlord nor Tenant shall intentionally conduct itself under this Lease in a manner that would constitute a violation of any provision of the Federal and State Healthcare Laws. Neither Landlord nor Tenant shall offer, pay, accept or receive any remuneration from the other party for securing or soliciting patients.47. Intentionally Deleted. View More

Severability. Any provision of this Waiver held by a court of competent jurisdiction to be invalid or unenforceable shall not impair or invalidate the remainder of this Waiver and the effect thereof shall be confined to the provision so held to be invalid or unenforceable. Furthermore, in lieu of each such invalid or unenforceable provision there shall be added automatically as a part of this Waiver a valid and enforceable provision that comes closest to expressing the intention of such invalid unenforceable ...provision. View More

Severability. If any provision of this Settlement Agreement shall be held by a court of competent jurisdiction to be illegal, invalid or unenforceable, the remaining provisions shall remain in full force and effect and the Parties shall negotiate in good faith to replace the invalid or unenforceable provision with a valid and enforceable provision that has the effect nearest to that of the provision to be replaced.

Severability. Should any provision of this Agreement be held by a court or arbitral authority of competent jurisdiction to be enforceable only if modified, or if any portion of this Agreement shall be held to be unenforceable and thus stricken, such holding shall not affect the validity of the remainder of this Agreement, the balance of which shall continue to be binding on the Parties with any such modification to become a part hereof and treated as though originally set forth in this Agreement. 2 10. Captio...ns. Captions and headings of the sections and paragraphs of this Agreement are intended solely for convenience and no provision of this Agreement is to be construed by reference to the caption or heading of any section or paragraph. View More

Severability. Should any provision of this Agreement be held by a court or arbitral authority of competent jurisdiction to be enforceable only if modified, or if any portion of this Agreement shall be held to be unenforceable and thus stricken, such holding shall not affect the validity of the remainder of this Agreement, the balance of which shall continue to be binding on the Parties with any such modification to become a part hereof and treated as though originally set forth in this Agreement.

Severability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement will remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable. If any restriction in this Agreement is held invalid or unenforceable by any court of competent jurisdiction, it is the intention of the parties... hereto that the restrictions be reformed by such court in such a manner that protects the business and Confidential Information of Spirit, Spirit Bank, the Company and the Bank to the maximum extent permissible. View More

Severability. If any provision of the Plan is found, held or deemed to be void, unlawful or unenforceable under any applicable statute or other controlling law, the remainder of the Plan shall continue in full force and effect. HUNTINGTON INGALLS INDUSTRIES, INC. By: /s/ William R. Ermatinger William R. Ermatinger Executive Vice President and Chief Human Resources Officer Date: December 17, 2018 Appendix A The following benefits shall apply to the Chief Executive Officer ("CEO") of the Company and elected off...icers who report directly to the CEO: Section 4(a). Lump-sum Cash Severance Payment. The lump sum cash severance payment shall equal one and one half (1.5) times the sum of (A) one year's base salary as in effect on the effective date of the Officer's termination, plus (B) the Officer's target annual bonus established under the Company's annual incentive plan in which he or she was a participant for the fiscal year in which the date of termination occurs. No supplemental bonuses or other bonuses will be combined with the Officer's annual bonus for purposes of this computation. Section 4(b). Extension of Medical, Dental, and Vision Benefits. The Company will continue to pay its portion of the Officer's medical, dental, and vision benefits for eighteen months following the Officer's termination date. Section 4(d)(i). Financial Planning. If the Officer is eligible for financial planning reimbursement at the time of termination, the Officer will be reimbursed for any financial planning fees incurred before his termination date. In addition, the Officer will be reimbursed for the following financial planning fees incurred after his termination date:(i) any fees incurred in the year in which the date of termination occurs, provided that the total financial planning reimbursement for such year (including fees incurred before and after the date of termination) shall not exceed $30,000 for the CEO and shall not exceed $15,000 for any elected officer who reports directly to the CEO and (ii) any fees incurred in the year following the year in which the date of termination occurs, provided that the total financial planning reimbursement for such year shall not exceed $30,000 for the CEO and shall not exceed $15,000 for any elected officer who reports directly to the CEO. Appendix B The following benefits shall apply to elected officers who do not report directly to the CEO and to appointed officers: Section 4(a). Lump-sum Cash Severance Payment. The lump sum cash severance payment shall equal the sum of (A) one year's base salary as in effect on the effective date of the Officer's termination, plus (B) the Officer's target annual bonus established under the Company's annual incentive plan in which he or she was a participant for the fiscal year in which the date of termination occurs. No supplemental bonuses or other bonuses will be combined with the Officer's annual bonus for purposes of this computation. Section 4(b). Extension of Medical, Dental, and Vision Benefits. The Company will continue to pay its portion of the Officer's medical, dental, and vision benefits for one year following the Officer's termination date. Section 4(d)(i). Financial Planning. If the Officer is eligible for financial planning reimbursement at the time of termination, the Officer will be reimbursed for any financial planning fees incurred before his termination date. In addition, the Officer will be reimbursed for the following financial planning fees incurred after his termination date:(i) any fees incurred in the year in which the date of termination occurs, provided that the total financial planning reimbursement for such year (including fees incurred before and after the date of termination) shall not exceed $15,000 for any elected officer and shall not exceed $5,000 for any appointed officer and (ii) any fees incurred in the year following the year in which the date of termination occurs, provided that the total financial planning reimbursement for such year shall not exceed $15,000 for any elected officer and shall not exceed $5,000 for any appointed officer. EX-10.2 3 d660959dex102.htm EX-10.2 EX-10.2 EXHIBIT 10.2 Severance Plan for Elected and Appointed Officers of Huntington Ingalls Industries Amended and Restated (effective January 1, 2019) 1. Purpose of Plan. The purpose of the Plan is to provide severance benefits for eligible elected and appointed officers of Huntington Ingalls Industries, Inc. (the "Company") who reside and work in the United States. The amended and restated plan document is intended only to clarify certain aspects of plan administration and does not change eligibility or the benefits available under the Plan. View More

Severability. Each provision of this 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 will not affect any other provision of the letter agreement, which, consistent with such law, will remain in full force and effect. All surviving clauses must be construed so as to effectuate the purpose and intent of the parties.