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 term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. 15 21. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed cop
...y of this Agreement delivered by facsimile, email or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
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Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
15 21. Upon such determination that any term or other provision is invalid, illegal or unenforceable, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the orig...inal intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible. 8 17. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, email of scanned copies or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
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Severability. If any provision or part of a provision of this Agreement is found to be in violation of law or otherwise unenforceable in any respect, the remaining provisions or part of a provision shall remain unaffected and the Agreement shall be reformed and construed to the maximum extent possible as if such a provision or part of a provision held to be in violation of law or otherwise unenforceable had never been contained herein.
Severability. If any provision or part of a provision of this Agreement is found to be in violation of law or otherwise unenforceable in any respect, the remaining provisions or part of a provision shall remain unaffected and the
Parties hereto shall reform and construe this Agreement
shall be reformed and construed to the maximum extent possible as if such
a provision or part of a provision held to be in violation of law or otherwise unenforceable had never been contained
herein. in this Agreement.
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Severability. Whenever possible, each provision of this Note shall be interpreted in such manner as to be effective and valid under all applicable laws and regulations. If, however, any provision of this Note shall be prohibited by or invalid under any such law or regulation in any jurisdiction, it shall, as to such jurisdiction, be deemed modified to conform to the minimum requirements of such law or regulation, or, if for any reason it is not deemed so modified, it shall be ineffective and invalid only to t
...he extent of such prohibition or invalidity without affecting the remaining provisions of this Note, or the validity or effectiveness of such provision in any other jurisdiction. [Remainder of page intentionally left blank] 6 This Note has been issued in reliance upon the representations of the Holder set forth in the Note Purchase Agreement. COMPANY: ARADIGM CORPORATION By: Name: Title: EX-4.1 3 d647421dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 THIS SENIOR PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). NO SALE, PLEDGE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT. SENIOR PROMISSORY NOTE $[●] [●], [●] Hayward, California For value received, Aradigm Corporation, a California corporation (the "Company"), promises to pay to the order of [●], an entity formed under the laws of [●] (together with its successors and assigns, the "Holder", and together with the Company, the "Parties"), the principal sum of [●] dollars ($[●]), together with interest accrued but unpaid hereon, upon the terms of this Senior Promissory Note (this "Note").
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Severability. Whenever possible, each provision of this Note shall be interpreted in such manner as to be effective and valid under all applicable laws and regulations. If, however, any provision of this Note shall be prohibited by or invalid under any such law or regulation in any jurisdiction, it shall, as to such jurisdiction, be deemed modified to conform to the minimum requirements of such law or regulation, or, if for any reason it is not deemed so modified, it shall be ineffective and invalid only to t
...he extent of such prohibition or invalidity without affecting the remaining provisions of this Note, or the validity or effectiveness of such provision in any other jurisdiction. [Remainder of page intentionally left blank] 6 This Note has been issued in reliance upon the representations of the Holder set forth in the Note Purchase Agreement. COMPANY: ARADIGM CORPORATION By: Name: Title: EX-4.1 3 d647421dex41.htm d563004dex41.htm EX-4.1 EX-4.1 Exhibit EXHIBIT 4.1 THIS SENIOR PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). NO SALE, PLEDGE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT. SENIOR PROMISSORY NOTE $[●] [●], [●] $[•] [•], [•] Hayward, California For value received, Aradigm Corporation, a California corporation (the "Company"), promises to pay to the order of [●], [•], an entity formed under the laws of [●] [•] (together with its successors and assigns, the "Holder", and together with the Company, the "Parties"), the principal sum of [●] [•] dollars ($[●]), ($[•]), together with interest accrued but unpaid hereon, upon the terms of this Senior Promissory Note (this "Note").
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Severability. If any provision of this Warrant shall be declared void or unenforceable by any judicial or administrative authority, the validity of any other provision and of the entire Warrant shall not be affected thereby.
Severability. If any provision of this
Warrant Agreement shall be declared void or unenforceable by any judicial or administrative authority, the validity of any other provision and of the entire
Warrant Agreement shall not be affected thereby.
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Severability. If any term or other provision of this letter is invalid, illegal or incapable of being enforced by any rule of law or public policy, all other conditions and provisions of this letter shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner 4 materially adverse to any party hereto; provided, however, that this letter may not be enforced without giving effect to the provisions in Sections 1
..., 2, 3, 4 and 5 of this letter (including by giving effect to any maximum dollar amounts set forth therein). Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the parties shall negotiate in good faith to modify this letter so as to effect the original intent of the parties as closely as possible to the fullest extent permitted by applicable law in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the extent possible.
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Severability. If any term or other provision of this letter is invalid, illegal or incapable of being enforced by any rule of
law Law or public policy, all other conditions and provisions of this letter shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner
4 materially adverse to any party hereto; provided, however, that this letter may not be enforced
(a) without giving effect to the provisions in Se
...ctions 1, 2, 3, 4 5(a), 5(c) and 5 5(d) of this letter (including by giving effect to any maximum dollar amounts set forth therein). therein), or (b) if this letter would require the Equity Commitment to be funded at any time prior to the closing when required pursuant to Section 1 or for any purposes other than as expressly set forth in Section 1. Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the parties shall negotiate in good faith to modify this letter so as to effect the original intent of the parties as closely as possible to the fullest extent permitted by applicable law Law in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the extent possible.
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Severability. The parties hereto intend and believe that each provision in this Promissory Note comports with all applicable local, state and federal laws and judicial decisions. However, if any provision or provisions, or if any portion of any provision or provisions, of this Promissory Note is found by a court of law to be in violation of any applicable local, state or federal ordinance, statute, law, administrative or judicial decision, or public policy, and if the court should declare that portion, provis
...ion or provisions to be illegal, invalid, unlawful, void or unenforceable as written, then it is the intent of Maker and Payee that such portion, provision or provisions be given force to the fullest possible extent that they are legal, valid and enforceable, that the remainder of this Promissory Note shall be construed as if the illegal, invalid, unlawful, void or unenforceable portion, provision or provisions were not contained herein, and that the rights, obligations and interest of Maker and Payee or the legal holders hereof under the remainder of this Promissory Note shall continue in full force and effect.
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Severability. The parties hereto intend and believe that each provision in this
Promissory Note comports with all applicable local, state and federal laws and judicial decisions. However, if any provision or provisions, or if any portion of any provision or provisions, of this
Promissory Note is found by a court of law to be in violation of any applicable local, state or federal ordinance, statute, law, administrative or judicial decision, or public policy, and if the court should declare that portion, provis
...ion or provisions to be illegal, invalid, unlawful, void or unenforceable as written, then it is the intent of Maker Borrower and Payee Lender that such portion, provision or provisions be given force to the fullest possible extent that they are legal, valid and enforceable, that the remainder of this Promissory Note shall be construed as if the illegal, invalid, unlawful, void or unenforceable portion, provision or provisions were not contained herein, and that the rights, obligations and interest of Maker Borrower and Payee or the legal holders hereof Lender under the remainder of this Promissory Note shall continue in full force and effect.
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Severability. If, for any reason, any one or more of the provisions or part of a provision contained in this Agreement shall be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision or part of a provision of this Agreement not held so invalid, illegal or unenforceable, and each other provision or part of a provision shall to the full extent with law continue in full force and effect. If this Agreement is held invalid o
...r cannot be enforced, then to the full extent permitted by law any prior agreement between the Company and the Employee shall be deemed reinstated as if this Agreement had not been executed.
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Severability. If, for any reason,
any one anyone or more of the provisions or part of a provision contained in this Agreement shall be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision or part of a provision of this Agreement not held so invalid, illegal or unenforceable, and each other provision or part of a provision shall to the full extent
consistent with law continue in full force and effect.
If this Agreement... is held invalid or cannot be enforced, then to the full extent permitted by law any prior agreement between the Company and the Employee shall be deemed reinstated as if this Agreement had not been executed.
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Severability. If any provision of this Escrow Agreement, or the application thereof to any person or circumstance, shall be invalid or unenforceable to any extent, the remainder of this Escrow Agreement, or the application of such term to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby. Each term of this Escrow Agreement shall be valid and enforceable to the fullest extent permitted by law.
Severability. If any provision of this Escrow
Agreement, Agreement or the application thereof to any
person party or
circumstance, circumstance shall be
invalid invalid, illegal or unenforceable to any extent, the remainder of this Escrow
Agreement, or Agreement and the application
of such term to persons or circumstances other than those as to which it is invalid or unenforceable, thereof shall not be affected
thereby. Each term of this Escrow Agreement and shall be
valid and enforceable to the fullest exten
...t permitted by law.
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Severability. If any covenant or provision herein or any portion hereof is determined to be void, unenforceable or prohibited by the law of any province or the local requirements of any provincial or federal government authority, such shall not be deemed to affect or impair the validity of any other covenant or provision herein or a portion thereof, as the case may be, nor the validity of such covenant or provision or a portion thereof, as the case may be, in any other jurisdiction.
Severability. If any covenant or provision herein or any portion hereof is determined to be void, unenforceable or prohibited by the law of any province or the local requirements of any provincial or federal government authority, such shall not be deemed to affect or impair the validity of any other covenant or provision herein or a portion thereof, as the case may be, nor the validity of such covenant or provision or a portion thereof, as the case may be, in any other jurisdiction.
9 14. Enurement. This Warr...ant Certificate and all of its provisions shall enure to the benefit of the Holder and its successors or personal representatives and shall be binding upon the Company, its successors and permitted assigns.
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Severability. In case any one or more of the provisions in this Supplemental Indenture shall be held invalid, illegal or unenforceable in any jurisdiction, in any respect for any reason, the validity, legality and enforceability of any such provision in every other jurisdiction and in every other respect, and of the remaining provisions, shall not in any way be affected or impaired thereby, it being intended that all of the provisions hereof shall be enforceable to the full extent permitted by law.
Severability. In case any one or more of the provisions in this
First Supplemental Indenture
or in the Notes or Guarantees shall be held invalid, illegal or
unenforceable in any jurisdiction, unenforceable, in any respect for any reason, the validity, legality and enforceability of any such provision in every other
jurisdiction and in every other respect, respect and of the remaining
provisions, provisions shall not in any way be affected or impaired thereby, it being intended that all of the provisions hereo
...f shall be enforceable to the full extent permitted by law.
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