Severability Contract Clauses (27,855)

Grouped Into 633 Collections of Similar Clauses From Business Contracts

This page contains Severability clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Severability. If any provision of this Agreement should for any reason be declared invalid or unenforceable by a court of competent jurisdiction, then this Agreement and the grant of Restricted Stock Units hereunder shall be deemed invalid and unenforceable in its entirety due to failure of consideration.
Severability. If any provision of this Agreement should for any reason be declared invalid or unenforceable by a court of competent jurisdiction, then this Agreement and the grant of Restricted Performance-based Stock Units hereunder shall be deemed invalid and unenforceable in its entirety due to failure of consideration.
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Severability. If any provision of this Agreement or its application is adjudicated to be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability (a) shall not affect any other provision or application of this Agreement that can be given effect without the invalid or unenforceable provision or application and shall not invalidate or render unenforceable such provision or application in any other jurisdiction and (b) shall be limited or excluded from this Agreement to the minimum exten...t required so that this Agreement shall otherwise remain in full force and effect and enforceable in accordance with its terms. For the avoidance of doubt, if this Agreement is or becomes subject to any state or federal law affecting the Company's rights with respect to any of your obligations under this Agreement, this Agreement shall be deemed amended to the extent necessary to comply with such law. View More Arrow
Severability. If any provision of this Agreement or its application is adjudicated to be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability (a) shall not affect any other provision or application of this Agreement that can be given effect without the invalid or unenforceable provision or application and shall not invalidate or render unenforceable such provision or application in any other jurisdiction and (b) shall be limited or excluded from this Agreement to the minimum exten...t required so that this Agreement shall otherwise remain in full force and effect and enforceable in accordance with its terms. For the avoidance of doubt, if this Agreement is or becomes subject to any state or federal law affecting the Company's rights with respect to any of your obligations under this Agreement, this Agreement shall be deemed amended to the extent necessary to comply with such law. View More Arrow
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Severability. If any provision of this Agreement or its application is adjudicated to be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability (a) shall not affect any other provision or application of this Agreement that can be given effect without the invalid or unenforceable provision or application and shall not invalidate or render unenforceable such provision or application in any other jurisdiction and (b) shall be limited or excluded from this Agreement to the minimum exten...t required so that this Agreement shall otherwise remain in full force and effect and enforceable in accordance with its terms. For the avoidance of doubt, if this Agreement is or becomes subject to any state or federal law affecting the Company's rights with respect to any of your obligations under this Agreement, this Agreement shall be deemed amended to the extent necessary to comply with such law. Signature Page Follows 5 I HAVE READ THIS AGREEMENT CAREFULLY AND I UNDERSTAND AND ACCEPT THE OBLIGATIONS THAT IT IMPOSES UPON ME WITHOUT RESERVATION, AND HEREBY ACKNOWLEDGE RECEIPT OF A COPY OF SUCH AGREEMENT. NO PROMISES OR REPRESENTATIONS HAVE BEEN MADE TO ME TO INDUCE ME TO SIGN THIS AGREEMENT. I SIGN THIS AGREEMENT VOLUNTARILY AND FREELY AND INTENDING TO BE LEGALLY BOUND. Dated: 30 June 2021 /s/ Chris G.B. Meyer CHRIS G.B. MEYER Agreed and Acknowledged NET 1 UEPS TECHNOLOGIES, INC. By: /s/ Alex M.R. Smith Name: Alex M.R. Smith Title: Director ATTACHMENT A A. Inventions made by me prior to my Employment or Service with the Company that I desire to be excepted from the Agreement to which this Attachment A is attached (if none, write "NONE"): B. Prior agreements to which I am a party that may interfere with full compliance with the Agreement to which this Attachment A is attached (if none, write "NONE"): Dated: 30 June 2021 /s/ Chris G.B. Meyer CHRIS G.B. MEYER EX-10.4 5 exhibit10-4.htm EXHIBIT 10.4 Net 1 UEPS Technologies, Inc.: Exhibit 10.4 - Filed by newsfilecorp.com Exhibit 10.4 NET 1 UEPS TECHNOLOGIES, INC. RESTRICTIVE COVENANTS AGREEMENT Your Information: Name: Christopher Guy Butt Meyer Address: XXX Start Date: July 1, 2021 Company: Net 1 UEPS Technologies, Inc., and any of its subsidiaries or affiliates, together with any of its and their respective successors or assigns (collectively, "us," "we," "our," or "the Company") Address: Net 1 UEPS Technologies, Inc. President Place, 6th Floor, Cnr. Jan Smuts Avenue and Bolton Road Rosebank, Johannesburg 2196, South Africa In consideration of your employment or service with us and the compensation we have agreed to pay you, the receipt and sufficiency of which you acknowledge, you agree to this Restrictive Covenants Agreement (this "Agreement"), as follows: 1. This Agreement sometimes refers to your "Employment or Service." You understand that your "Employment or Service" means the entire period during which you are engaged by us as a consultant or employed by us as an employee, or otherwise providing services to us, including, all times during which you have provided services to the Company prior to the Start Date, and all times during and after work hours, whether you are actively employed or on any kind of leave of absence, and whether you are engaged or employed full-time or part-time. In addition, it is understood that Employment or Service includes all periods commencing from the Start Date noted above, as well as any work performed for us prior to the Start Date. View More Arrow
Severability. If any provision of this Agreement or its application is adjudicated to be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability (a) shall not affect any other provision or application of this Agreement that can be given effect without the invalid or unenforceable provision or application and shall not invalidate or render unenforceable such provision or application in any other jurisdiction and (b) shall be limited or excluded from this Agreement to the minimum exten...t required so that this Agreement shall otherwise remain in full force and effect and enforceable in accordance with its terms. For the avoidance of doubt, if this Agreement is or becomes subject to any state or federal law affecting the Company's rights with respect to any of your obligations under this Agreement, this Agreement shall be deemed amended to the extent necessary to comply with such law. Signature Page Follows 5 I HAVE READ THIS AGREEMENT CAREFULLY AND I UNDERSTAND AND ACCEPT THE OBLIGATIONS THAT IT IMPOSES UPON ME WITHOUT RESERVATION, AND HEREBY ACKNOWLEDGE RECEIPT OF A COPY OF SUCH AGREEMENT. NO PROMISES OR REPRESENTATIONS HAVE BEEN MADE TO ME TO INDUCE ME TO SIGN THIS AGREEMENT. I SIGN THIS AGREEMENT VOLUNTARILY AND FREELY AND INTENDING TO BE LEGALLY BOUND. Dated: 30 June 2021 February 27, 2018 /s/ Chris G.B. Meyer CHRIS G.B. MEYER Alex M. R. Smith ALEX SMITH Agreed and Acknowledged NET 1 UEPS TECHNOLOGIES, INC. By: /s/ Alex M.R. Smith Herman G. Kotzé Name: Alex M.R. Smith Herman G. Kotzé Title: Director Chief Executive Officer ATTACHMENT A A. Inventions made by me prior to my Employment or Service with the Company that I desire to be excepted from the Agreement to which this Attachment A is attached (if none, write "NONE"): B. Prior agreements to which I am a party that may interfere with full compliance with the Agreement to which this Attachment A is attached (if none, write "NONE"): Dated: 30 June 2021 February 27, 2018 /s/ Chris G.B. Meyer CHRIS G.B. MEYER EX-10.4 Alex M. R. Smith ALEX SMITH EX-10.83 5 exhibit10-4.htm exhibit10-83.htm EXHIBIT 10.4 10.83 Net 1 UEPS Technologies, Inc.: Exhibit 10.4 - 10.83- Filed by newsfilecorp.com Exhibit 10.4 NET 1 UEPS TECHNOLOGIES, INC. RESTRICTIVE COVENANTS AGREEMENT 10.83 NET1UEPSTECHNOLOGIES,INC.RESTRICTIVECOVENANTSAGREEMENT Your Information: Name: Christopher Guy Butt Meyer Alexander Michael Ramsay Smith Address: XXX xxx, Johannesburg xxx South Africa Start Date: July March 1, 2021 2018 Company: Net 1 UEPS Technologies, Inc., and any of its subsidiaries or affiliates, together with any of its and their respective successors or assigns (collectively, "us," "we," "our," or "the Company") Address: Net 1 UEPS Technologies, Inc. President Place, 6th Floor, Cnr. Jan Smuts Avenue and Bolton Road Rosebank, Johannesburg 2196, South Africa In consideration of your employment or service with us and the compensation we have agreed to pay you, the receipt and sufficiency of which you acknowledge, you agree to this Restrictive Covenants Agreement (this "Agreement"), as follows: 1. This Agreement sometimes refers to your "Employment or Service." You understand that your "Employment or Service" means the entire period during which you are engaged by us as a consultant or employed by us as an employee, or otherwise providing services to us, including, all times during which you have provided services to the Company prior to the Start Date, and all times during and after work hours, whether you are actively employed or on any kind of leave of absence, and whether you are engaged or employed full-time or part-time. In addition, it is understood that Employment or Service includes all periods commencing from the Start Date noted above, as well as any work performed for us prior to the Start Date. View More Arrow
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Severability. If any provision of this Guaranty shall be determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, that portion shall be deemed severed from this Guaranty and the remaining parts shall remain in full force as though the invalid, illegal or unenforceable portion had never been part of this Guaranty.
Severability. If In the event any provision portion of this Guaranty shall be determined declared by a any court of competent jurisdiction to be invalid, illegal or unenforceable, that such portion shall be deemed severed from this Guaranty Guaranty, and the remaining parts hereof shall remain in full force and effect, as fully as though the such invalid, illegal or unenforceable portion had never been part of this Guaranty.
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Severability. The provisions of this Agreement are severable, and if any part of it is found to be invalid or unenforceable, the other parts shall remain fully valid and enforceable. Specifically, should a court, arbitrator, or government agency conclude that a particular claim may not be released as a matter of law, it is the intention of the Parties that the general release, the waiver of unknown claims and the covenant not to sue above shall otherwise remain effective to release any and all other claims.
Severability. The provisions of this Agreement are severable, and if any part of it is found to be invalid or unenforceable, the other parts shall remain fully valid and enforceable. Specifically, should a court, arbitrator, or government agency conclude that a particular claim may not be released as a matter of law, it is the intention of the Parties parties that the general release, release and the waiver of unknown claims and the covenant not to sue set forth above shall otherwise remain effective to relea...se any and all other claims. Released Claims. View More Arrow
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Severability. If any provision of this Agreement is found by a court or arbitral authority of competent jurisdiction to be invalid, illegal, or unenforceable in any respect, or enforceable only if modified, such finding shall not affect the validity of the remainder of this Agreement, which shall remain in full force and effect and continue to be binding on the Parties.
Severability. If any provision of this Agreement is found by a court or arbitral authority of competent jurisdiction to be invalid, illegal, or unenforceable in any respect, or enforceable only if modified, such finding shall not affect the validity of the remainder of this Agreement, which shall remain in full force and effect and continue to be binding on the Parties.
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Severability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement shall remain in full force and effect. The Parties further agree that if any provision contained herein is, to any extent, held invalid or unenforceable in any respect under the Laws governing this Agreement, they shall take any actions necessary to render the remaining provisions of this Agreement valid and enforceable to the fullest extent permitted... by Law and, to the extent necessary, shall amend or otherwise modify this Agreement to replace any provision contained herein that is held invalid or unenforceable with a valid and enforceable provision giving effect to the intent of the Parties. 9 17. Notices. All notices and other communications among the Parties shall be in writing and shall be deemed to have been duly given (a) when delivered in person, (b) when delivered after posting in the United States mail having been sent registered or certified mail return receipt requested, postage prepaid, (c) when delivered by FedEx or other nationally recognized overnight delivery service or (d) when e-mailed during normal business hours (and otherwise as of the immediately following Business Day), addressed as follows: If prior to the Closing, to the Company: Benjamin & Brothers, LLC 390 N Orange Ave #1605 Orlando, FL 32801 Attn: Yatin Patel, Co-Founder E-mail: yatin@reservations.com with a copy (which shall not constitute notice) to: Katz Teller 255 East Fifth Street, Suite 2400 Cincinnati, OH 45202 Attn: Gabriel J. Kurcab, Esq. Email: gkurcab@katzteller.com If prior to the Closing, to Acquiror: Astrea Acquisition Corp. 55 Ocean Lane Drive, Apt. 3021 Key Biscayne, Florida 33149 Attention: Felipe Gonzalez E-mail: fgonzalez@strongrockcap.com with a copy (which shall not constitute notice) to: Graubard Miller 405 Lexington Avenue, 11th Floor New York, New York 10174 Attention: Jeff Gallant, Esq. Email: jgallant@graubard.com If to the Company or Acquiror following the Closing: Lexyl Travel Technologies, LLC 205 Datura St., 10th Floor West Palm Beach, FL 33401 Attn: Tim Hentschel, Chief Executive Officer E-mail: tim.hentschel@HotelPlanner.com.com 10 with copies (which shall not constitute notice) to: Gunster 777 South Flagler Drive Suite 500 East West Palm Beach, FL 33401-6194 Attn: David G. Bates, Esq. Milton Vescovacci, Esq. Mahesh Nanwani, Esq. Robert Lamm, Esq. Email: dbates@gunster.com mvescovacci@gunster.com mnanwani@gunster.com rlamm@gunster.com Latham & Watkins LLP 811 Main Street, Suite 3700 Houston, TX 77002 Attention: Ryan Maierson Tana Ryan Navneeta Rekhi Email: ryan.maierson@lw.com tana.ryan@lw.com navneeta.rekhi@lw.com If to the Required Members, at the address for such Required Member listed on the signature pages hereto, or to such other address or addresses as the Parties may from time to time designate in writing. Without limiting the foregoing, any Party may give any notice, request, instruction, demand, document or other communication hereunder using any other means (including personal delivery, expedited courier, messenger service, ordinary mail or electronic mail), but no such notice, request, instruction, demand, document or other communication shall be deemed to have been duly given unless and until it actually is received by the Party for whom it is intended. View More Arrow
Severability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement shall remain in full force and effect. The Parties further agree that if any provision contained herein is, to any extent, held invalid or unenforceable in any respect under the Laws governing this Agreement, they shall take any actions necessary to render the remaining provisions of this Agreement valid and enforceable to the fullest extent permitted... by Law and, to the extent necessary, shall amend or otherwise modify this Agreement to replace any provision contained herein that is held invalid or unenforceable with a valid and enforceable provision giving effect to the intent of the Parties. 9 8 17. Notices. All notices and other communications among the Parties shall be in writing and shall be deemed to have been duly given (a) when delivered in person, (b) when delivered after posting in the United States mail having been sent registered or certified mail return receipt requested, postage prepaid, (c) when delivered by FedEx or other nationally recognized overnight delivery service or (d) when e-mailed during normal business hours (and otherwise as of the immediately following Business Day), addressed as follows: If prior to the Closing, to the Company: Benjamin & Brothers, LLC 390 N Orange Ave #1605 Orlando, FL 32801 Attn: Yatin Patel, Co-Founder E-mail: yatin@reservations.com with a copy (which shall not constitute notice) to: Katz Teller 255 East Fifth Street, Suite 2400 Cincinnati, OH 45202 Attn: Gabriel J. Kurcab, Esq. Email: gkurcab@katzteller.com If Sponsor or, prior to the Closing, to Acquiror: Astrea Acquisition Corp. 55 Ocean Lane Drive, Apt. 3021 Key Biscayne, Florida 33149 Attention: Felipe Gonzalez E-mail: fgonzalez@strongrockcap.com with a copy (which shall not constitute notice) to: Graubard Miller 405 Lexington Avenue, 11th Floor New York, New York 10174 Attention: Jeff Gallant, Esq. Email: jgallant@graubard.com If to the Company or Acquiror or, following the Closing: Closing, Acquiror: Lexyl Travel Technologies, LLC 205 Datura St., 10th Floor West Palm Beach, FL 33401 Attn: Tim Hentschel, Chief Executive Officer E-mail: tim.hentschel@HotelPlanner.com.com 10 with copies (which shall not constitute notice) to: Gunster 777 South Flagler Drive Suite 500 East West Palm Beach, FL 33401-6194 Attn: David G. Bates, Esq. Milton Vescovacci, Esq. Mahesh Nanwani, Esq. Robert Lamm, Esq. Email: dbates@gunster.com mvescovacci@gunster.com mnanwani@gunster.com rlamm@gunster.com Latham & Watkins LLP 811 Main Street, Suite 3700 Houston, TX 77002 Attention: Ryan Maierson Tana Ryan Navneeta Rekhi Email: ryan.maierson@lw.com tana.ryan@lw.com navneeta.rekhi@lw.com If to the Required Members, at the address for such Required Member listed on the signature pages hereto, 9 and with copies (which shall not constitute notice) to: Katz Teller 255 E. Fifth St., Suite 2400 Cincinnati, OH 45202 Attention: Gabriel Kurcab Email: gkurcab@katzteller.com Stradley Ronon Stevens & Young, LLP 2005 Market Street, Suite 2600 Philadelphia, PA 19103 Attention: Thomas L. Hanley Email: thanley@stradley.com or to such other address or addresses as the Parties may from time to time designate in writing. Without limiting the foregoing, any Party may give any notice, request, instruction, demand, document or other communication hereunder using any other means (including personal delivery, expedited courier, messenger service, ordinary mail or electronic mail), but no such notice, request, instruction, demand, document or other communication shall be deemed to have been duly given unless and until it actually is received by the Party for whom it is intended. View More Arrow
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Severability. If any provision of the Plan is, becomes, or is deemed invalid, illegal, or unenforceable in any jurisdiction, or would disqualify the Plan or any Award under any law deemed applicable by the Committee, such provision shall be construed or deemed amended or limited in scope to conform to applicable laws or, in the discretion of the Committee, it shall be stricken and the remainder of the Plan shall remain in full force and effect. * * * The foregoing amended and restated Plan was approved and ad...opted by the Committee on February 11, 2021, and approved by the Stockholders on May 20, 2021. /s/ Kimberly R. Peery Secretary EX-10.1 2 ex10-1.htm Exhibit 10.1 STEREOTAXIS, INC. 2012 STOCK INCENTIVE PLAN As amended and restated effective February 11, 2021 1. Purpose of the Plan. The purpose of the Plan is to provide the Company with a means to assist in recruiting, retaining, and rewarding certain employees, directors, consultants, and other individuals providing services to the Company and to motivate such individuals to exert their best efforts on behalf of the Company by providing incentives through the granting of Awards. By granting Awards to such individuals, the Company expects that the interests of the recipients will be better aligned with those of the Company by providing recipients with a proprietary interest in the growth and performance of the Company. View More Arrow
Severability. If any provision of the Plan is, becomes, or is deemed invalid, illegal, or unenforceable in any jurisdiction, or would disqualify the Plan or any Award under any law deemed applicable by the Committee, such provision shall be construed or deemed amended or limited in scope to conform to applicable laws or, in the discretion of the Committee, it shall be stricken and the remainder of the Plan shall remain in full force and effect. * * * The "The foregoing amended and restated Plan was approved a...nd Initially adopted by the Committee our Board of Directors on February 11, 2021, 3, 2022, and further revised by the Compensation Committee of the Board of Directors, on February 27, 2022, and approved by the Stockholders on May 20, 2021. 19, 2022" Date: August 11, 2022 /s/ Kimberly R. Peery Laura Spencer Garth Laura Spencer Garth Secretary Stereotaxis, Inc. EX-10.1 2 ex10-1.htm Exhibit 10.1 STEREOTAXIS, INC. 2012 2022 STOCK INCENTIVE PLAN As amended and restated effective February 11, 2021 1. Purpose of the Plan. PURPOSE OF THE PLAN. The purpose of the Plan is to provide the Company with a means to assist in recruiting, retaining, and rewarding certain employees, directors, consultants, and other individuals providing services to the Company and to motivate such individuals to exert their best efforts on behalf of the Company by providing incentives through the granting of Awards. By granting Awards to such individuals, the Company expects that the interests of the recipients will be better aligned with those of the Company by providing recipients with a proprietary interest in the growth and performance of the Company. View More Arrow
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Severability. The invalidity or unenforceability of any provision contained herein shall in no way affect the validity or enforceability of any other provision of this Agreement; provided, however, that upon any finding by a court of competent jurisdiction that the releases in paragraph 5 of this Agreement are illegal, void or unenforceable, you shall execute a release and waiver to the fullest extent permitted by law in order to effectuate the terms and intent of this Agreement.
Severability. The invalidity or unenforceability of any provision contained herein shall in no way affect the validity or enforceability of any other provision of this Agreement; provided, however, that upon any finding by a court of competent jurisdiction that the releases in paragraph 5 Section 4 of this Agreement are illegal, void or unenforceable, you Heckman shall execute a release and waiver to the fullest extent permitted by law in order to effectuate the terms and intent of this Agreement.
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Severability. The provisions of this agreement are severable. Should any provision herein be declared invalid by a court of competent jurisdiction, the remainder of the agreement will continue in force, and the parties agree to renegotiate the invalidated provision in good faith to accomplish its objective to the extent permitted by law.
Severability. The provisions of this agreement Agreement and Release are severable. Should any provision herein be declared invalid by a court of competent jurisdiction, the remainder of the agreement this Agreement and Release will continue in force, and the parties Parties agree to renegotiate the invalidated provision in good faith to accomplish its objective to the extent permitted by law.
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